management work together with integrity and competency and that the Board engages the management in constructive
debate on strategy, business operations, enterprise risk and other plans.
The Chief Executive Officer has full executive responsibilities over the business directions and operational decisions in the
day to day management of the Manager and PLife REIT.
BOARD MEMBERSHIP
Principle 4:
There should be a formal and transparent process for the appointment and reappointment of directors
to the Board.
The appointment of director is a matter reserved for Board approval. The search for candidates is conducted through
contacts and recommendations. The NRC will evaluate and assess the candidate based on the directors’ criteria
approved by the Board, candidate’s academic and professional qualifications, expertise, commercial experience and
knowledge, taking into account the scope and nature of operations of the Manager and PLife REIT. Suitable candidates
are recommended by the NRC to the Board for approval. The Board will deliberate and review the proposed appointment
of a new director taking into account the recommendation by the NRC. Such appointment is subject to the approval
of MAS. Newly appointed directors are briefed on the business activities and plans of the Manager and PLife REIT, the
regulatory environment in which PLife REIT operates, the Manager’s corporate governance practices and the director’s
statutory duties and responsibilities. As the Manager is not a listed company, directors of the Manager are not subject to
periodic retirement by rotation.
The composition of the Board is reviewed regularly to ensure that the Board has the appropriate mix of expertise and
experience and is of the appropriate size. In carrying out this review, the Board looks to achieve a balance in matters such
as skill representation, experience, diversity (including gender diversity) and knowledge of the company.
The Board has set a general policy that a director should not have more than six listed company board representations
to take into account the market practices and the level of commitment required. This helps to ensure that the Board is
effective as a whole and that each director is capable of contributing time and attention to the affairs of PLife REIT and
the Manager, including attending and contributing at Board meetings.
BOARD PERFORMANCE
Principle 5:
There should be a formal annual assessment of the effectiveness of the Board as a whole and its board
committees and the contribution by each director to the effectiveness of the Board.
A review of the Board’s performance is conducted annually to assess the effectiveness of the Board. The review of the
Board’s performance includes the Board composition, directors’ contribution and commitment at board meetings, access
to information, procedures, accountability and standards of conduct, skills and any specific areas where improvement
may be made by an individual director and the Board collectively. Attendance at meetings as well as the contributions
of each director to the Board are also considered. Directors are required to complete a questionnaire evaluating the
Board. A summary of the feedbacks and recommendations has been prepared and presented to the NRC and the Board
respectively. The NRC has reviewed the summary and put forward its comments and recommendations to the Board for
approval. The Board is satisfied with the effectiveness of the Board and that all directors have demonstrated commitment
to their roles and contributed effectively to the Board.
ACCESS TO INFORMATION
Principle 6:
In order to fulfill their responsibilities, directors should be provided with complete, adequate and timely
information prior to board meetings and on an ongoing basis so as to enable them to make informed
decisions to discharge their duties and responsibilities.
The management provides the Board with complete and adequate information on the business and the operations of
PLife REIT and the Manager, on a regular and quarterly basis, at Board meetings.
ParkwayLife REIT
Annual Report 2015
53
