CapitaLand Malaysia Mall Trust | Annual Report 2020
TheManager was appointed in accordancewith the terms of the deed dated 7 June 2010 (as amended, supplemented or restated from time to time) (Trust Deed). The Trust Deed outlines certain circumstances under which the Manager can be removed, including by notice in writing given by the Trustee upon the occurrence of certain events, or by resolution passed by a simple majority of Unitholders present and voting at a meeting of Unitholders duly convened held in accordance with the provisions of the Trust Deed. The Manager is a subsidiary of CapitaLand Limited (CapitaLand or CL) which also holds a significant unitholding interest in CMMT. CapitaLand is a long-term real estate developer and investor, with a vested interest in the long- term performance of CMMT. CL’s significant unitholding in CMMT demonstrates its commitment to CMMT and as a result, CL’s interests is aligned with that of other Unitholders. The Manager’s association with CapitaLand provides the following benefits, among other things, to CMMT: (a) a stable pipeline of property assets through CapitaLand’s development activities; (b) wider and better access to banking and capital markets; (c) fund raising and treasury support; and (d) access to a bench of experienced management talent. OUR CORPORATE GOVERNANCE FRAMEWORK AND CULTURE The Manager embraces the tenets of good corporate governance, including accountability, transparency and sustainability. It is committed to enhancing long-term Unitholder value and has appropriate people, processes and structure to direct and manage the business and affairs of the Manager with a view to achieving operational excellence and delivering CMMT’s long-term strategic objectives. The policies and practices developed meet the specific business needs of the CMMT and provide a firm foundation for a trusted & respected business enterprise. Our corporate governance framework is set out below: BOARD OF DIRECTORS 5 Independent Directors (ID) and 3 Non-Independent Directors (Non-ID) Led by ID, Mr David Wong Chin Huat, Chairman. Key responsibility: Oversees the Manager’s strategic direction, performance and affairs & fosters the success of CMMT so as to deliver sustainable value over the long term to Unitholders AUDIT COMMITTEE (AC) 3 IDs and 1 Non-ID Led by ID, Tuan Haji Rosli bin Abdullah, AC Chairman. Key responsibility: Assists the Board in its oversight of the financial reporting process, internal controls system, internal and external audit processes, and management of compliance with legal regulatory and company policies EXECUTIVE COMMITTEE (Exco) 3 Non-IDs Led by Mr Jonathan Yap Neng Tong, Exco Chairman. Key responsibility: Assists the Board in its oversight of the day-to-day activities of the Manager and CMMT CORPORATE GOVERNANCE 84 CAPITALAND MALAYSIA MALL TRUST • ANNUAL REPORT 2020
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