Corporate Governance The Board has considered the conduct of each of Mr Tan, Mr Neo, Professor Ong and Ms Wan and is of the view that the relationships above did not interfere with the exercise of independent judgement in the discharge of his/her duties and responsibilities as a Director. Ms Tay Hwee Pio (Ms Tay) does not have any relationships and is not faced with any of the circumstances identified in the Code, SFR and Listing Manual, or other relationships which may affect her independent judgement. The Board is of the view that these Directors have exercised independent judgment in the discharge of their duties and responsibilities. The Board therefore determined that Mr Tan, Mr Neo, Professor Ong, Ms Wan and Ms Tay are independent Directors. The Board is of the view that as at the end of FY 2024, Mr Tan, Mr Neo, Professor Ong, Ms Wan and Ms Tay were able to act in the Unitholders’ best interests in respect of the period in which they served as directors in FY 2024. The remaining Directors as at the end of FY 2024, namely, Mr Tan Tze Wooi, Ms Quah Ley Hoon and Mr Puah Tze Shyang, are all employees of CLI Group and are considered to be nonindependent. Board Diversity The Board embraces diversity and has a Board Diversity Policy which provides for the Board to comprise talented and dedicated Directors with a diverse mix of expertise, experience, perspectives, skills and backgrounds, with due consideration to diversity factors, including diversity in business or professional experience, age and gender. The Board values the benefits that diversity can bring to the Board in its deliberations by enhancing decision-making capacity, avoiding groupthink and fostering constructive debate, which contributes to the effective governance of CLCT’s business and long-term sustainable growth. CLCT’s Board diversity targets, plans and timelines for achieving those targets are described below. Diversity Targets, Plans and Timelines Targets Achieved / Progress Towards Achieving Targets Gender To have at least 2 female Directors on the Board during the period leading up to 2025. The Manager believes in achieving an optimum mix of men and women on the Board to provide different approaches and perspectives. Achieved As at the end of FY 2024, there were 3 female Directors (out of 8 Directors) on the Board. This represents 37.5% of the Board exceeding Singapore’s Council for Board Diversity’s recommended representation of 25% by 2025. Male - 5 Directors Female - 3 Directors GENDER DIVERSITY 62.5% 37.5% Age To ensure that the Board comprises Directors across diverse age groups: (a) 50 years old & below; (b) 51 to 60 years old; and (c) 61 years old & above, and to maintain such level of age diversity during the period leading up to 2025. The Manager believes that age diversity would provide a broad spectrum of thoughts and views in Board and Board Committee deliberations. Achieved As at the end of FY 2024, the Board comprised Directors across all 3 age groups. AGE SPREAD 37.5% 12.5% 50.0% 50 years old & below – 1 Director 51 to 60 years old – 3 Directors 61 years old & above – 4 Directors 58 CapitaLand China Trust
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