Board Composition
The composition of the Board is determined using the following principles:
s 4HE #HAIRMAN OF THE "OARD SHOULD BE A .ON %XECUTIVE INDEPENDENT $IRECTOR
s !T LEAST ONE THIRD OF THE "OARD SHOULD COMPRISE )NDEPENDENT $IRECTORS AND
s 4HE "OARD SHOULD BE OF APPROPRIATE SIZE AND MIX OF EXPERTISE AND EXPERIENCE IN BUSINESS lNANCE AND MANAGEMENT
skills critical to LMIR Trust’s businesses and that each director brings to the Board an informed and objective perspective
to enable balanced and well considered decisions to be made.
4HE "OARD PRESENTLY CONSISTS OF SIX $IRECTORS AND THE "OARD CONSIDERS THIS NUMBER TO BE APPROPRIATE FOR THE NATURE AND SCOPE
of LMIR Trust’s operations. Mr Albert Saychuan Cheok, Mr Lee Soo Hoon, Phillip, Mr Goh Tiam Lock and Mr Douglas Chew
ARE .ON %XECUTIVE )NDEPENDENT $IRECTORS 4HE #HAIRMAN OF THE "OARD IS -R !LBERT 3AYCHUAN #HEOK AND THE #HIEF %XECUTIVE
/FlCER IS -R !LVIN #HENG 9U $ONG WHO LIKEWISE SITS IN THE "OARD AS AN %XECUTIVE $IRECTOR 4HE OTHER "OARD MEMBER IS
-S 6IVEN 3ITIABUDI WHO IS AN %XECUTIVE $IRECTOR
The Board comprises business leaders and professionals with accounting, property, retail, banking and finance as well as
risk management backgrounds. The Manager is of the view that the current composition of the Board provides the required
DIVERSITY IN SKILLS EXPERIENCE GENDER AND KNOWLEDGE
The profiles of the Directors are set out on pages 36 to 38 of this Annual Report.
Principle 3: “There should be a clear division of responsibilities between the leadership of the Board and the
executives responsible for managing the company’s business. No one individual should represent a considerable
concentration of power.”
THE CHAIRMAN AND THE CHIEF EXECUTIVE OFFICER
4HE POSITIONS OF #HAIRMAN OF THE "OARD AND #HIEF %XECUTIVE /FlCER ARE HELD BY TWO SEPARATE PERSONS 4HE #HAIRMAN
-R !LBERT 3AYCHUAN #HEOK IS A NON EXECUTIVE AND AN )NDEPENDENT $IRECTOR WHILE THE #HIEF %XECUTIVE /FlCER -R !LVIN #HENG
9U $ONG IS AN %XECUTIVE $IRECTOR 4HIS ENSURES EFFECTIVE OVERSIGHT AND CLEAR SEGREGATION OF RESPONSIBILITIES 4HE #HAIRMAN AND
THE #HIEF %XECUTIVE /FlCER ARE NOT RELATED TO EACH OTHER
The Chairman is responsible for the overall management of the Board as well as ensuring that members of the Board work
together with management in a constructive manner to address strategies, business operations and enterprise issues. The
#HIEF %XECUTIVE /FlCER HAS FULL EXECUTIVE RESPONSIBILITIES OVER BUSINESS DIRECTION AND OPERATIONAL DECISIONS CONCERNING THE
management of LMIR Trust. He works closely with the Board to implement the policies set by the Board to realise the Trust’s
vision.
Principle 4: “There should be a formal and transparent process for the appointment and re-appointment of
directors to the Board.”
Board Membership
As the Manager is not itself a listed entity, the Manager does not consider it necessary for the Board to establish a
nominating committee as it believes that the performance of the Manager, and hence, its Board, is reflected in the long
term success of LMIR Trust. The Board reviews the structure, size and composition of the Board and the ARC periodically.
The independence of each independent Director is reviewed upon appointment and reaffirmed annually by the Board.
5NDER THE #ODE THE COMPOSITION OF THE "OARD INCLUDING THE SELECTION OF CANDIDATES FOR NEW APPOINTMENTS TO THE "OARD AS
part of the Board’s renewal process, is determined using the following principles:
A THE "OARD SHOULD COMPRISE $IRECTORS WITH A BROAD RANGE OF COMMERCIAL EXPERIENCE INCLUDING EXPERTISE IN FUNDS
MANAGEMENT THE PROPERTY INDUSTRY AND BANKING AND
B AT LEAST ONE THIRD OF THE "OARD SHOULD COMPRISE INDEPENDENT $IRECTORS 7HERE AMONGST OTHER THINGS THE #HAIRMAN
of the Board is not an independent Director, at least half of the Board should comprise independent Directors.
Corporate Governance Report
(Cont’d)
43
LIPPO MALLS INDONESIA RETAIL TRUST ANNUAL REPORT 2014
