CORPORATE GOVERNANCE
The Manager
The Manager of LREIT was appointed in accordance with the terms of the Trust Deed, which outlines certain circumstances under which the Manager can be removed.
One of its key responsibilities is to manage LREIT’s assets and liabilities for the benefit of its unitholders. As such, the Manager will set the strategic direction and provide, among others, the following services to LREIT:
Formulating LREIT’s investment strategy, including determining the location, sub-sector type and other characteristics of LREIT’s property portfolio, overseeing negotiations and providing supervision in relation to investments of LREIT and making final recommendations to the Trustee.
Formulating LREIT’s asset management strategy, including determining tenant mix, asset enhancement works and rationalising operation costs. Providing supervision in relation to asset management of LREIT and making final recommendations to the Trustee on material matters.
Formulating plans for equity and debt financing for LREIT’s property acquisitions, distribution payments, expense payments and property maintenance payments, executing capital and financial risk management plans, negotiating with financiers and underwriters and making final recommendations to the Trustee.
Preparing accounts, financial reports and annual reports for LREIT on a consolidated basis.
Making all regulatory filings on behalf of LREIT, and using commercially reasonable efforts to assist LREIT in complying with the applicable provisions of the SFA and all other relevant legislation, the Listing Manual, the CIS Code (including the Property Funds Appendix), the Take-Over Code, the Trust Deed, the CMS Licence, any tax ruling and all relevant contracts.
Communicating and liaising with investors, analysts and the investment community.
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BOARD MATTERS
LREIT is headed by an effective Board which is collectively responsible and works with the Manager for its long-term success.
The key roles of the Board are to:
- Guide the corporate strategy and direction of the Manager;
- Ensure that senior management discharges business leadership and demonstrates the highest quality of management skills with integrity and enterprise; and
- Oversee the proper conduct of the Manager
The Board sets an appropriate tone from the top and desired organisational culture, and ensures proper accountability within the Manager. It is entrusted with the responsibility for the overall management and corporate governance of the Manager, including establishing goals for management and monitoring the achievement of these goals.The Board has in place a framework for the management of the Manager and LREIT, including a system of internal audit and control and a business risk management process.
Please refer to the Corporate Governance section of LREIT’s annual report for details of the Board’s commitment towards corporate governance. -
AUDIT & RISK COMMITTEE
The Board has an Audit and Risk Committee (“ARC”) which discharges its duties objectively.
The ARC has been appointed by the Board from among the Directors of the Manager and is composed of four non-executive Directors, a majority of whom (including the chairman of the ARC) are independent Directors.
The role of the ARC is to monitor and evaluate the effectiveness of the Manager’s internal controls. The ARC also reviews the quality and reliability of information prepared for inclusion in financial reports, and is responsible for the nomination of the External Auditors and reviewing the adequacy of external audits in respect of cost, scope and performance.
The ARC has the authority to investigate any matter within its terms of reference, full access to and cooperation by Management and full discretion to invite any Director or executive officer to attend its meetings and reasonable resources to enable it to discharge its functions properly.
Please refer to the Corporate Governance section of LREIT’s annual report for details of the responsibilities of the ARC and its terms of reference.
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NOMINATION & REMUNERATION COMMITTEE
The Board has a formal and transparent process for the appointment and reappointment of directors, taking into account the need for progressive renewal of the Board.
The Nomination and Renumeration Committee (“NRC”) has been appointed by the Board to, among other things, make recommendations to the Board on all Board appointments. The NRC comprises four Directors, a majority of whom, including the chairwoman of the NRC, are independent Directors. The Lead Independent Director is a member of the NRC.
The NRC leads the process and makes recommendations to the Board.- Reviews the balance and diversity of skills, experience, gender, age and knowledge required by the Board and the size of the Board which would facilitate decision-making;
- Assesses if there is any inadequate representation in respect of those attributes and if so, prepares a description of the role and the essential and desirable competencies for a particular appointment;
- Requests for external help to source for potential candidates if need be. Directors and Management may also make suggestions;
- Assesses suitability of the shortlisted candidates and to ensure that they are aware of the expectations and the level of commitment required; and
- Makes recommendations to the Board for approval.
