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Annual Report FY2012 ParkwayLife REIT
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The Manager maintains a register to record all related party transactions which are entered into by PLife REIT and the bases,
including any quotations from unrelated parties and independent valuations obtained to support such bases, on which they
are entered. The Manager also incorporates into its internal audit plan a review of all related party transactions entered into
by PLife REIT. The Audit Committee reviews the internal audit reports at least twice a year to ascertain that the guidelines and
procedures established to monitor related party transactions have been complied with. In addition, the Trustee will also have
the right to review such audit report to ascertain that the Property Funds Appendix have been complied with.
Further, the following procedures will be undertaken:
– transactions (either individually or as part of a series or if aggregated with other transactions involving the same related
party during the same fnancial year) equal to or exceeding S$100,000 in value but below 3.0% of the value of PLife
REIT’s net tangible assets will be subject to review by the Audit Committee at regular intervals;
– transactions (either individually or as part of a series or if aggregated with other transactions involving the same related
party during the same fnancial year) equal to or exceeding 3.0% but below 5.0% of the value of PLife REIT’s net tangible
assets will be subject to the review and prior approval of the Audit Committee. Such approval shall only be given if the
transactions are on normal commercial terms and are consistent with similar types of transactions made by the Trustee
with third parties which are unrelated to the Manager; and
– transactions (either individually or as part of a series or if aggregated with other transactions involving the same related
party during the same fnancial year) equal to or exceeding 5.0% of the value of PLife REIT’s net tangible assets will
be reviewed and approved prior to such transactions being entered into, on the basis described in the preceding
paragraph, by the Audit Committee which may, as it deems ft, request advice on the transaction from independent
sources or advisers, including the obtaining of valuations from independent professional valuers. Further, under the
Listing Manual and the Property Funds Appendix, such transactions would have to be approved by the Unitholders at
a meeting of Unitholders.
Where matters concerning PLife REIT relate to transactions entered into or to be entered into by the Trustee for and on
behalf of PLife REIT with a related party of the Manager or PLife REIT, the Trustee is required to consider the terms of such
transactions to satisfy itself that such transactions are conducted on an arm’s length basis and on normal commercial terms,
are not prejudicial to the interests of PLife REIT or the Unitholders, and in accordance with all applicable requirements under
the Property Funds Appendix and/or the Listing Manual relating to the transaction in question. Further, the Trustee has the
ultimate discretion under the Trust Deed to decide whether or not to enter into a transaction involving a related party of the
Manager or PLife REIT. If the Trustee is to sign any contract with a related party of the Manager or PLife REIT, the Trustee will
review the contract to ensure that it complies with the requirements relating to interested party transactions in the Property
Funds Appendix (as may be amended from time to time) and the provisions of the Listing Manual 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 REITs.
PLife REIT will, in compliance with Rule 905 of the Listing Manual, announce any interested person transaction if such
transaction, by itself or when aggregated with other interested person transactions entered into with the same interested
person during the same fnancial year, is 3.0% or more of PLife REIT’s latest audited net tangible assets.
The Manager also discloses in the Annual Report the aggregate value of the related party transactions entered during the
relevant fnancial year as required under the Listing Manual and the Property Funds Appendix.
Role of the Audit Committee for Related Party Transactions
All related party transactions must be reviewed by the Audit Committee and approved by a majority of the Audit Committee to
ensure compliance with the Manager’s internal control system and with the relevant provisions of the Listing Manual as well
as the Property Funds Appendix. The review will include the examination of the nature of the transactions and its supporting
documents or such other data deemed necessary to the Audit Committee.