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AHEAD
ANNUAL REPORT
2018/19
1 Key Highlights
2 Corporate Overview
3 Strategy
4 Financial Highlights DISTRIBUTABLE INCOME DISTRIBUTION PER UNIT
8
12
Letter to Unitholders
Year in Review
S$264.0 million 1.4% 9.14 cents 1.1%
14 Unit Price Performance
16 Trust Structure
17 Organisation Structure
18 Property Overview
34 Operations Review
38 Financial Review & Capital Management MARKET CAPITALISATION INVESTMENT PROPERTIES
43 Independent Market Overview
56 Board of Directors S$5.5 billion 20.8% S$7.0 billion 5.3%
60 Management Team & Property Management Team
64 Corporate Governance
82 Risk Management
85 Sustainability Report
103 Investor Relations
106 Financial Statements
NET ASSET VALUE PER UNIT GEARING RATIO
167 Interested Person Transactions
169 Statistics of Unitholdings S$1.60 7.4% 33.1% 1.4 p.p
171 Notice of Annual General Meeting
Proxy Form
Corporate Directory
KEY OBJECTIVES
VivoCity Mapletree Business City I
The Manager’s key objectives are to provide unitholders of MCT with a relatively attractive rate of return on their
investment through regular and steady distributions, and to achieve long-term stability in DPU and NAV per unit, while
maintaining an appropriate capital structure for MCT.
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Mapletree Commercial Trust (“MCT”) • PSA BUILDING, an established
is a Singapore-focused real estate integrated development with Dis
cipl nd
i ital a
investment trust (“REIT”) established a 40-storey office block and Risk ned Cap ent
Managem
with the principal investment objective a three-storey retail centre
of investing on a long-term basis, known as the Alexandra Retail KEY STRATEGIES
directly or indirectly, in a diversified Centre (“ARC”), located in the
portfolio of income-producing real Alexandra Precinct; VALUE CREATION THROUGH ACQUISITION DISCIPLINED CAPITAL AND
estate used primarily for office and/ • MAPLETREE ANSON, a 19-storey ACTIVE ASSET MANAGEMENT GROWTH RISK MANAGEMENT
or retail purposes, whether wholly or premium office building located The Manager’s strategy for organic The Manager will pursue potential The Manager will endeavour to:
partially, in Singapore, as well as real in Singapore’s Central Business growth is to actively manage asset acquisitions that will provide • Maintain a strong balance sheet;
estate-related assets. District (“CBD”); and the portfolio and foster strong attractive cash flows and yields • Employ an appropriate mix of
understanding and relationships with relative to MCT’s weighted average debt and equity in financing
• BANK OF AMERICA MERRILL
tenants. Through such active asset cost of capital, and opportunities for acquisitions;
MCT was listed on the Singapore LYNCH HARBOURFRONT
Mapletree Anson management, the Manager seeks to future income and capital growth. • Secure diversified funding
Exchange Securities Trading Limited (“MLHF”), a premium office
maintain high occupancy levels and sources to access both financial
(“SGX-ST”) on 27 April 2011 and is the building located in the
stable rental income. The Manager In evaluating acquisition institutions and capital markets;
third REIT sponsored by Mapletree HarbourFront Precinct.
also seeks to improve efficiency opportunities for MCT, the Manager • Optimise its cost of debt
Investments Pte Ltd (“MIPL” or the and manage costs through various will focus primarily on the following financing; and
“Sponsor”), a leading real estate The portfolio has a total Net Lettable aspects of its operations. investment criteria: • Adopt appropriate interest rates
development, investment, capital Area (“NLA”) of 3.9 million square • Value accretions; hedging strategies to manage
and property management company feet, valued at S$7,039 million1. The Manager aims to improve the • Yield thresholds; and exposure to market volatility.
