Cambridge Industrial Trust - Annual Report 2015 - page 82

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C A M B R I D G E I N D U S T R I A L T R U S T
A N N U A L R E P O R T 2 0 1 5
CORPORATE GOVERNANCE
Board Members Board Meetings1 ARCC NRC
Held Attended Held Attended Held Attended
Dr Chua Yong Hai 4 4 N.A. N.A. 8 8
Mr Ooi Eng Peng 4 4 4 4 8 8
Mr Tan Guong Ching 4 4 4 4 8 8
Mr Michael Patrick Dwyer 4 4 4 4 N.A. N.A.
Mr Victor Ong Wei Tak2
(alternate to Michael Patrick Dwyer)
4 – N.A. N.A. N.A. N.A.
Mr Akihiro Noguchi 4 4 N.A. N.A. N.A. N.A.
Mr Ian Andrew Smith 4 4 N.A. N.A. N.A. N.A.
Mr David Ian MacGregor 4 4 N.A. N.A. 8 8
Mr Philip Henry Lewis Levinson3 4 4 4 4 N.A. N.A.
A total of four Board meetings were held in FY2015.
A separate annual offsite meeting was held with senior
management to strategise and plan CIT’s longer term
1 Not including other meetings attended by Directors with Management.
2 Mr Victor Ong Wei Tak resigned as alternate Director to Mr Michael Patrick Dwyer with effect from 12 November 2015.
3 Mr Philip Henry Lewis Levinson, being also the CEO attends all ARCC meetings although he is not a member of the ARCC.
4 The term “10% shareholder” shall refer to a person who has an interest or interests in one or more voting shares in the company and the total votes
attached to that share, or those shares, is less than 10% of the total votes attached to all the voting shares in the company. “Voting shares” exclude
treasury shares.
strategy. A table showing the attendance record of Directors
at Board and Board Committees meetings during FY2015 is
set out as follows:
Composition of the Board
Principle 2: There should be a strong and independent
element on the Board, which is able to exercise objective
judgement on corporate affairs independently, in particular,
from Management and 10% shareholders 4. No individual or
small group of individuals should be allowed to dominate
the Board’s decision making.
The Board is represented by members with a breadth of
expertise in banking, finance, accounting, real estate, law
and management. It comprises eight members, of whom
three are Independent Non-Executive Directors. The CEO
is the only Executive Director on the Board.
The Board members as at 31 December 2015 are as follows:
Name of Directors Board ARCC NRC BFC IC
Dr Chua Yong Hai Chairman
Independent,
Non-Executive Director
– Member – Chairman
Mr Ooi Eng Peng Independent,
Non-Executive Director
Chairman Member Chairman Member
Mr Tan Guong Ching Independent,
Non-Executive Director
Member Chairman Member –
Mr Michael Patrick Dwyer Non-Executive Director Member – Member –
Mr Ian Andrew Smith Non-Executive Director – – Member Member
Mr David Ian MacGregor Non-Executive Director – Member – –
Mr Akihiro Noguchi Non-Executive Director – – – Member
Mr Philip Henry Lewis Levinson CEO and Executive Director – – – –