Corporate Governance

Corporate Governance Overview | Committee Composition
REPORT FOR THE PERIOD FROM 1 JANUARY 2012 TO 31 DECEMBER 2012

Capitaland limited (the "Company") observes high standards of corporate conduct in line with the principles of the Code of Corporate Governance ("Code"). the Code was revised by the Monetary authority of Singapore in May 2012 and although it takes effect only for companies in respect of annual reports relating to financial years commencing from 1 July 2012, the Company has revised its policies and practices (including its Board Charter and terms of reference of its Board Committees) to adhere to the revised Code. Where there is any material deviation, an explanation has been provided within this report.

The Company believes in developing and maintaining sound and transparent policies and practices to meet its business needs as a trusted and respected business enterprise. it remains focused on the substance and spirit of the principles of the revised Code while achieving operational excellence and delivering the Group's long term strategic objectives.

This report on the Company's corporate governance practices for financial year 2012 describes its application of good governance principles in building a company committed to integrity, excellence and its people. the application is underpinned by sound and robust systems of internal controls and accountability to promote and drive long-term sustainable growth and shareholder value.

The following sections covering each of the principles of the revised Code outlines the Company's policies and practices.

(A) BOARD MATTERS

Principle 1 : Board's Conduct of Affairs
Principle 2 : Board Composition and Guidance
Principle 3 : Chairman and Chief Executive Officer
Principle 4 : Board Membership
Principle 5 : Board Performance
Principle 6 : Access to Information

(B) REMUNERATION MATTERS

Principle 7 : Procedures for Developing Remuneration Policies
Principle 8 : Level and Mix of Remuneration
Principle 9 : Disclosure on Remuneration

(C) ACCOUNTABILITY AND AUDIT

Principle 10 : Accountability
Principle 11 : Risk Management and Internal Controls
Principle 12 : Audit Committee
Principle 13 : Internal Audit

(D) SHAREHOLDER RIGHTS AND RESPONSIBILITIES

Principle 14 : Shareholder Rights
Principle 15 : Communication with Shareholders
Principle 16 : Conduct of Shareholder Meetings


ADDITIONAL COMMITTEES

DEALINGS IN SECURITIES

DIRECTORS' REMUNERATION