headquartered in Singapore. performance of the properties • Quality of the asset, including
MCT is managed by Mapletree through the following measures: ° Location;
As at 31 March 2019, MCT’s portfolio Commercial Trust Management • Improving rentals while ° Asset enhancement potential;
comprised five properties located in Ltd. (“MCTM” or the “Manager”), a maintaining healthy occupancy ° Building and facilities
Singapore, namely: wholly-owned subsidiary of MIPL. rates and sustainable occupancy specification; and
The Manager aims to provide Bank of America Merrill Lynch HarbourFront costs; ° Tenant mix and occupancy
• VIVOCITY, Singapore’s largest unitholders of MCT (“Unitholders”) • Achieving high tenant retention, characteristics.
mall located in the HarbourFront with a relatively attractive rate of particularly for the office
Precinct; return on their investment through portfolio; The Manager intends to hold
• MAPLETREE BUSINESS CITY I regular and steady distributions, • Optimising tenant mix, acquired properties on a long-term
(“MBC I”), a large-scale integrated and to achieve long-term stability in particularly for the retail portfolio; basis. However, where the Manager
office and business park Distribution per Unit (“DPU”) and Net • Rejuvenating and reconfiguring considers that any property has
complex with Grade-A building Asset Value (“NAV”) per Unit, while retail space; reached a stage that offers limited
specifications, located in the maintaining an appropriate capital • Maximising yields through scope for income contribution or
selective asset enhancements; growth in the future, the Manager may
Alexandra Precinct; structure for MCT.
and consider selling it and use the sales
• Improving overall costs and proceeds for other purposes, such as
operational efficiencies. alternative investments in properties
1 Based on the independently appraised values by Knight Frank Pte Ltd (“Knight Frank”) and CBRE Pte
Ltd (“CBRE”) as at 31 March 2019 as disclosed in MCT’s announcement dated 23 April 2019.
that meet its investment criteria.
GROSS REVENUE NET PROPERTY INCOME DELIVERED HEALTHY RETURNS ON INVESTMENT TO UNITHOLDERS SINCE IPO
S$443.9 Year-on-year
S$347.6 Year-on-year
433.5
443.9 114.8% 70.5% 185.3%
338.8
347.6 Capital Appreciation Total Distributions Total Return1
377.7
292.3
SELECTED FINANCIAL INFORMATION
282.5 287.8
220.7
211.7 As at 31 March 2015 2016 2017 2018 2019
Total Assets (S$ million) 4,262.8 4,415.2 6,405.7 6,740.8 7,100.8
Investment Properties (S$ million) 4,199.0 4,341.8 6,337.0 6,682.0 7,039.0
Total Debt Outstanding (S$ million) 1,550.5 1,550.5 2,327.6 2,327.6 2,349.0
Unitholders’ Funds (S$ million) 2,617.0 2,764.0 3,957.5 4,283.4 4,616.0
NAV per Unit (S$) 1.24 1.30 1.38 1.49 1.60
Market Capitalisation (S$ million) 3,379.1 3,003.3 4,392.8 4,521.8 5,461.5
FY14/15 FY15/16 FY16/17 FY17/18 FY18/19 FY14/15 FY15/16 FY16/17 FY17/18 FY18/19
KEY FINANCIAL INDICATORS
As at 31 March 2015 2016 2017 2018 2019
% of Fixed Rate Debt 68.2% 73.8% 81.2% 78.9% 85.0%
DISTRIBUTABLE INCOME DISTRIBUTION PER UNIT Gearing Ratio 36.4% 35.1% 36.3% 34.5% 33.1%
Interest Coverage Ratio (times) 5.3 5.0 4.9 4.8 4.5
S$264.0 Year-on-year
9.14 Year-on-year
Average Term to Maturity of Debt (years) 3.6 3.4 4.0 3.9 3.6
million 1.4% cents 1.1% Weighted Average All-in Cost of Debt (per annum) 2.28% 2.52% 2.66% 2.75% 2.97%
168.3 172.5
FTSE ST REIT Index 4.6%
FY14/15 FY15/16 FY16/17 FY17/18 FY18/19 FY14/15 FY15/16 FY16/17 FY17/18 FY18/19 Banks Fixed Deposits 12 Months 0.6%
1 Based on unit issue price at IPO of S$0.88 and closing unit price of S$1.89 as at 31 March 2019, as well as total DPU of 62.06 Singapore cents paid out
since IPO.
