IREIT Global Group Pte. Ltd. - Annual Report 2014 - page 34

IREIT Global
annual report 2014
Corporate
Governance Report
• To ensure that senior management discharges
business leadership and demonstrates the
highest quality of management skills with
integrity and enterprise; and
• To oversee the proper conduct of the Manager.
The Board oversees a system of internal controls
and business risk management processes that set
the guidelines which govern matters reserved
for the Board’s decision and approval including
approval limits for investments and divestments,
bank borrowings, capital expenditure and cheque
signatories. Appropriate delegation of authority for
approval of capital and operating expenditure and
specific financial transactions are also provided to the
Manager to facilitate operational efficiency.
The Board meets at least once every quarter and as
and when its involvement is required; as deemed
appropriate and necessary by the Board. The
meetings are to review the key activities and business
strategies of IREIT, including acquisitions and
divestments, funding and hedging activities, approval
of the annual budget and review of the performance
of IREIT. Additionally, the Board will review IREIT’s
key financial risk areas and the outcome will be
disclosed in the annual report or where the findings
are material, immediately announced via SGXNET.
The Manager’s Memorandum and Articles of
Association permits Board meetings to be held also by
way of telephone conferences or by means of similar
communication equipment by which all persons
participating in the meeting are able to hear and be
heard by all other participants.
The number of meetings of the Manager’s Board and
its Audit and Risk Committee (“ARC”) held during the
period from 13 August 2014 to 31 December 2014, as
well as the attendance of each director at the Board
and the ARC meetings are as follows:
Name of Directors
Board Meetings
Audit and Risk Committee Meetings
No. of meetings
Attendance
No. of meetings
Attendance
Mr Lim Kok Min, John
2
2
1
1
Mr Tan Wee Peng Kelvin
2
2
1
1
Mr Nir Ellenbogen
2
2
1
1
Mr Tong Jinquan
2
1
N.A.
N.A.
Mr Ho Toon Bah*
N.A.
N.A.
N.A.
N.A.
Mr Itzhak Sella
2
2
N.A.
N.A.
* Appointed with effect from 17 February 2015
The ARC was established to assist the Board in its
oversight of IREIT and the Manager’s governance
in relation to financial, risk, audit and compliance
matters. The scope of authority and responsibilities
of the ARC are defined in its terms of reference.
Composition Of the Board
Principle 2:
A strong and independent element on the
Board
No individual or small group of individuals should
be allowed to dominate the Board’s decision making.
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