Corporate
Governance Report
The Trustee Manager has complied with Rule 712 and 715 of the SGX-ST listing manual. All of RHT’s foreign incorporated subsidiaries are
audited by Deloitte Haskins & Sells LLP (“DHS”). The ARMC has assessed the track record and capabilities of DHS and the partner in carrying
out work for similar companies in India. They have also discussed with DHS, the manner in which audit work is proposed to be carried out by
DHS. The ARMC is of the view that DHS is a suitable audit firm to meet the RHT Group’s audit obligations.
RHT TM has established a whistle blowing policy to provide a channel for whistleblowers to report any actual or suspected wrongdoings, as
well to provide assurance that the whistleblower will be protected from reprisals or victimization for whistle blowing. The whistleblowing
policy and procedure is approved and overseen by the ARMC, and it provides for both the employees and the public to raise concerns to both
the Head of Compliance of RHT TM and/or the Chairman of the ARMC. Investigations will commence upon receiving a whistleblowing report
and follow up actions would be taken if required.
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 Trustee-Manager is committed to having an internal audit function at all times. The current internal audit firm which has been appointed
to perform the function for RHT is KPMG Services Pte Ltd. The selection and appointment of the internal audit firm for RHT was determined
by the ARMC, and the internal audit plan for each financial year is approved by the ARMC. The scope of the internal audit is intended to
cover key aspects of RHT and RHT TM’s internal controls in the areas of finance, operations, compliance and information technology. During
the course of their work, the internal auditors are given full access to any documents, records or personnel, and they report directly to the
ARMC Chairman.
As mentioned under the section “Audit Committee”, the Chairman of the ARMC meets the internal auditors every quarter. These meetings
take place without the management being present, which allows the discussions to be as open and candid as possible. The ARMC has
reviewed the internal audit plan for the FY2017, the resources allocated to carrying out the plan, as well as the work done by the internal
auditors over FY2016, and they are satisfied with the adequacy and effectiveness of the current internal auditor.
RISK MANAGEMENT AND INTERNAL CONTROLS
Principle 11: The Board is responsible for the governance of risk. The Board should ensure that Management maintains a sound system of
risk management and internal controls to safeguard shareholders’ interests and company’s assets, and should determine the nature and
extent of the significant risks which the Board is willing to take in achieving its strategic objectives.
Having an effective and sound system of risk management and internal controls system in place enables the Trustee-Manager to achieve its
strategic objectives, whilst keeping the business and assets of RHT secure. An effective risk management system keeps both management
and the Board up to date with the key risks and challenges that RHT faces, it also serves to guide the Trustee-Manager in its decision making
and allocation of resources.
Keeping with the above goal of having a sound system of risk management and internal controls, the Trustee-Manager has established an
internal risk committee (“IRC”) comprising of senior management, to undertake the task of managing the risk management system and
internal controls. Under the Trustee-Manager’s risk management system, the IRC is responsible for the identification of risks. Key risks are
rated and the controls for mitigating the risks are evaluated. A register is maintained which tracks the rating of each key risk post the controls
that have been put in place. Each IRC member is responsible for risks in their respective areas such as finance, operations, compliance,
investments, information technology.
The IRC meets on a quarterly basis, or where the situation requires, to evaluate how the risks facing RHT might have evolved following
changes in both the operating environment and internal operations of RHT. Key risk indicators are used as a means for early identification
of escalating risks or signals of changes in areas that affect RHT. The key risk indicators will be able to assist management and the Board in
signaling issues that may be developing (whether internally or externally) which can potentially have an adverse impact on RHT. Key risk
indicators can also provide information to the management and the Board to consider when executing strategies for RHT.
The IRC also debates on whether new processes or existing processes need to be implemented in order to manage any of the new risks.
During some of the IRC meetings, relevant staff might be invited to join the meetings or discussions in order to brief the IRC in terms of
changes that might have occurred in their respective areas, and to give their views on how new risks might have risen. The involvement of
various staff within RHT in risk management discussions help to promote a culture where risk awareness and governance is integral to the
daily operations of RHT.
Annual report FY2016
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