2 As at 31 March 2019. Sources: Bloomberg, Central Provident Fund (“CPF”) Board (for the Ordinary Account’s yield) and the Monetary Authority of
Singapore (for the 10-year Singapore Government Bond Yield and Banks Fixed Deposit 12 Months Rate).
3 Based on closing unit price of S$1.89 as at 31 March 2019 and DPU of 9.14 Singapore cents for FY18/19.
MCT’s closing unit price of S$1.89 as AEI in 2015 created 15,000 square
at 31 March 2019, Unitholders who feet of retail space on Basement
have invested in MCT since day one 1, allowing us to capitalise on the
would have received a total return shopper traffic passing between the
exceeding 185%. MRT station and VivoCity’s main
atrium. A year later, we increased
VIVOCITY – OUR CROWN ASSET the number of food kiosks from 13
SHINING THROUGH to 21 on Basement 2, improved the
Our crown asset, VivoCity, continues line of sight for some restaurants,
to preserve its shine into the 12th year and introduced a popular hotpot
of operations. It registered robust restaurant on Level 3. Then in 2017,
performance in FY18/19, growing we converted approximately 9,200
3.0% in revenue and 3.6% in NPI square feet of anchor space on Level
year-on-year. Full year shopper 1 and Level 2 into higher-yielding
traffic reached 55.2 million in spite specialty space for existing tenants
of transitory impact and downtime who were expanding as well as new-
from enhancement works including to-mall brands.
the creation of concept stores and a
public library, expansion of Basement Most recently, we completed
1 and changeover of the hypermarket. VivoCity’s fourth AEI to add a public
library and to extend Basement 1.
VivoCity’s continued success is Being the largest scale AEI to date, the
derived from a multitude of factors. whole project required meticulous
Located within the southern corridor planning and execution. The AEI
of Singapore, the country’s biggest started in 3Q FY17/18 when the
mall offers more than a million Community/Sports Facilities Scheme
square feet of NLA, which houses (“CSFS”) allowed 32,000 square feet
a complete trade mix and features of commercial space on Level 3 to
Dear Unitholders, ventures have borne fruit – MCT surpassing last year’s record high by Left: an extensive waterfront promenade. be converted into Singapore’s largest
emerged stronger and delivered a 2.6%. Correspondingly, distributable Tsang Yam Pui With the HarbourFront MRT station library in a shopping mall in return for
Non-Executive Chairman
On behalf of the Board and noteworthy set of results in FY18/19. income grew 1.4% year-on-year to and Director nestled against Basement 2, the bonus GFA. The bonus GFA was then
management, we thank you for your S$264.0 million. Sentosa Express Monorail VivoCity used to extend the existing Basement
unyielding support in FY18/19. OUTSTANDING PERFORMANCE Right: Station located on Level 3, direct 1 of VivoCity, adding on seamlessly
Sharon Lim
IN AN EVOLVING MARKET Given the upward independent Executive Director and linkages to the Singapore Cruise to the entire Basement 1 shopping
Year by year, by harnessing our We are pleased to report a record revaluation of the portfolio as at Chief Executive Officer Centre@HarbourFront, and proximity experience. To improve vertical
collective strength and experience, DPU of 9.14 Singapore cents for the 31 March 2019, MCT’s total investment to the Sentosa Island, VivoCity enjoys connectivity and mobility within
we have made sound progress in full year, up 1.1% from the previous properties increased 5.3% to S$7.0 unrivalled connectivity and generous the mall, we took the opportunity
delivering value to our stakeholders. In year. This was driven by higher billion. NAV per unit rose 7.4% to shopper catchments. to add a fresh stack of escalators
our last letter to you, we shared how contribution from VivoCity, MBC I, S$1.60 as compared to a year ago. connecting Basement 2 and Level 1
the Manager’s stewardship has guided PSA Building and MLHF. Notwithstanding its fine physical through the new Basement 1 space.
