74 CapitaLand Ascott Trust himself/herself from the discussion. For FY 2025, the Directors achieved 100% attendance at all meetings. Based on the above, the NRC (with each member recused from deliberations in respect of himself/herself) has determined that each Director has been adequately carrying out his/her duties as a Director and noted that no Director has a significant number of listed directorships and principal commitments. The Boards, taking into consideration the NRC’s assessment, have noted that each Director has been adequately carrying out his/her duties and responsibilities as a Director. Principle 5: Board Performance The Managers believe that regular self-assessment and evaluation of Board performance enables the Boards to reflect on their effectiveness, including the quality of their decisions, and for Directors to consider their performance and contributions. The process helps identify key strengths and areas for improvement which are essential for the effective stewardship of CLAS. The NRC recommends for the Boards’ approval the objective performance criteria and evaluation process, and the Boards undertake, with the assistance of the Company Secretaries, an annual formal assessment of the effectiveness of the Boards, Board Committees and individual Directors. As part of the appraisal process, a questionnaire is sent to the Directors. Management also provides feedback on areas including Board structure, strategy, performance and governance, as well as Board functions and practices. The results are aggregated and reported to the NRC, and thereafter the Boards. The findings are considered by the Boards and follow up action is taken where necessary. No external facilitators were appointed to assist in the evaluation process of the Boards and Board Committees for FY 2025. Board and Board Committees The evaluation categories covered in the questionnaire include Board composition, Board processes, strategy, performance and governance, access to information and Board Committee effectiveness. The Boards also consider whether the creation of value for Stapled Securityholders has been taken into account in the decision-making process. For FY 2025, the outcome of the evaluation was satisfactory and the Boards as a whole, and each of the Board Committees, received affirmative ratings across all the evaluation categories. Individual Directors The evaluation categories covered in the questionnaire include Director’s duties, contributions, conduct and interpersonal skills, as well as strategic thinking and risk management. For FY 2025, the outcome of the evaluation was satisfactory and each Director received affirmative ratings across all the evaluation categories. The Boards believe that performance evaluation should be an ongoing process and seek feedback on a regular basis. The regular interactions between the Directors, and between the Directors and Management, also contribute to this ongoing process. Through such engagement, the Boards benefit from an understanding of shared norms between Directors which contributes to a positive Board culture. Remuneration Matters Principles 6, 7 and 8: Procedures for Developing Remuneration Policies, Level and Mix of Remuneration and Disclosure on Remuneration All fees and remuneration payable to Directors, key management personnel (including the CEO) and staff of the Managers are paid by the Managers. The Boards, assisted by the NRC, have a formal and transparent procedure for developing policies on Director and executive remuneration, recommending individual Directors’ remuneration packages to the Boards for shareholders’ approval, as well as determining the remuneration of key management personnel (KMP). All NRC members are non-executive independent Directors. Under the NRC’s terms of reference, its key responsibilities are: (1) To oversee the Managers’ leadership development and succession planning for the CEO. The NRC oversees the process for selection of the CEO and reviews annually the career development and succession matters for the CEO. The Managers are committed to developing a strong talent pipeline to sustain its business growth, leveraging on the Corporate Governance
RkJQdWJsaXNoZXIy NTkwNzg=