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50

EC World Real Estate Investment Trust ANNUAL REPORT 2016

(h) reviews the policy and arrangements by which employees of the Manager and any other persons may, in

confidence, report suspected fraud or irregularity or suspected infringement of any laws or regulations or rules,

or raise concerns about possible improprieties in matters of financial reporting or other matters with a view to

ensuring that arrangements are in place for such concerns to be raised and independently investigated, and for

appropriate follow-up action to be taken.

(i)

reviews the procedures implemented to ensure the legal and regulatory compliance of ECW’s financing activities

in the applicable jurisdiction;

(j)

reviews the Master Lessees’ performance of their obligations under such agreements, including deliberating and

assessing whether the renewal of such agreements is in the interest of ECW and its unitholders prior to time for

renewal;

(k) reviews the Sponsor’s compliance with various undertakings given in respect of the relevant issues until such time

that the Deeds of Indemnity are terminated in accordance with their terms;

(l)

reviewsECW’s investment inPRCcorporatebonds (whicharemade for thepurposeof efficient capitalmanagement)

and monitoring Manager’s compliance with the agreed investment criteria of establishing a diversified portfolio of

corporate bonds issued by PRC corporations with investment ratings of AA- or higher (throughout the tenure of

such bond investment)

As announced via SGXNet on 30 September 2016, given the current volatile PRC corporate bond, the ARC had concurred

with Management’s recommendations to set aside the cash security deposits which it received under the Master Leases

in the form of cash, which may be utilised to part-finance potential acquisition(s) in which Management is exploring.

The ARC has reviewed the nature and extent of non-audit services provided by the external auditors during FY2016 and

the fees paid for such services. The aggregate amount of fees paid and payable to the external auditors for FY2016 was

approximately S$1,565,488 of which audit fees amounted to approximately S$350,000 and non-audit fees amounted to

approximately S$1,215,488. The ARC is satisfied that the independence of the external auditors has not been impaired

by the provision of those services notwithstanding the non-audit fees exceeded 50% of the total audit fees for FY2016.

The non-audit fees were one-off fees paid to the external auditors in relation to the restructuring of ECW Group and

advices rendered on the listing of the restructured group. The external auditors have also provided confirmation of their

independence to the ARC.

In FY2016, the ARC also met with the internal and external auditors, without Management’s presence, to discuss the

reasonableness of the financial reporting process, the system of internal controls, and the significant comments and

recommendations by the auditors. Where relevant, the ARC makes reference to the best practices and guidance in the

Guidebook for Audit Committees in Singapore and the practice directions issued from time to time in relation to the

Financial Reporting Surveillance Programme administered by the Accounting and Corporate Regulatory Authority of

Singapore.

The Manager confirms, on behalf of ECW, that ECW complies with Rule 712 and Rule 715 of the Listing Manual.

Internal Audit

Principle 13:

The company should establish an effective internal audit function that is adequately resourced and independent of

the activities it audits

The Board recognises the importance of maintaining a system of internal controls, procedures and processes for

safeguarding the Unitholders’ investments and ECW’s assets. The internal audit function of ECW is outsourced to

Deloitte & Touche LLP, who adopts the Standards for the Professional Practice of Internal Auditing set by the Institute

of Internal Auditors and reviews the Group’s compliance with the control procedures and policies established within

the internal control and risk management systems.

Corporate

Governance