MCT through structural shifts and Since MCT’s public listing on 27 April attributes, we have methodically The completion of this set of initial
economic uncertainties. Capitalising MCT’s gross portfolio revenue grew 2011 at S$0.88 per unit, we have undertaken several asset works was marked by the June 2018
on new opportunities that had arisen 2.4% year-on-year to S$443.9 million paid out a total distribution of 62.06 enhancement initiatives (“AEIs”) opening of the Basement 1 extension,
from the changing landscape, our for FY18/19. NPI was S$347.6 million, Singapore cents per unit. Given throughout the years. VivoCity’s first which houses ten exciting lifestyle and
athleisure brands spanning 24,000 To stay ahead of the competition, Shoppers today are driven by revenue and S$185.4 million of NPI, of MCT’s total debt was fixed by way and downside risks arising from
square feet of NLA. the management diligently keeps convenience. To us, this means up 1.8% and 1.7% respectively from of fixed rate debt or interest rate swaps weaker regional and global economies
abreast of market transformation and providing a shopping experience that a year ago, and further attained (“IRS”), giving us sufficient certainty due to further escalations in the
We finally welcomed the library, seizes suitable opportunities. A long- saves them time and effort. In July 8.7% rental uplift. MBC I and PSA on interest expenses. We maintained US-China trade war, a sharper-than-
library@harbourfront, into VivoCity standing retail trend – consolidation 2018, we rolled out the VivoCity SG Building closed the year with 98.1% a healthy interest cover ratio of expected slowdown of the Chinese
on 12 January 2019. Designed to – remains a force. This has prompted mobile application, a free one-stop and 96.4% committed occupancies approximately 4.5 times for FY18/19, economy and a “no-deal” Brexit.
serve all ages and integrated with retailers to consolidate their footprints portal for shoppers. By downloading respectively. Notwithstanding some and the all-in cost of debt stood at a
the latest interactive technology, this into efficient networks of stores in the app and becoming a VivoRewards tenant changeover, Mapletree Anson reasonable 2.97% per annum. Moody’s Retail consolidations will continue
community asset is a meaningful high quality locations in order to member, shoppers can easily browse achieved 97.8% committed occupancy. continued to endorse our assets’ as retailers optimise their portfolios,
addition to the mall. By fostering maximise efficiency. VivoCity, as an through the mall’s directory, find MLHF maintained full occupancy. quality, operating strength and financial adapt to e-commerce trends and
a culture of learning and reading, outstanding destination mall, has been out about the latest promotions and health by reaffirming MCT’s Baa1 issuer adjust to the tightening labour market.
it highly complements VivoCity’s a beneficiary of this consolidation. events in the mall, check available FORTIFYING OUR CAPITAL rating with a stable outlook. On the other hand, we have also
positioning as a family-centric During the year, established retailers parking spaces in advance, manage STRUCTURE observed how online retailers are
destination mall and also encourages such as Zara, Pull & Bear, Superdry as their membership statuses, and earn In managing our balance sheet, our UPHOLDING OUR PLEDGE increasingly expanding into traditional
repeat visits. Its official launch well as Marks & Spencer have decided VivoRewards with minimum hassle. modus operandi has been to fortify TO SUSTAINABILITY stores to bolster their presence.
concludes VivoCity’s fourth AEI that to expand in VivoCity to establish their the capital structure without losing We remain committed to upholding
delivered over 10% of annual return on larger format concept stores. On top OFFICE AND BUSINESS PARK ASSETS sight of the overall cost of debt. In high corporate governance standards To that end, our game plan is to
investment1 on a stabilised basis. of these, we continued our rigorous EXHIBITING ROBUSTNESS navigating today’s volatile interest and integrating sustainability efforts remain true to our fundamentals
approach in tenant mix management Our portfolio also consists of four rate environment, this approach into our daily operations. while charting our way forward. MCT,
In October 2018, we announced to bring in a wide variety of well- quality office and business park becomes even more relevant. Since with a capable management at helm,
that VivoMart would be replaced loved brands such as Bath & Body assets, namely MBC I, PSA Building, FY16/17, we have been proactive in At MCT, we endeavour to keep has weathered tides and stayed the
by Singapore’s leading grocer and Works, Beauty in the Pot, Da Paolo Mapletree Anson and MLHF. refinancing our debts with longer- our environment, employees and course to deliver consistent value
multi-format retailer, NTUC FairPrice. Gastronomia and Hans Im Glück. term notes and bank borrowings. community in good shape to ensure to our Unitholders. Our stable fleet
We are pleased that the changeover MBC I stands out as a best-in-class the success and sustainability of our of assets, led by two best-in-class
of the former VivoMart space on Beyond physical upgrades and integrated office and business park During the year, we continued to take business. Now, more so than ever, as properties, VivoCity and MBC I, will
Level 1 and Basement 2 has made tenant remixing, VivoCity’s success complex given its size, Grade-A advantage of favourable opportunities these various stakeholders become continue to sail forward resiliently.
