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Annual Report 2007 - The Link REIT

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<strong>Annual</strong> <strong>Report</strong> <strong>2007</strong><br />

<strong>The</strong> <strong>Link</strong> Real Estate Investment Trust<br />

55<br />

Corporate Governance <strong>Report</strong><br />

iii)<br />

iv)<br />

approval of sale and acquisition of properties;<br />

approval of appointment and removal of the Chief Executive Officer, other Executive Directors and the Company<br />

Secretary or any other directors as recommended by the Nomination Committee;<br />

v) approval of any matter which would have a material effect on <strong>The</strong> <strong>Link</strong> <strong>REIT</strong>’sfinancial position, liabilities, future strategy<br />

or reputation; and<br />

vi)<br />

approval of the powers and authority delegated to the various Board Committees.<br />

Appointment and Removal of Directors<br />

Directors may be nominated for appointment and/or removal by :<br />

i) the Board of Directors following a recommendation made by the Nomination Committee; or<br />

ii)<br />

any unitholder in accordance with the terms of the Trust Deed.<br />

Upon receipt of a valid request from unitholders pursuant to the terms of the Trust Deed, the Manager shall convene a<br />

meeting of unitholders for the purpose of seeking the approval of unitholders for any proposed appointment, re-appointment<br />

or removal of Directors by way of ordinary resolution. <strong>The</strong> quorum for such general meeting of unitholders to consider the<br />

appointment, re-appointment or removal of a Director as approved or recommended by the Nomination Committee is two<br />

or more unitholders present in person or by proxy registered as holding not less than 10% of the units for the time being<br />

issued and outstanding, whilst the quorum where such appointment, re-appointment or removal has not been approved or<br />

recommended by the Nomination Committee is two or more unitholders present in person or by proxy registered as holding<br />

not less than 25% of the units for the time being issued and outstanding. Subject to any legal obligation of the Manager to<br />

the contrary, unitholders have the right to remove an incumbent Director in accordance with the terms of the Trust Deed. A<br />

Director may also be removed from office if served with a notice to that effect signed by all the other Directors. An outgoing<br />

Director shall abstain from voting in respect of a resolution proposed at a Board meeting in respect of the appointment of his<br />

successor or his re-appointment.<br />

Independence of Directors<br />

<strong>The</strong> Manager has received an annual confirmation of independence from each of the Independent Non-Executive Directors<br />

during the year and has assessed their independence. <strong>The</strong> Board concluded that all the Independent Non-Executive Directors<br />

are independent and meet with the criteria set forth in the corporate governance policy of <strong>The</strong> <strong>Link</strong> <strong>REIT</strong>.<br />

Information to the Board<br />

Regular reports are presented to all Directors to ensure that they are well informed of the business developments and progress<br />

of <strong>The</strong> <strong>Link</strong> <strong>REIT</strong>. In order to ensure effective and efficient Board or Committee meetings, procedures are in place to ensure that<br />

adequate advance notices are given to all members concerned so as to allow maximum participation in the meetings. Prior to<br />

the meetings, sufficient information and materials are also provided to members. When considered necessary, Board members<br />

can obtain independent advice from external professional parties at the expense of <strong>The</strong> <strong>Link</strong> <strong>REIT</strong>.

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