There is a rigorous process to evaluate the independence of the Directors: (a) each Director discloses his/her business interests and confirms annually that there are no relationships which interfere with the exercise of his/her independent business judgement in the Unitholders’ best interests; such information is reviewed by the NRC; and (b) the NRC considers each Director’s conduct and contributions at Board and Board Committee meetings, in particular, whether he/she has exercised independent business judgement in discharging his/her duties. Thereafter, the NRC’s recommendation is presented to the Board for its approval. Directors must recuse themselves from the NRC’s and the Board’s deliberations on their own independence. The NRC also reviews the independence of an ID when there is a change in their circumstances and makes recommendations to the Board. IDs are required to report to the Manager any changes which may affect their independence. The outcome of the Board’s assessment of the independence of the IDs as at the last day of FY 2024 is set out below. In reviewing the Directors’ independence, the NRC considered the relevant relationships and circumstances of each Director, including those specified in the Listing Manual, the SFR and the Code. These include: (a) appointments in organisations which have a business relationship with the CLCT Group and/ or CLI and its subsidiaries (CLI Group), and (b) directorships in Temasek Holdings (Private) Limited (Temasek), the substantial unitholder of CLCT through its indirect interest in CLI, and in organisations linked to Temasek. All Directors have recused themselves from the NRC’s and the Board’s deliberations on their own independence. Relevant Relationships and Circumstances Considerations • Mr Tan Tee How (Mr Tan) is a non-executive director and chairman of National Healthcare Group Pte. Ltd. (NHG). NHG has business relationships with CLI Group for various matters, including but not limited to leasing from CLI Group. Mr Tan’s roles in NHG and the subsidiary company of Temasek are/were nonexecutive in nature. He is/was not involved in the day-to-day conduct of NHG’s business. He is/was not involved in the decision of NHG to enter into business relationships with CLI Group. NHG’s transactions with CLI Group are conducted in the ordinary course of business, on an arm’s length basis and based on normal commercial terms. With respect to Mr Tan’s role in the Temasek subsidiary, he has confirmed that he is not under any obligation, whether formal or informal, to act in accordance with the directions of Temasek in relation to the corporate affairs of CLCT and the Manager. • Mr Tan is a non-executive director of a subsidiary company of Temasek (Temasek subsidiary). • Mr Neo Poh Kiat (Mr Neo) is a non-executive director of a few subsidiaries and associated corporations of Temasek. Mr Neo’s roles in subsidiaries and associated corporations of Temasek are/were non-executive in nature. He is/was not involved in the business operations of such corporations. He has confirmed that he is not under any obligation, whether formal or informal, to act in accordance with the directions of Temasek in relation to the corporate affairs of CLCT and the Manager. • Professor Ong Seow Eng (Professor Ong) provided training to the CLI Group. Professor Ong has confirmed that he provided training in his personal capacity and not as a representative of CLI and he is not under any obligation, whether formal or informal, to act in accordance with the directions of CLI in relation to the affairs of CLCT and the Manager. • Ms Wan Mei Kit (Ms Wan) is a non-executive director of Singapore Pools Private Limited (SPPL). SPPL has business relationships with CLI Group for various matters, including but not limited to leasing from CLI Group. Ms Wan’s role in SPPL is non-executive in nature. She is/was not involved in the business operations of SPPL’s business. She is/was not involved in the decision of SPPL to enter into business relationships with CLI Group. SPPL’s transactions with CLI Group are conducted in the ordinary course of business, on an arm’s length basis and based on normal commercial terms. 57 Annual Report 2024
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