good progress since 1 April 2019. is also buttressed by its curated mix building specifications, proximity to enhance our financial flexibility. more aware of their impact on the
FairPrice has started fit-out works of fun and shopper-centric activities to the CBD, complete suite of In June 2018, we entered into two ecosystem, their diverse perspectives ACKNOWLEDGEMENTS
for its integrated space of 91,000 that drive footfall and sales. A key facilities and amenities, as well revolving credit facilities totalling have taken more weight in shaping In closing, we would like to thank
square feet. Specifically designed to event was the collaboration with the as its lush greenery. Its premium S$150.0 million and increased our our sustainability plans and actions. our Directors for their stewardship
cater to the varied needs of today’s Walt Disney Company to present offerings have attracted a list of Multicurrency Medium Term Note and guidance, and our staff for their
shoppers, the new store comprises the “VivoCity x Disney Tsum Tsum established tenants such as HSBC, (“MTN”) Programme limit from Our third Sustainability Report shares industrious service and dedication.
a FairPrice Xtra hypermarket, a Unity Mid-Autumn: A Celebration of Love” the Info-Communications Media S$1.0 billion to S$3.0 billion. We our ongoing practices, improvement We would also like to welcome
pharmacy and a Cheers convenience campaign from 30 August 2018 to Development Authority, Unilever and further secured term loan facilities efforts and achievements across Mr Alvin Tay and Mr Wu Long Peng
store. Meanwhile, about 24,000 30 September 2018. VivoCity Sky Samsung. With its strong attributes aggregating S$345.0 million in July key material environmental, social who were appointed as Independent
square feet of remaining anchor Park was filled with more than 2,000 and solid tenant base, MBC I has and August 2018 for refinancing. and governance factors. As we Non-Executive Directors on
space from VivoMart on Level 1 and Disney Tsum Tsum lanterns and a continued to give MCT a stable These concluded the refinancing of continue to refine our sustainability 15 December 2018. We look
Basement 2 has been recovered and record-setting 10-metre tall Mickey anchor. Mainly driven by higher MCT’s term loans due up till FY19/20. framework, we have decided to forward to their invaluable counsel.
fully committed by tenants including and Minnie Mouse lantern installation. rental income from new leases and adopt seven new United Nations
Uniqlo, who is expanding its footprint The month-long festivity was the effects of step-up rents in existing MCT also kept ample debt headroom (“UN”) Sustainable Development Finally, our appreciation goes out
in VivoCity, as well as new lifestyle overwhelmingly received by shoppers leases, MBC I posted 0.9% and 0.4% of approximately S$1.5 billion (based on Goals (“SDGs”) this year. These to you, our Unitholders, tenants,
and mid-range food & beverage of all ages and widely covered by the year-on-year growth in FY18/19 the 45% regulatory limit) and the debt UN SDGs are long-term goals shoppers, financiers and business
(“F&B”) offerings. Scheduled for local, international and social media. revenue and NPI respectively. maturity profile stayed well-distributed which allow companies to dovetail partners, for your continued
completion by 2Q FY19/20, the entire On 21 December 2018, VivoCity held with no more than 20% of debt due for their sustainability strategies and confidence and resolute support.
changeover is expected to contribute its inaugural Christmas Late Night Our consistent approach in retaining refinancing in any financial year. operations so as to contribute
approximately 40% of annual return Shopping, with over 100 retailers quality tenants and engaging them towards global betterment.
