CORPORATE GOVERNANCE
to assess the adequacy of the existing internal controls
and risk framework.
The ARCC, through the assistance of internal and
external auditors, reviews and reports to the Board on the
effectiveness and adequacy of CIT’s risk management and
internal control system, including financial, operational,
compliance and information technology controls,
taking into consideration the reports and assurance
provided by Management, recommendations of both
internal and external auditors and the timely and proper
implementation of all required corrective, preventive or
improvement measures.
In line with the strategic objectives to provide Unitholders
with a stable and secure income stream and to achieve
long term growth in net asset value per unit; the Manager
critically analyses each transaction before proceeding. To
arrive at an investment decision, theManager identifies the
risk exposures and determines how to mitigate, transfer,
manage and/or reduce those risks, where possible, to a
level which is appropriate for the corresponding expected
return on that investment. Extensive procedures, including
due diligence, are carried out at various stages of the
investment process. The Board reviews management
reports and feasibility studies on proposed acquisitions,
as prepared by experienced officers of the Manager, and
approves where it is in the interests of Unitholders.
The Manager is committed to conduct its business within
a framework that fosters the highest ethical and legal
standards. The Manager has a whistle-blowing policy that
is made available on CIT’s website. The policy provides a
channel for external parties, in additional to employees,
to raise concerns and continues to provide employees
reassurance that they will be protected from reprisals or
victimisation for whistle-blowing in good faith.
The Board has received confirmation from the CEO and
the COO & CFO of the Manager that they are not aware of
any events that have arisen which would have a material
effect on the financial results of CIT and its subsidiaries,
except as disclosed in the financial results, and nothing
has come to their attention whichmay render the financial
results false or misleading.
Based on the risk management and internal controls
system established and maintained by the Manager, audits
conducted by the internal and external auditors and their
recommendations, and together with the CEO’s and COO
& CFO’s quarterly and annual undertaking confirming
their responsibilities for, and adequacy and effectiveness
of, the internal controls; pursuant to Rule 1207(10) of the
Listing Manual, the Board with the concurrence of the
ARCC is satisfied that the Manager’s system of internal
controls (includes financial, operational, compliance
controls and risk management systems) was adequate for
the year ended 31 December 2014, to provide reasonable
assurance that assets are safeguarded and that proper
accounting records are maintained and financial
statements are reliable.
DEALING IN CIT UNITS
The Trust Deed requires each director of the Manager to
give notice to the Manager of their acquisition of units or
of any changes in the number of units which they hold,
or in which they have an interest, within two business
days after such acquisition, or the occurrence of the
event giving rise to changes in the number of units which
they hold, or in which they have an interest. The SFA also
requires directors and CEO of the Manager to give such
notice. All dealings in units by the directors and CEO of
the Manager are to be announced through SGXNET.
In general, the directors and employees of the Manager
are encouraged to hold the units and not to deal on short
term considerations.
The Manager has adopted an internal policy which
provides guidelines for dealing in units, under which
directors, CEO and employees are prohibited from
dealing in units in the period commencing:
1. One month before the public announcement of CIT’s
annual results and, where applicable, CIT’s property
valuations, ending on the date of announcement of
the relevant results;
2. Two weeks before and three days after the
performance fee calculation period for the half year
ended 30 June and 31 December;
3. Two weeks before the announcement of CIT’s
quarterly results, ending on the date of announcement
of the relevant results; and
4. At any time whilst in possession of undisclosed
material information.
In addition, while in possession of undisclosed material
information, directors and employees of the Manager are
not to advise others to trade in CIT units or communicate
such information to another person.
CAMBRIDGE INDUSTRIAL TRUST | ANNUAL REPORT 2014
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