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 financial 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 financial 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 financial 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 fit, 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 financial 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 financial 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 by the Audit Committee.
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