110 STRATEGICALLY ADVANCING ― there have been no communications from the relevant regulatory bodies concerning material non-compliance with or deficiencies in the internal controls of ESR-REIT and the Manager; and ― there has been no fraud or suspected fraud affecting the Group involving the Management and employees who have significant roles in internal controls. Based on the above, pursuant to Rule 1207(10) of the Listing Manual, the Board, with the concurrence of the ARCC, is of the opinion that the Manager’s risk management systems and internal controls (including financial, operational, compliance, environmental and IT controls) were adequate and effective as at 31 December 2024 to address strategic, financial and economic, operational and asset management, compliance, environmental, social and governance, people and IT risks, which the Manager considers relevant and material to ESR-REIT’s operations. For FY2024, no material weaknesses in the risk management and internal control systems were identified by the ARCC and the Board. The Board notes that the risk management and internal control systems established by the Manager provide reasonable assurance that the Group will not be significantly affected by any event that could be reasonably foreseen as it strives to achieve its business objectives. The Board also notes that no risk management and internal control systems can provide absolute assurance in this regard, or against poor judgement in decisionmaking, human error, losses, fraud or other irregularities. Principle 10: Audit Committee The ARCC comprises 3 independent non-executive Directors. They are: 1. Mr. Nagaraj Sivaram, Independent Non-Executive Director (Chairman) 2. Ms. Stefanie Yuen Thio, Independent Non-Executive Director (Member) 3. Mr. Loi Pok Yen, Independent Non-Executive Director (Member) The bases of confirmation are as follows: • both internal and external auditors have confirmed that based on their audits conducted, there were no issues to warrant any significant concerns in the risk management and internal control systems of the Manager; • Compliance and Risk Management Department of the Manager has confirmed the following: — based on internal quarterly compliance monitoring reviews conducted, there were no issues to warrant any significant concerns in the areas covered in the compliance monitoring program; ― there were no issues to warrant significant concerns on the continuous fit and proper requirement of Directors and appointed representatives based on the annual due diligence conducted on them; ― Key Risk and Control Matrix for each of ESRREIT, the Manager and ESR Property Services Pte. Ltd. were reviewed and updated on a quarterly basis by the Heads of Departments and the IT Manager, to ensure relevance and controls are continuously in place for each risk factor; ― quarterly and annual attestations on the risk monitoring tools, quarterly attestations from employees, appointed representatives, the Management and the Directors in terms of compliance with relevant regulatory requirements have been made; ― sufficient training hours were attended by all employees; ― policies and procedures are in place to reduce operational risks and serve as guidance in dayto-day work processes; ― quarterly letter of representation in connection with the unaudited financial statements announcement were provided by CEO and CFO confirming that nothing has come to their attention which may render the result announcements to be false or misleading in any material respect;
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