Lippo Malls Indonesia Retail Trust - Annual Report 2015 - page 46

CORPORATE GOVERNANCE REPORT
(CONT’D)
THE CHAIRMAN AND THE CHIEF EXECUTIVE OFFICER
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 positions of Chairman of the Board and Chief Executive Officer are held by two separate persons. The Chairman, Mr
Albert Saychuan Cheok is a Non-Executive Independent Director while the Chief Executive Officer (CEO), Mr Alvin Cheng Yu
Dong is an Executive Director. This ensures effective oversight and clear segregation of responsibilities. The Chairman and
the CEO 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
CEO 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 LMIR Trust’s vision.
Principle 12: “The Board should establish an Audit Committee with written terms and reference which clearly set out its
authority and duties.”
AUDIT AND RISK COMMITTEE (“ARC”)
The ARC is appointed by the Board from among the directors and comprises four (4) members, all of whom (including the
Chairman of the ARC) are Independent Directors.
The ARC consists of the following members:
Mr. Lee Soo Hoon, Phillip (Chairman)
(Non-Executive and Independent)
Mr. Albert Saychuan Cheok
(Non-Executive and lndependent)
Mr. Goh Tiam Lock
(Non-Executive and lndependent)
Mr Douglas Chew*
(Non-Executive and Independent)
(*appointed as a member of the ARC on 27 July 2015)
The role of the ARC is to monitor and evaluate the effectiveness of the Manager’s internal controls. The ARC also reviews
the quality and reliability of information prepared for inclusion in financial reports, and is responsible for the nomination
of external auditors and reviewing the adequacy of external audits in respect of cost, scope and performance. With the
assistance of the auditors, the ARC assesses changes in accounting standards and issues that impact LMIR Trust. The ARC
has recommended the outsourcing of the Manager’s internal audit function and this has been accepted by the Board.
The ARC’s responsibilities include:
monitoring the procedures established to regulate Related Party Transactions, including ensuring compliance
with the provisions of the Listing Manual relating to “interested person transactions” (as defined therein) and the
provisions of the Property Funds Appendix relating to “interested party
transactions”) (as defined therein) (both
such types of transactions constituting “Related Party Transactions”);
monitoring the procedures in place to ensure compliance with applicable legislation, the Listing Manual and the
Property Funds Appendix;
LIPPO MALLS INDONESIA RETAIL TRUST
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