Please refer to the Corporate Governance section of LREIT’s annual report for details of the responsibilities of the NRC and its terms of reference. -
ENVIRONMENTAL, SOCIAL AND GOVERNANCE COMMITTEE
The Board has established an Environmental, Social and Governance (“ESG”) Committee to provide oversight on ESG matters and to support them in understanding the material ESG issues relevant to LREIT’s business operations.
The ESG Committee is appointed by the Board from among the Directors of the Manager and comprises four Directors.
In addition to providing oversight on ESG matters, the ESG Committee will review LREIT’s sustainability strategy to ensure that they are relevant to evolving local and global sustainability trends and developments. It will also provide guidance on health safety and wellbeing standards to ensure the safety and health of all the workers in LREIT’s properties and the Manager, and where appropriate, develop strategies and initiatives to achieve these standards.
This is also to ensure that an effective governance structure for ESG matters is in place for LREIT.
- BOARD MATTERS
- AUDIT & RISK COMMITTEE
- NOMINATION & REMUNERATION COMMITTEE
- ENVIRONMENTAL, SOCIAL AND GOVERNANCE COMMITTEE
LREIT is headed by an effective Board which is collectively responsible and works with the Manager for its long-term success.
The key roles of the Board are to:
- Guide the corporate strategy and direction of the Manager;
- Ensure that senior management discharges business leadership and demonstrates the highest quality of management skills with integrity and enterprise; and
- Oversee the proper conduct of the Manager
The Board sets an appropriate tone from the top and desired organisational culture, and ensures proper accountability within the Manager. It is entrusted with the responsibility for the overall management and corporate governance of the Manager, including establishing goals for management and monitoring the achievement of these goals.
The Board has in place a framework for the management of the Manager and LREIT, including a system of internal audit and control and a business risk management process.
Please refer to the Corporate Governance section of LREIT’s annual report for details of the Board’s commitment towards corporate governance.
The Board has an Audit and Risk Committee (“ARC”) which discharges its duties objectively.
The ARC has been appointed by the Board from among the Directors of the Manager and is composed of four non-executive Directors, a majority of whom (including the chairman of the ARC) are independent Directors.
The role of the ARC is to monitor and evaluate the effectiveness of the Manager’s internal controls. The ARC also reviews the quality and reliability of information prepared for inclusion in financial reports, and is responsible for the nomination of the External Auditors and reviewing the adequacy of external audits in respect of cost, scope and performance.
The ARC has the authority to investigate any matter within its terms of reference, full access to and cooperation by Management and full discretion to invite any Director or executive officer to attend its meetings and reasonable resources to enable it to discharge its functions properly.
Please refer to the Corporate Governance section of LREIT’s annual report for details of the responsibilities of the ARC and its terms of reference.
The Board has a formal and transparent process for the appointment and reappointment of directors, taking into account the need for progressive renewal of the Board.
The Nomination and Renumeration Committee (“NRC”) has been appointed by the Board to, among other things, make recommendations to the Board on all Board appointments. The NRC comprises four Directors, a majority of whom, including the chairwoman of the NRC, are independent Directors. The Lead Independent Director is a member of the NRC.
The NRC leads the process and makes recommendations to the Board.
- Reviews the balance and diversity of skills, experience, gender, age and knowledge required by the Board and the size of the Board which would facilitate decision-making;
- Assesses if there is any inadequate representation in respect of those attributes and if so, prepares a description of the role and the essential and desirable competencies for a particular appointment;
- Requests for external help to source for potential candidates if need be. Directors and Management may also make suggestions;
- Assesses suitability of the shortlisted candidates and to ensure that they are aware of the expectations and the level of commitment required; and
- Makes recommendations to the Board for approval.
Please refer to the Corporate Governance section of LREIT’s annual report for details of the responsibilities of the NRC and its terms of reference.
The Board has established an Environmental, Social and Governance (“ESG”) Committee to provide oversight on ESG matters and to support them in understanding the material ESG issues relevant to LREIT’s business operations.
The ESG Committee is appointed by the Board from among the Directors of the Manager and comprises four Directors.
In addition to providing oversight on ESG matters, the ESG Committee will review LREIT’s sustainability strategy to ensure that they are relevant to evolving local and global sustainability trends and developments. It will also provide guidance on health safety and wellbeing standards to ensure the safety and health of all the workers in LREIT’s properties and the Manager, and where appropriate, develop strategies and initiatives to achieve these standards.
This is also to ensure that an effective governance structure for ESG matters is in place for LREIT.