OUR ROLE
Our primary role as the manager of CRCT (Manager) is to set the strategic direction of CRCT and
make recommendations to HSBC Institutional Trust Services (Singapore) Limited, in its capacity as
trustee of CRCT (Trustee), on acquisition, divestment and enhancement of the assets of CRCT in
accordance with its stated investment strategy. The research, evaluation and analysis required for
this purpose are coordinated and carried out by us as the Manager.
As the Manager, we have general powers of management over the assets of CRCT. Our primary
responsibility is to manage the assets and liabilities of CRCT for the benefit of the unitholders of
CRCT (Unitholders). We do this with a focus on generating rental income and enhancing asset value
over time so as to maximise the returns from the investments, and ultimately the distributions and total
returns to Unitholders.
Our other functions and responsibilities as the Manager include:
(a) using our best endeavours to conduct CRCT’s business in a proper and efficient manner and to
conduct all transactions with, or on behalf of CRCT, at arm’s length;
(b) preparing annual business plans for review by the directors of the Manager (Directors),
including forecasts on revenue, net income and capital expenditure, explanations on major
variances to previous years’ plans, written commentaries on key issues and underlying
assumptions on rental rates, operating expenses and any other relevant assumptions;
(c) ensuring compliance with relevant laws and regulations, including the Listing Manual of
Singapore Exchange Securities Trading Limited (SGX-ST) (Listing Manual), the Code on
Collective Investment Schemes (CIS Code) issued by the Monetary Authority of Singapore
(MAS) (including Appendix 6 of CIS Code (Property Funds Appendix)) and the tax rulings issued
by the Inland Revenue Authority of Singapore on the taxation of CRCT and Unitholders;
(d) attending to all regular communications with Unitholders; and
(e) supervising CapitaLand Retail (Shanghai) Management & Consulting Co., Ltd. (Property
Manager), the property manager which performs the day-to-day property management
functions (including leasing, marketing, promotion, coordination and property management) for
CRCT’s malls.
CRCT, constituted as a trust, is externally managed by the Manager and therefore has no personnel
of its own. The Manager appoints experienced and well qualified management to run its day-to-day
operations. All Directors and employees of the Manager are remunerated by the Manager and not
CRCT.
The Manager was appointed in accordance with the terms of the trust deed constituting CRCT and
dated 23 October 2006 (as amended, varied or supplemented from time to time) (Trust Deed). The
Trust Deed also outlines certain circumstances under which the Manager can be removed, including
by notice in writing given by the Trustee upon the occurrence of certain events, or by a resolution
passed by a simple majority of Unitholders present and voting at a meeting of Unitholders duly
convened and held in accordance with the provisions of the Trust Deed.
The Manager is a subsidiary of CapitaLand Limited (CL) which holds a significant unitholding interest
in CRCT. CL is a long-term real estate developer and investor and has strong inherent interests in the
performance of CRCT. CL’s retention of a significant unitholding interest in CRCT ensures its
commitment to CRCT and aligns its interests with other Unitholders. The Manager’s association with
CL provides the following benefits, amongst other things, to CRCT:
(a) stable pipeline of property assets through CL’s development activities;
Corporate Governance
Delivering Performance | 27
