IREIT Global
annual report 2014
Corporate
Governance Report
IREIT Global (“IREIT”) is a trust constituted by a deed
of trust (as amended, the “Trust Deed”) entered into
between IREIT Global Group Pte. Ltd., as manager of
IREIT (the “Manager”), and DBS Trustee Limited, as
trustee of IREIT (the “Trustee”).
It is the duty and responsibility of the Manager to
uphold high standards of corporate governance.
The Manager believes that it has good corporate
governance in place as there is proper oversight, good
communication, a focus on risks and a commitment
to transparency.
The Board of the directors of the Manager
(the “Board”) has ensured that the Manager has
implemented corporate governance policies and
industry best practices to protect IREIT’s assets and
the interests of IREIT’s unitholders (“Unitholders”)
while enhancing and delivering value to its
Unitholders. The Manager is committed to uphold
the standards stipulated in the Code of Corporate
Governance 2012 (the “Code”). The Manager also
ensures that all applicable requirements, laws and
regulations are duly complied with, which include,
but are not limited to, the Securities and Futures Act,
Chapter 289 of Singapore (the “SFA”), the Listing
Manual of Singapore Exchange Securities Trading
Limited (the “SGX-ST”) (the “Listing Manual”),
Appendix 6 to the Code on Collective Investment
Schemes issued by the Monetary Authority of
Singapore (the “MAS”) (the “Property Funds
Appendix”), the Code on Collective Investment
Schemes issued by the MAS, (the “CIS Code”) and the
Trust Deed.
The Manager is responsible for managing IREIT’s
investments and liabilities as well as carry out
strategic expansion plans for the benefit of
Unitholders. The Manager’s investment strategy is
detailed and defined in pages 47 to 50. The property
manager’s performance is also under the care of
the Manager to ensure that it meets the objectives
pursuant to the property management agreement. The
Manager has been issued a capital market services
licence (“CMS Licence”) by the MAS on 1 August 2014
to carry out REIT management under the SFA. Under
its CMS Licence, the Manager appoints certain of its
officers, staff and contractors as its representatives
to conduct the same regulated activities on its behalf.
This report is focused on providing insights on the
Manager’s corporate governance framework and
practices in compliance with the Code. Although
IREIT is a listed REIT, not all principles of the Code
may be applicable to IREIT and the Manager. Any
deviations from the Code are explained.
BOARD MATTERS
The Board’s Conduct Of Affairs
Principle 1:
An effective Board to lead and control the
Manager
The Board is collectively responsible for the long term
success of IREIT. The Board works with management
of the Manager who remains accountable to the Board
for the achievement of this objective.
The Board is responsible for the overall corporate
governance of the Manager, to lead and to supervise
the management of the business and affairs of the
Manager. The prime stewardship responsibility of
the Board is to ensure that IREIT is managed in
the best interest of all stakeholders, which includes
protecting IREIT’s assets and Unitholders’ interests
and enhancing the value of Unitholders’ investment
in IREIT.
The functions of the Board are defined broadly as
follows:
• To guide the corporate strategy and directions
of the Manager
