Following their appointment, the Directors are provided with opportunities for continuing education in areas such as director’s duties and responsibilities, regulatory updates, risk management and accounting standards and sustainability matters as prescribed by the SGX-ST. As at the end of FY 2023, all Directors had completed the training required under Rule 720(7) of the Listing Manual. The Directors may also request for training in areas related to CLCT’s business and corporate governance. The objective is to enable the Directors to be updated on matters that affect or go towards enhancing their performance as Directors or Board Committee members. Such opportunities are provided at the Manager’s expense. The Directors may also contribute by recommending to the Board specific training and professional development programmes which he or she believes would benefit the Directors or the Board as a whole. The Manager also believes in keeping Board members updated and externally focused. The Directors are encouraged to attend training and professional development programmes which include forums and dialogues with experts and senior business leaders on issues facing boards and board practices. Sharing and information sessions by guest speakers and Management team members are organised as part of Board events and meetings. Such sessions typically include updates on business strategies and key industry developments and trends. Directors may also receive on a regular basis reading materials on topical matters or subjects and their implications for the CLCT Group’s business. In addition to regular Board briefings and highlights on areas such as ESG and risk management, smaller-group sessions will also be arranged if required to address the needs of particular Board members. These sessions facilitate the Board’s interaction with and provision of feedback to Management, which in turn enables the Manager to better organise programmes and information sessions to suit the needs of the Directors. In FY 2023, the Directors attended various training and professional development programmes, forums and workshops. The training and professional development programmes attended by the Directors include the SID Directors Conference 2023, the SID Environmental, Social and Governance Essentials (Core) programme, as well as various other programmes and seminars organised by the REIT Association of Singapore and business partners in relation to sustainability matters. Sharing and information sessions were also organised as part of Board meetings, where guest speakers and Management team members presented on key topics to the Board. The Directors also regularly receive reading materials on topical matters or subjects as well as updates on regulatory changes and their implications. Board Committees The Board has established various Board Committees to assist it in the discharge of its functions. These Board Committees are the Audit and Risk Committee (ARC), the Executive Committee (EC) and the Nominating and Remuneration Committee (NRC). Each Board Committee is formed with clear written terms of reference (setting out its composition, authorities and duties, including reporting back to the Board) and operates under delegated authority from the Board with the Board retaining overall oversight. The chairpersons of these Board Committees report to the Board on a periodic basis regarding the decisions and significant matters discussed at the respective Board Committee meetings. The minutes of the Board Committee meetings which record the key deliberations and decisions taken during these meetings are also circulated to all Board members for their information. The duties and responsibilities of the various Board Committees are set out in this Report. The Board may form other Board Committees from time to time. The composition of the various Board Committees as at the date of this Annual Report is set out in the Corporate Information section on the inside back cover of this Annual Report. The composition of each Board Committee is reviewed by the NRC regularly, and as and when there are changes to Board membership. Where appropriate, changes are made to the composition of the Board Committees, with a view to ensuring there is an appropriate diversity of skills and experience, and fostering active participation and contributions from Board Committee members. Meetings of Board and Board Committees Board and Board Committee meetings are scheduled prior to the start of each financial year in consultation with the Directors. In addition to scheduled meetings, ad hoc Board and Board Committee meetings are convened as required. The Constitution of the Manager permits the Directors to participate in Board and Board Committee meetings via audio or video conference. If a Director is unable to attend a Board or Board Committee meeting, he or she may provide his or her comments to the Chairman or the relevant Board Committee chairman ahead of the meeting and these comments are taken into consideration in the deliberations. The Board and Board CORPORATE GOVERNANCE 114 CAPITALAND CHINA TRUST
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