Renewal or replacement of Board members does not necessarily reflect their contributions to date, but may be driven by the
need to position and shape the Board in line with the evolving needs of LMIRT Management and its business.
4HE SELECTION OF CANDIDATES IS EVALUATED TAKING INTO ACCOUNT VARIOUS FACTORS INCLUDING THE CURRENT AND MID TERM NEEDS AND
GOALS OF ,-)24 -ANAGEMENT AS WELL AS THE RELEVANT EXPERTISE OF THE CANDIDATES AND THEIR POTENTIAL CONTRIBUTIONS #ANDIDATES
may be put forward or sought through contacts and recommendations.
5NDER 'UIDELINE OF THE #ODE IT RECOMMENDS THAT THE "OARD DETERMINES THE NUMBER OF LISTED COMPANIES BOARD
representations which any director may hold and disclose this in the annual report. The Board is of the view that, the limit
OF THE NUMBER OF LISTED COMPANY DIRECTORSHIPS THAT AN INDIVIDUAL MAY HOLD SHOULD BE CONSIDERED ON A CASE BY CASE BASIS AS
a person’s available time, attention and effort may be affected by various factors such as whether they are employed on a
full time basis and their other duties. Notwithstanding that the Directors have multiple listed company Board representations
AND OR OTHER PRINCIPAL COMMITMENTS THE "OARD IS OF THE VIEW THAT EACH OF THEM IS ABLE TO AND HAS ADEQUATELY CARRIED OUT HIS
duties as a Director of the Manager. Such capacity to assume multiple directorship of the Directors is considered by taking into
account some factors such as but not limited to regular attendance in the Board meetings, prompt discharge of their duties
and responsibilities and ability to deliver outputs on matters needing the directors’ advice, proposal and recommendations
to the Manager.
Principle 5: ”There should be a comprehensive and tailored induction on joining the Board for the incoming
directors as well as regular trainings on new laws, regulations and changing commercial risks from time to time.”
Board’s induction and training
Whilst there is no incoming or new Director to the Board for this financial year, the Manager has an adequate induction
FOR INCOMING OR NEW $IRECTORS 5PON APPOINTMENT A $IRECTOR IS PROVIDED WITH A FORMAL LETTER OF APPOINTMENT AS WELL AS
information on matters relating relating to the role of a Director. All Directors on appointment will be required to undertake
induction programme to familiarise themselves with the Trust’s business and strategies. This shall include meeting with the
#HAIRMAN OF THE "OARD AND ITS MEMBERS AND THE EXECUTIVE MANAGEMENT OF THE -ANAGER AS WELL AS OTHER KEY PERSONNEL OF
THE -ANAGER ,IKEWISE ON SITE VISITS ARE ORGANISED TO FAMILIARIZE $IRECTORS WITH THE 4RUST S PROPERTIES AND TO FACILITATE BETTER
understanding of the Group’s operations.
"OTH THE NEW AND EXISTING $IRECTORS RECEIVE REGULAR TRAININGS SUCH AS BUT NOT LIMITED TO PARTICIPATION IN SEMINARS AND TRAINING
programmes, in connection with their duties as well as on relevant new laws and regulations and commercial risks which
affect the Trust. These trainings are fully arranged and funded by the Manager. Some of these trainings attended by the
Directors include those sponsored by the Singapore Institute of Directors, Singapore Business Federation and by audit firms
on accounting issues, corporate governance as well as other related matters.
Principle 6: “The Board should implement a process for assessing the effectiveness of the Board as a whole and
its board committees.”
Board Performance and Evaluation
4HE MAJORITY OF THE $IRECTORS ARE NON EXECUTIVE AND INDEPENDENT OF MANAGEMENT 4HIS ENABLES MANAGEMENT TO BENElT
FROM THEIR EXTERNAL DIVERSE AND OBJECTIVE PERSPECTIVE ON ISSUES THAT ARE BROUGHT BEFORE THE "OARD )T ALSO ENABLES THE "OARD
TO WORK WITH MANAGEMENT THROUGH ROBUST EXCHANGE OF IDEAS AND VIEWS TO HELP SHAPE THE STRATEGIC PROCESS 4HIS TOGETHER
WITH A CLEAR SEPARATION OF THE ROLES BETWEEN THE #HAIRMAN AND THE #HIEF %XECUTIVE /FlCER PROVIDES A HEALTHY PROFESSIONAL
relationship between the Board and the Manager, with clarity of roles and robust oversight as they deliberate on business
activities of the Manager.
Reviews of Board performance are carried out on an informal basis. The Manager believes that collective Board performance
and that of individual Board members are better reflected through proper guidance, diligent oversight and able leadership,
AND THE SUPPORT THAT IT LENDS TO -ANAGEMENT IN STEERING ,-)24 -ANAGEMENT IN THE APPROPRIATE DIRECTION AND THE LONG TERM
performance of LMIR Trust whether under favourable or challenging market conditions. The Board is also able to assess the
board committees through their regular reports to the Board on their activities.
Principle 7: “There should be a strong and independent element on the Board, with independent directors
making up at least one-third of the Board.”
Corporate Governance Report
(Cont’d)
44
LIPPO MALLS INDONESIA RETAIL TRUST ANNUAL REPORT 2014
