Cambridge Industrial Trust - Annual Report 2015 - page 90

/ 8 7
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
In line with the strategic objectives to provide Unitholders
with a stable and secure income stream and to achieve
long term growth in NAV per unit, the Manager critically
analyses each transaction before proceeding. To arrive
at an investment decision, the Manager identifies the
risk exposures and determines how to mitigate, transfer,
manage and/or reduce those risks, where possible, to a
level which is appropriate for the corresponding expected
return on that investment. Extensive procedures, including
due diligence, are carried out at various stages of the
investment process. The Board reviews management
reports and feasibility studies on proposed acquisitions,
as prepared by experienced staff of the Manager, and
approves accordingly if the Board believes it is in the best
interests of the Trust and its Unitholders.
The Manager is committed to conduct its business within
a framework that fosters the highest ethical and legal
standards. The Manager has a whistle-blowing policy that
is made available on CIT’s website. The policy provides
a channel for external parties, in addition to employees,
to raise concerns and continues to provide employees
reassurance that they will be protected from reprisals or
victimisation for whistle-blowing in good faith.
The Board has received confirmation from the CEO and the
COO and CFO of the Manager that they are not aware of
any events that have arisen which would have a material
effect on the financial results of CIT and its subsidiaries,
except as disclosed in the financial results, and nothing
has come to their attention which may render the financial
results false or misleading.
Based on the risk management and internal controls
system established and maintained by the Manager, audits
conducted by the internal and external auditors and their
recommendations, and together with the CEO’s and COO
and CFO’s quarterly and annual undertaking confirming
their responsibilities for, and adequacy and effectiveness
of the internal controls; pursuant to Rule 1207(10) of the
Listing Manual, the Board with the concurrence of the
ARCC is satisfied that the Manager’s system of internal
controls addressing financial, operational, compliance
and information technology risks was adequate for the
year ended 31 December 2015, to provide reasonable
assurance that assets are safeguarded and that proper
accounting records are maintained and financial statements
are reliable.
Dealing in CIT Units
The Trust Deed requires each Director of the Manager to
give notice to the Manager of their acquisition of units or of
any changes in the number of units which they hold, or in
which they have an interest, within two business days after
such acquisition, or the occurrence of the event giving rise
to changes in the number of units which they hold, or in
which they have an interest. The SFA also requires Directors
and CEO of the Manager to give such notice. All dealings
in units by the Directors and CEO of the Manager are to be
announced through SGXNET.
In general, the Directors and employees of the Manager are
encouraged to hold the units and not to deal on short-term
considerations.
The Manager has adopted an internal policy which provides
guidelines for dealing in units, under which Directors, CEO
and employees are prohibited from dealing in units in the
period commencing:
1. One month before the public announcement of CIT’s
annual results and, where applicable, CIT’s property
valuations, ending on the date of announcement of the
relevant results;
2. Two weeks before the announcement of CIT’s quarterly
results, ending on the date of announcement of the
relevant results; and
3. At any time whilst in possession of undisclosed material
information.
In addition, while in possession of undisclosed material
information, Directors and employees of the Manager are
not to advise others to trade in CIT units or communicate
such information to another person.
Prior to the commencement of the prohibition period,
Directors and employees are reminded not to trade
during this period or whenever they are in possession of
undisclosed material information.
In addition, the Manager has given an undertaking to the
MAS that it will announce to the SGX-ST the particulars of
its holdings in the units and any changes thereto within two
business days after the date on which it acquires or disposes
of any units. The Manager has also undertaken that it will
not deal in CIT units during the period commencing two
weeks before the public announcement of CIT’s quarterly
1...,80,81,82,83,84,85,86,87,88,89 91,92,93,94,95,96,97,98,99,100,...179
Powered by FlippingBook