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LIPPO-MAPLETREE - Lippo Malls Indonesia Retail Trust - Investor ...

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The Manager and corporate governancetransactions” (as defined therein) (both such types of transactions constituting “Related PartyTransactions”);• monitoring the procedures in place to ensure compliance with applicable legislation, the Listing Manualand the Property Funds Guidelines;• reviewing arrangements by which employees of LMIR <strong>Trust</strong> may, in confidence, raise concerns aboutpossible improprieties in matters of financial reporting or other matters and ensuring that arrangementsare in place for the independent investigation of such matters and for appropriate follow-up action;• examining the effectiveness of financial, operating and compliance controls and risk managementpolicies and systems at least annually;• reviewing external audit reports to ensure that where deficiencies in internal controls have beenidentified, appropriate and prompt remedial action is taken by the management;• reviewing the adequacy of external audits in respect of cost, scope and performance;• making recommendations to the Board on the appointment, reappointment and removal of externalauditors and approving the remuneration and terms of engagement of external auditors;• reviewing, on an annual basis, the independence and objectivity of the external auditors and where theexternal auditors also provide a substantial volume of non-audit services to LMIR <strong>Trust</strong>, keeping thenature and extent of such services under review, seeking to balance the maintenance of objectivity andvalue for money;• reviewing internal audit reports annually to ascertain that the guidelines and procedures established tomonitor Related Party Transactions have been complied with;• ensuring that the internal audit function is adequately resourced and has appropriate standing withLMIR <strong>Trust</strong>;• ensuring, at least annually, the adequacy of the internal audit function;• meeting with external and internal auditors, without the presence of the executive officers of theManager, at least on an annual basis;• reviewing the significant financial reporting issues and judgements so as to ensure the integrity of thefinancial statements of LMIR <strong>Trust</strong> and any formal announcements relating to LMIR <strong>Trust</strong>’s financialperformance;• investigating any matters within the Audit Committee’s terms of reference, whenever it deemsnecessary; and• reporting to the Board on material matters, findings and recommendations.Dealings in UnitsThe <strong>Trust</strong> Deed requires each Director to give notice to the Manager of his acquisition of Units or ofchanges in the number of Units which he holds or in which he has an interest, within two Business Daysafter such acquisition or the occurrence of the event giving rise to changes in the number of Units which heholds or in which he has an interest (see “The Formation and Structure of LMIR <strong>Trust</strong>—The<strong>Trust</strong> Deed—Directors’ Declaration of Unitholdings”).All dealings in Units by Directors will be announced via SGXNET, with the announcement to be posted onthe Internet at the SGX-ST website http://www.sgx.comThe Directors and employees of the Manager are encouraged, as a matter of internal policy, to hold Unitsbut are prohibited from dealing in the Units:• in the period commencing one month before the public announcement of LMIR <strong>Trust</strong>’s annual resultsand (where applicable) property valuations and two weeks before the public announcement of LMIR<strong>Trust</strong>’s quarterly results, and ending on the date of announcement of the relevant results or, as the casemay be, property valuations; and• at any time while in possession of price sensitive information.202

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