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FRASERS HOSPITALITY TRUST ANNUAL REPORT 2015
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or related entity of the Trustee-Manager (other than a subsidiary or subsidiary entity of FH-BT), an associated
company or associated entity of the Trustee-Manager (other than an associated company or associated entity
of FH-BT) (as defined in the Securities and Futures (Offers of Investments) (Business Trusts) (No. 2) Regulations
2005), a Director, Chief Executive Officer or controlling shareholder of the Trustee-Manager, a controlling
Stapled Securityholder or an associate of any such Director, Chief Executive Officer, controlling shareholder or
controlling Stapled Securityholder);
would constitute an Interested Person Transaction.
The Trustee-Manager’s Internal Control System
The Trustee-Manager will establish an internal control system to ensure that all future Interested Person Transactions:
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The Trustee-Manager will maintain a register to record all Interested Person Transactions which are entered into by
FH-BT and the bases, including any quotations from unrelated parties obtained to support such bases, on which they
are entered into.
The Trustee-Manager will also incorporate into its internal audit plan a review of all Interested Person Transactions
entered into by FH-BT.
Where matters concerning FH-BT relate to transactions entered into or to be entered into by the Trustee-Manager
for and on behalf of FH-BT with a Related Party of the Trustee-Manager (which would include relevant associates
thereof) or FH-BT, the Trustee-Manager is required to consider the terms of such transactions to satisfy itself that such
transactions are conducted:
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question.
If the Trustee-Manager is to sign any contract with a Related Party of the Trustee-Manager or FH-BT, the Trustee-
Manager will review the contract to ensure that it complies with the provisions of the Listing Manual and the BTA
relating to Interested Person Transactions (as may be amended from time to time) as well as such other guidelines as
may from time to time be prescribed by the MAS and the SGX-ST to apply to business trusts.
Save for the Interested Person Transactions as disclosed in the IPO prospectus of FHT under “Management and
Corporate Governance – FH-BT – Interested Person Transactions and Potential Conflicts of Interest – Interested
Person Transactions in Connection with the Setting up of FH-BT”, FH-BT will comply with Rule 905 of the Listing
Manual by announcing any Interested Person Transaction in accordance with the Listing Manual if such transaction,
by itself or when aggregated with other Interested Person Transactions entered into with the same Interested Person
during the same financial year, is 3.0% or more of FH-BT’s latest audited net tangible assets. The aggregate value of all
Interested Person Transactions which are subject to Rules 905 and 906 of the Listing Manual in a particular financial
year will be disclosed in FHT’s annual report for the relevant financial year.
Potential Conflicts of Interest
The Trustee-Manager has instituted the following procedures to deal with conflict of interest issues:
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approved by a majority of the Trustee-Manager Directors, including at least one Independent Trustee-Manager
Director;
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entities;
STATEMENT ON THE POLICIES AND PRACTICES IN RELATION TO
THE MANAGEMENT AND GOVERNANCE OF THE TRUST
