Ascott Reit’s properties are located in Europe as well as in the Pan-Asian region and its strategy is
to acquire serviced residences, rental housing properties and other hospitality assets located in any
part of the world that are generating revenue and are yield accretive. The Ascott Limited (Ascott)
owns and manages serviced residences and rental housing properties in Europe, the Pan-Asian
region and the Gulf region. Potential conflicts of interests between Ascott and Ascott Reit may arise
in respect of the serviced residence industry in Europe and the Pan-Asian region, where Ascott Reit’s
properties are located and in any country where Ascott Reit’s investment strategy is to acquire
serviced residences, rental housing properties and other hospitality assets located therein.
In order to mitigate conflict of interests between Ascott and Ascott Reit in Europe and the Pan-Asian
region, the Trustee has been granted a right of first refusal by Ascott over the proposed disposal of
(a) any properties that are used, or predominantly used, as serviced residences or rental housing
properties in Europe and the Pan-Asian region (including those under the “Ascott”, “Somerset” and
“Citadines” brands) and (b) any shares or equity interests in single-purpose corporations which hold
such properties (each a Relevant Asset), by Ascott, its related fund or any of its wholly-owned
subsidiaries (each an Ascott entity), for so long as the Manager remains the manager of Ascott Reit
and Ascott and/or any of its related corporations remain a shareholder of the Manager. Consequently,
if an Ascott entity proposes to dispose of a Relevant Asset to an unrelated third party, or if a proposed
offer of a Relevant Asset is made to an Ascott entity, Ascott is required to grant to the Trustee the first
right to acquire the Relevant Asset for the benefit of Ascott Reit.
In respect of voting rights where the Manager would face a conflict between its own interests and that
of Unitholders, the Manager shall cause such voting rights to be exercised according to the
discretion of the Trustee.
Dealings in Securities
The Manager has devised and adopted a securities dealing policy for the Manager’s officers and
employees which applies the best practices recommendations in the Listing Manual. To this end, the
Manager has issued guidelines to its Directors and employees as well as certain relevant executives
of the CL group, which sets out prohibitions against dealings in Ascott Reit Group’s securities (i) while
in possession of material unpublished price sensitive information, (ii) during two weeks before the
release of Ascott Reit’s results for the first three quarters and, (iii) during one month before the release
of Ascott Reit’s full-year results. The Manager will also not deal in Ascott Reit Group’s securities
during the same period.
Under these guidelines, all Directors and employees of the Manager as well as certain relevant
executives of the CL group are directed to refrain from dealing in Ascott Reit Group’s securities on
short-term considerations. They are also regularly reminded of laws against insider trading.
(F) CODE OF BUSINESS CONDUCT
The Manager adheres to an ethics and code of business conduct policy which deals with issues such
as confidentiality, conduct and work discipline, corporate gifts and concessionary offers. Clear
policies and guidelines on how to handle workplace harassment and grievances are also in place.
The policies and guidelines are published on CL’s intranet, which is accessible by all employees of
the Manager.
The policies that the Manager has implemented aim to help to detect and prevent occupational fraud
in mainly three ways.
First, the Manager offers fair compensation packages, based on practices of pay-for-performance
and promotion based on merit to its employees. The Manager also provides various healthcare
subsidies and financial assistance schemes to alleviate the common financial pressures its
employees face.
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