124 UNITED HAMPSHIRE US REIT Corporate Governance The CEO’s role is to: • assume overall responsibility for the management and conduct of the business of the Manager; • be principally responsible for the business direction and operational decisions in managing UHREIT; oversee Management; • develop, recommend and implement organisational strategy, targets, business plans and policies; • foster a corporate culture promoting ethical practices and integrity; • manage day-to-day conduct of business and affairs; and • be the public face, the official spokesperson of UHREIT. The clear separation of roles of the Chairman and CEO provides a healthy professional relationship between the Board and Management, with clarity of roles and robust deliberations on the business activities of UHREIT. BOARD MEMBERSHIP Principle 4: The Board has a formal and transparent process for the appointment and re-appointment of directors, taking into account the need for progressive renewal of the Board. ROLES AND RESPONSIBILITIES OF THE NRC The NRC is governed by the ToR which establishes the functions, powers, duties and responsibilities of the NRC. The majority of the NRC, including the Chairman, are IDs. The members of the NRC are as follows: Name Designation Directorship Mr Tan Tong Hai Chairman Chairman of the Board, ID Mr Chua Teck Huat Bill Member ID Mr James E. Hanson II Member Non-Independent Non-Executive Director Mr David Tuvia Goss Member Non-Independent Non-Executive Director Ms Jaelle Ang Ker Tjia Member ID On behalf of the Board, the NRC acts as a key gatekeeper in ensuring the Board and Board Committees have the right balance of skills, experience, independence and knowledge to effectively discharge their duties and responsibilities. The Board is mindful of the need for boardroom diversity. The NRC in evaluating, assessing and making recommendations to the Board for approval shall take into consideration the compositions of required mix of skills needed for UHREIT, against the qualifications, credentials, core competencies, experience, character, gender, age, ethnicity, time commitment and other qualities which the Director would bring to the Board to effectively discharge their roles and responsibilities as Director.
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