CORPORATE GOVERNANCE REPORT
106
ANNUAL REPORT 2015
FRASERS HOSPITALITY TRUST
to meet the audit requirements and statutory obligations of FHT. With respect to FH-BT, the Board of Directors of the
Trustee-Manager has taken into account the ARC Committee’s recommendation of KPMG.
Whistle Blowing Policy
A Whistle-Blowing Policy is in place to provide an avenue through which employees and any other persons may report
in good faith and in confidence any concerns in financial and other matters, and for independent investigation of such
matters and appropriate follow-up action. All whistle-blower complaints will be reviewed by the ARC Committee to
ensure that investigations and follow-up actions are carried out, if needed.
Principle 13:
Internal Audit
The REIT Manager has in place an internal audit function (“
IA
”) established within the FCL Group to independently
examine and evaluate the activities of the REIT Manager, focusing on the adequacy and effectiveness of internal
controls, risk management and corporate governance processes.
The IA is independent of the activities that it audits. The Head of IA who is a Certified Fraud Examiner and a Fellow of
the Institute of Singapore Certified Accountants (ISCA), CPA Australia and ACCA, reports directly to the Chairman of
the ARC Committee.
The Head of IA and the IA staff are members of the Institute of Internal Auditors, Singapore, and have adopted and
complied with the International Standards for the Professional Practice of Internal Auditing (Standards) set by the
Institute of Internal Auditors, Inc. To ensure that the internal audits are effectively performed, it recruits and employs
suitably qualified staff with the requisite skills and experience. Such staff are also given relevant training and development
opportunities to update their technical knowledge and auditing skills. All IA staff received relevant technical training and
attended seminars organised by the Institute of Internal Auditors, Singapore and other professional bodies.
The IA operates within the framework stated in its Terms of Reference as contained in the Internal Audit Charter
approved by the ARC Committee. It adopts a risk-based audit methodology to develop its audit plans, and its activities
are aligned to key risks of FHT. Based on risk assessments performed, greater focus and appropriate review intervals
are set for higher risk activities, and material internal controls, including compliance with FHT and the REIT Manager’s
policies, procedures and regulatory responsibilities.
During the financial period, IA conducted its audit reviews based on the approved internal audit plans. All audit reports
detailing audit findings and recommendations are provided to Management who would respond on the actions to be
taken. Each quarter, IA submits to the ARC Committee a report on the status of the audit plan and on audit findings
and actions taken by Management on such findings. Key findings are highlighted at the ARC Committee meetings for
discussion and follow-up action. The ARC Committee monitors the timely and proper implementation of required
corrective, preventive or improvement measures undertaken by Management.
The ARC Committee is satisfied that for the financial period, the internal audit function is adequately resourced to
perform its functions, and has appropriate standing within FH-REIT and the REIT Manager to perform its functions
effectively.
STAPLED SECURITYHOLDER RIGHTS AND RESPONSIBILITIES
Principle 14:
Stapled Securityholder Rights
The Managers believe in treating all Stapled Securityholders fairly and equitably. It aspires to keep all Stapled
Securityholders and other stakeholders and analysts in Singapore and beyond informed of FHT’s activities, including
material changes (if any) in FHT’s business which are likely to affect the price or value of its Stapled Securities, in a timely
and consistent manner.
Stapled Securityholders are also given the opportunity to participate effectively and vote at general meetings of FHT,
where relevant rules and procedures governing such meetings (for instance, how to vote) are clearly communicated.
