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Corporate goverance report
Based on the internal controls established and maintained by the Group, work performed by the internal and external auditors,
and reviews performed by management, various Board Committees and the Board, the Audit Committee and the Board are of
the opinion that the Group’s internal controls, addressing fnancial, operational and compliance risks, were adequate as at 31
March 2012.
The Board wishes to state that the system of internal controls provides reasonable, but not absolute, assurance as to fnancial,
operational and compliance risks. No such system can provide absolute assurance against the occurrence of material errors and
other situations not currently within the contemplation or beyond the control of the Board.
Investment committee
The IC comprises fve Directors, namely Mr David Lim Tik En as Chairman, Mr Amal Ganguli, Mr Rakesh Aggarwal, Ms Chong Siak
Ching, Mr T.V. Mohandas Pai and Mr Jonathan Yap Neng Tong. Save for Ms Chong and Mr Yap, all IC members are considered
independent. The terms of reference of the IC require at least two committee members to be independent of management and
business relationships with the Trustee-Manager and every substantial shareholder of the Trustee-Manager. The responsibilities
of the IC include:
•
Reviewing and recommending investment policies to the Board;
•
Evaluating and approving any proposed investment, divestment and other transactions, including fnancing and banking
facilities, which are within the IC’s fnancial authority limits;
•
Recommending to the Board, where required, any proposed investment, divestment or other transactions, including
fnancing and banking facilities, exceeding the IC’s fnancial authority limits;
•
Evaluating and recommending changes to the IC’s fnancial authority limits and other matters as set out in the Terms of Reference;
•
Reporting any decisions of the IC to the Board;
•
Reviewing, evaluating and assessing, from time to time when deemed necessary by the Board, any of the Trust’s investment,
divestment and other transactions, as well as related fnancing and banking facilities; and
•
Undertaking other responsibilities that may be directed or delegated to the IC by the Board.
Communication with Unitholders
The Trustee-Manager is committed to open and regular communication with the investment community, in particular, with its
Unitholders. Quarterly results with detailed fnancial and operational metrics are publicly available on the Trust’s and SGX-ST’s
websites. The Trust’s website also contains the Trust’s disclosed fnancial information, annual reports, investor presentation
slides, distribution notices, press releases and other material developments announced through the SGX-ST’s website.
Investor relations matters are handled by management. The management meets with analysts, institutional investors and fund
managers regularly to promote the Trust, communicate its business performance and developments, and gather views and
feedback. The management participates in conference organised by securities houses and banks, locally and overseas. The
management also addresses queries raised by retail Unitholders via phone calls, emails or the website. Such regular interactions
allow management to consider feedback from the investment community before formulating capital management strategies and
Unitholders’ resolutions.
For the forthcoming Annual General Meeting (“AGM”), the Board will be in attendance to address Unitholders’ queries. PwC has
also been invited to attend the AGM and assist the Directors in addressing queries from Unitholders relating to the conduct of
the audit and the preparation and content of the audited fnancial statements of the Trust.
The Board fully supports Unitholders’ participation at AGMs. A registered Unitholder may appoint a proxy to attend and vote,
or may vote in absentia by facsimile. The Company Secretary prepares minutes of Unitholders’ meetings, which incorporate
substantial comments or queries from Unitholders and responses from the Board and management. These minutes are available
to Unitholders upon request in writing.
A-ITRUST ANNUAL REPORT 2011/2012 61
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