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ANNUAL REPORT 2014
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to review reports from the Management, external auditors and internal auditors on the
systems for internal controls, including financial, operational, compliance and information
technology controls and review reports issued by any external professional adviser who
may be engaged to carry out an independent review of H-REIT’s and HBT’s internal
controls framework;
•
to review activities of the internal auditors on factors such as independence, adequate
resources and appropriate standing to perform an effective role;
•
to review a summary of the internal audit reports and review Management’s responses to
the internal audit findings and recommendations;
•
to review and make recommendations to the Boards for approval by the Stapled Securities
Holders on the nomination for the appointment, re-appointment and removal of external
auditors, and to approve the remuneration and terms of engagement of the external
auditors;
•
to review, on an annual basis, the scope and results of the external audit;
•
to assess the independence of the external auditors on an annual basis;
•
to ensure that the external auditors’ independence and objectivity are not impaired by
keeping the nature and extent of non-audit services provided by the external auditors
under review (including the fees thereof);
•
to review the whistle-blowing policy and the arrangements put in place by the Company for
staff and any other persons to raise, in confidence, concerns about possible improprieties
in matters of financial reporting or any other matters.; and
•
to monitor the procedures established to regulate Related Party Transactions and/or
Interested Party Transactions, including reviewing any Related Party Transactions and/or
Interested Party Transactions entered into from time to time and ensuring compliance with
the relevant provisions of the Listing Manual of SGX-ST and the Property Funds Appendix.
Both the H-REIT Manager and HBT Trustee-Manager AC have established an internal control
system to ensure that all Related Party Transactions and/or Interested Party Transactions are
undertaken on normal commercial terms and are not prejudicial to the interests of H-REIT and
the holders of H-REIT units or HBT and the holders of HBT units.
The H-REIT Manager AC held five meetings and the HBT Trustee-Manager AC held four
meetings during the year respectively and carried out their duties as set out within the terms of
reference. The Company Secretary maintains records of all AC meetings including records of
discussions on key deliberations and decisions taken. The AC meets with the external auditors
separately without the presence of Management annually.
In performing its duties, the H-REIT Manager AC and the HBT Trustee-Manager AC also
took guidance from the Guidebook for Audit Committees in Singapore issued by the Audit
Committee Guidance Committee in October 2008 (“ACGC Guidebook”) as well as ACGC
Guidebook (Second Edition) which was issued by MAS, ACRA and Singapore Exchange in
August 2014. For the financial year under review, the AC conducted a self-assessment of its
effectiveness in the discharge of its duties and responsibilities. The assessment was facilitated
through the use of a self-assessment checklist (“AC Self-Assessment Checklist”) adapted from
the self-assessment checklist for audit committees set out in the ACGC Guidebook.
CORPORATE GOVERNANCE
