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Ascott Residence Trust
Annual Report 2015
Overview
Sustainability
Business
Review
Portfolio
Details
Corporate
Governance &
Transparency
Financials &
Additional
Information
The adopted process takes into account the requirements in the Code that the composition of the Board,
including the selection of candidates for new appointments to the Board as part of the Board’s renewal process,
be determined using the following principles:
(a) the Board should comprise Directors with a broad range of commercial experience, including expertise in
fund management, the property industry, banking and legal fields; and
(b) at least one-third of the Board should comprise IDs. Where, among other things, the Chairman of the Board
is not an ID, at least half of the Board should comprise IDs.
As at least half of the Board comprises IDs, the Manager will not be voluntarily subjecting any appointment or
reappointment of directors to voting by Unitholders. The Chairman of the Board is presently an ID. The Board
intends to continue with the principle that at least half of the Board shall comprise IDs.
On Board renewal, the Manager believes that Board renewal is a necessary and continual process, for good
governance and ensuring that the Board has the skills, expertise and experience which are relevant to the evolving
needs of Ascott Reit’s business; renewal or replacement of a Director therefore does not necessarily reflect his
performance or contributions to date. In reviewing its Board composition, the Board will, with effect from FY 2016,
also consider the guidelines that an ID should serve for no more than a maximum of two three-year terms and any
extension of his appointment after he has served for six years could be on a yearly basis up to a period of nine
years (inclusive of the initial two three-year terms served).
Guideline 4.4 of the Code recommends that the Board determine the maximum number of listed company
board representations which any director may hold, and disclose this in the annual report. The Board is of
the view that the limit on the number of listed company directorships that an individual may hold should be
considered on a case-by-case basis, as a person’s available time and attention may be affected by many
different factors such as whether he is in full-time employment and his other responsibilities. A director with
multiple directorships is expected to ensure that sufficient attention can be and is given to the affairs of
the Manager in managing the assets and liabilities of Ascott Reit for the benefit of Unitholders. The Board
believes that each Director is best placed to determine and ensure that he is able to devote sufficient time and
attention to discharge his duties and responsibilities as a Director of the Manager, bearing in mind his other
commitments. In considering the nomination of an individual for appointment, the Board will take into account,
among other things, the competing time commitments faced by any such individual with multiple Board
memberships as well as his other principal commitments. All Directors had confirmed that notwithstanding the
number of their individual listed company board representations and other principal commitments, which each
of them held, they were able to devote sufficient time and attention to the affairs of the Manager in managing
the assets and liabilities of Ascott Reit for the benefit of Unitholders. The Board also notes that, as at the date
of this Annual Report, none of the IDs serves on more than three listed company boards. Taking into account
also the attendance record of the Directors at meetings of the Board and Board Committees during FY 2015
(set out on page 47 of this Annual Report), the Board is of the view that the current commitments of each of its
Directors are reasonable and each of the Directors is able to and has been adequately carrying out his duties.
Board Performance
Principle 5:
There should be a formal annual assessment of the effectiveness of the Board as a whole and its board
committees and the contribution by each director to the effectiveness of the Board.
The Manager believes that Board performance is ultimately reflected in the long-term performance of Ascott Reit.
The Board strives to ensure that there is an optimal blend in the Board of background, experience and knowledge
in business, finance and management skills critical to Ascott Reit’s business and that each Director can bring to
the Board an independent and objective perspective to enable balanced and well-considered decisions to be
made in the interests of Ascott Reit. Contributions by an individual Board member can also take other forms,
