that for the duration of the time that the CapitaLand Ascott BT Units are stapled to the units of CapitaLand Ascott REIT, the Trustee-Manager and Trustee-Manager Directors shall act in the best interests of all CLAS Stapled Securityholders. The Trustee-Manager Board, in exercising its power and carrying out its duties as trustee-manager of CapitaLand Ascott BT, has put in place measures to ensure that: > the CapitaLand Ascott BT Trust Property is properly accounted for and is kept distinct from the property held by the Trustee-Manager in its own capacity; > the business scope of CapitaLand Ascott BT as set out in the CapitaLand Ascott BT Trust Deed has been adhered to; > potential conflicts between the interests of the Trustee-Manager and the interests of the Ascott BT Unitholders as a whole are appropriately managed; > interested person transactions are transparent, properly recorded and disclosed; > expenses and cost allocations payable to the Trustee-Manager out of the CapitaLand Ascott BT Trust Property, and the fees and expenses charged to CapitaLand Ascott BT are appropriate and are made in accordance with the CapitaLand Ascott BT Trust Deed; and > the BTA and the Listing Manual have been complied with. The Trustee-Manager has also adopted a set of corporate governance practices as set out on pages 63 to 92 of this Annual Report. CAPITALAND ASCOTT BT TRUST PROPERTY PROPERLY ACCOUNTED FOR To ensure that the CapitaLand Ascott BT Trust Property is properly accounted for and is kept distinct from the property held by the Trustee-Manager in its own capacity, the accounting records of CapitaLand Ascott BT are kept separate and distinct from the accounting records of the Trustee-Manager. Different bank accounts are maintained for the Trustee-Manager in its capacity as trustee-manager of CapitaLand Ascott BT and in its own capacity. Regular internal reviews are also carried out to ascertain that all CapitaLand Ascott BT Trust Property has been fully accounted for. Each of the financial statements of CapitaLand Ascott BT and the Trustee-Manager are approved by the TrusteeManager Board on a semi-annual basis and annual basis respectively. Each of the financial statements of CapitaLand Ascott BT and Trustee-Manager are also kept separate and distinct and are duly audited by external auditors on an annual basis to ensure that the CapitaLand Ascott BT Trust Property is properly accounted for and the CapitaLand Ascott BT Trust Property is kept distinct from the property of the Trustee-Manager held in its own capacity. ADHERENCE TO BUSINESS SCOPE The Trustee-Manager Board reviews and approves all authorised businesses undertaken by CapitaLand Ascott BT so as to ensure its adherence to the business scope under the CapitaLand Ascott BT Trust Deed. Such authorised businesses include: (i) the management or operation of hospitality assets; (ii) the acquisition, disposition and ownership of Authorised Investments (as defined in the CapitaLand Ascott BT Trust Deed) and all activities, concerns, functions and matters reasonably incidental thereto; (iii) ownership of subsidiaries which are engaged in the acquisition, disposition and ownership of Authorised Investments and all activities, concerns, functions and matters reasonably incidental thereto; and (iv) any business, undertaking or activity associated with, incidental and/or ancillary to the carrying on of the businesses referred to in paragraphs (ii) and (iii) of this definition, including (without limitation) the management, and/or leasing of the Authorised Investments. Management provides regular updates to the TrusteeManager Board and the ARC about potential projects that it is looking into on behalf of CapitaLand Ascott BT and the Trustee-Manager Board, and the ARC ensures that all such projects are within the permitted business scope under the CapitaLand Ascott BT Trust Deed. Prior to the carrying out of any significant business transactions, the Trustee-Manager Board, the ARC and or management will have careful regard to the provisions of the CapitaLand Ascott BT Trust Deed and when in doubt, will seek advice from professional advisers. POTENTIAL CONFLICTS OF INTEREST The Trustee-Manager is not involved in any other businesses other than managing CapitaLand Ascott BT. All potential conflicts of interest, as and when they arise, will be identified by the Trustee-Manager Board and management, and will be reviewed accordingly. Statement of Policies and Practices in Relation to the Management and Governance of CapitaLand Ascott Business Trust 94 CapitaLand Ascott Trust
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