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Corporate Governance

With the objectives of establishing and maintaining high standards of corporate governance, certain policies and procedures have been put in place to promote the operation of The Link REIT in a transparent manner and with built-in checks and balances. The Link Management has implemented detailed corporate governance policies and procedures to operate The Link REIT in an open and transparent manner.

1.

Regulatory Frame Work

The Link REIT is a unit trust authorised by the SFC under section 104 of the Securities and Futures Ordinance ("SFO") and regulated by the provisions of the REIT Code. The Link Management is licensed by the SFC under section 116 of the SFO to conduct the regulated activity of asset management.

2.

The Role of Trustee

The Trustee, HSBC Institutional Trust Services (Asia) Limited, is registered as a trust company under section 77 of the Trustee Ordinance and is qualified to act as a trustee for authorised collective investment schemes under the SFO and the REIT Code. The Trustee, as an independent entity, has the role of safeguarding the assets in the REIT and the fiduciary duty to protect the best interest of the unitholders.

3.

The Board of Directors of The Link Management

The Board comprises 12 members, of whom nine are independent non-executive directors (including the Chairman), two executive directors and one non-executive director. The Board principally oversees the management of The Link Management's affairs and the conduct of its business and is responsible for the overall governance of The Link Management. The Board's function is largely separate from, and independent of, the executive management function. Day-to day management functions are the responsibility of the executive directors and certain supervisory functions have been delegated to relevant committees of the Board and a schedule of matters specifically reserved to the Board has been formally adopted.

Disclosure of Interest

Reference is made to the announcement dated 16 January 2006 by The Link Management (the "Manager"), as the manager of The Link REIT. With effect from 16 February 2006, the relevant provisions of Part XV of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the "SFO") will effectively be deemed to apply to The Link REIT as if The Link REIT is a company with its shares listed on The Stock Exchange of Hong Kong Limited (the "SEHK").

5% or More Interest

On or after 16 February 2006, any person who is interested (or has a short position) in 5% or more of the units of The Link REIT as defined under Part XV of the SFO will therefore have a duty of disclosure in respect of any acquisition of, cessation of or changes in such interest or short position to the Manager and the SEHK. The notification forms for the notification of interests under this regime (from 16 February 2006 onward) are the standard forms prescribed by the Securities and Futures Commission ("SFC") for the purposes of Part XV of the SFO. Such forms can be obtained from the websites of the SEHK and the SFC. Notification of interests under this regime will be published in the website of the SEHK, instead of this website, from 16 February 2006 onward.

Directors' Interests

Directors and the Chief Executive of the Manager are obliged to disclose any acquisition of, cessation of or changes in their respective interests (or short positions) in the units of The Link REIT under the same disclosure regime. Notification forms (Forms 3A) for this purpose can be obtained from the websites of the SEHK and the SFC, and details of disclosure of this nature can be viewed at the website of the SEHK.

The Link REIT has resolved to adopt a Long-Term Incentive Plan (the "Plan") by ordinary resolution passed at the Annual General Meeting of its unitholders held on 23 July 2007. Under the Plan, the Manager may grant Restricted Unit Awards ("RUAs") to eligible participants, including Directors and the Chief Executive, in accordance with the terms of the Plan. Directors who accept the grant of RUAs have a duty to disclose such interests in units of The Link REIT pursuant to Part XV of the SFO. Pursuant to the Plan, RUAs were granted to and accepted by various Directors of the Manager and notification forms (Forms 3A) of the Directors concerned were filed to the SEHK disclosing the interest. In those Forms 3A with interest in RUAs disclosed, the "Exercise period" stated under Box 18 therein refers the vesting period of the RUAs granted. There is no exercise period applicable to RUAs. The number of units shown in the last column of Box 18 of the same form represents the maximum number of units that could be vested, and the actual number of units that will be vested can range from zero to the maximum number indicated depending on whether, and the extent to which, the relevant vesting conditions are met.

Notification forms to the Manager should be sent by fax and by post to the attention of the Company Secretary.

  • Fax No:
  • (852) 2320 9581
  • Postal Address:
  • The Link Management Limited,
    33/F, One Landmark East
    100 How Ming Street
    Kwun Tong, Kowloon
    Hong Kong

    In view of the above, investor should read the relevant provisions of Part XV of the SFO stipulated in the "Third Schedule" of the Third Supplemental Deed of The Link REIT dated 16 January 2006. Investors may refer to the announcement dated 16 January 2006 where the "Third Schedule" of the Third Supplemental Deed is set out.

    Investors in units of The Link REIT are also advised to consult their professional advisers as to their obligations, if any, under the Trust Deed of The Link REIT as amended from time to time.



    Disclaimer

    The Link REIT and its manager take no responsibility with respect to the accuracy and reliability and accept no liability (whether in tort or contract or otherwise) of the information published in any other website whether redirected from this page or not for any loss or damage arising from any inaccuracy or omission or from any decision, action or non-action based on or in reliance upon information contained therein.

    Investment in REIT involves risks, and unit prices can go down as well as up. Past results are no guarantee to future performance. Please consult your financial or other professional advisor before you invest.