on investment on a stabilised basis2, extending their operating hours till early to secure renewals with an Given the upward revaluation of TSANG YAM PUI
in addition to the positive rental uplift 2 a.m.. The Christmas celebrations emphasis on preserving cashflows our portfolio and total debt at S$2,349.0 STAYING THE COURSE Non-Executive Chairman and Director
from the new grocer. Collectively, also included an outdoor skating rink has paid off. In FY18/19, our office million, aggregate leverage was Singapore’s economy improved by
these changes will further enhance from 7 to 25 December 2018. and business park properties lowered to 33.1% (as at 31 March 2019) 3.1% in 2018 and has been forecast SHARON LIM
VivoCity’s retail offerings and appeal. contributed S$231.0 million of from 34.5% (as at 31 March 2018). As at to grow at 1.5% to 2.5% in 20191. Executive Director and
31 March 2019, approximately 85.0% However, there could be uncertainties Chief Executive Officer
1 Based on capital expenditure of approximately S$16.0 million, including expenditure for related works such as addition of escalator and carpark deck,
installation of solar panels for the new carpark shelter and various M&E upgrading works.
2 Based on estimated capital expenditure of approximately S$2.2 million. 1 Source: Ministry of Trade & Industry, Economic Survey of Singapore First Quarter 2019 dated 21 May 2019.
DECEMBER 2018
• Mr Alvin Tay and Mr Wu Long
Peng were appointed as
Independent Non-Executive
Directors for MCTM.
JANUARY 2019
1 2 4 • library@harbourfront, Singapore’s
largest shopping mall library,
was officially opened in VivoCity,
MAY 2018 AUGUST 2018 marking the successful completion
• Zara reopened at VivoCity with • Secured term loan facilities of of the mall’s fourth AEI.
a new 33,000 square feet S$85.0 million for refinancing. • VivoCity was voted and awarded
concept store that carries its • Completed refinancing of bank 2nd place in the Expat Living
complete collections for women, borrowings due in August 2018 Readers’ Choice Awards 2019 for
men and kids. and April 2019. the Best Shopping Centre.
• Participated in the REITs • Collaborated with the Walt • VivoCity ushered in the Lunar
Symposium 2018, reaching out to Disney Company to organise New Year with the hallmark
more than 1,200 retail investors. the month-long “VivoCity TANGS Chinese New Year Fair,
x Disney Tsum Tsum Mid- exciting performances and
JUNE 2018 Autumn: A Celebration of Love” beautiful decorations including
• As part of the mall’s fourth AEI, campaign. VivoCity Sky Park a scenic floral garden at the
VivoCity launched its Basement was transformed into a dazzling outdoor Plaza.
1 extension that houses ten 5 6 wonderland that was filled with • Declared DPU of 2.33 Singapore
exciting lifestyle and athleisure more than 2,000 Disney Tsum cents for 3Q FY18/19, up 1.3%
brands spanning 24,000 square 1 Zara’s concept store sprawling 33,000 square feet of space Tsum lanterns and a record- year-on-year.
2 Outdoor skating rink at the Plaza during Christmas
feet of NLA. 3 Official opening of library@harbourfront
setting 10-metre tall Mickey and
• VivoCity Kids Club celebrated 4 Lion dance performance during Lunar New Year Minnie Mouse lantern installation. MARCH 2019
its 1st Anniversary. 5 VivoCity x Disney Tsum Tsum Mid-Autumn: A Celebration of Love • Declared DPU of 2.31 Singapore
6 VivoRewards Kiosk
• Entered into two revolving 7 VivoCity Kids Club 1st anniversary celebration SEPTEMBER 2018 cents for 4Q FY18/19, up 1.8%
credit facilities totalling S$150.0 • Moody’s reaffirmed MCT’s Baa1 year-on-year. Full year DPU
million and increased MTN (Stable) issuer rating. reached a record 9.14 Singapore
programme limit from S$1.0 • Introduced the VivoCity SG fundraising event where cents, up 1.1% from FY17/18.
billion to S$3.0 billion to enhance mobile application, a free one- participants shave their heads in OCTOBER 2018 • MCT’s portfolio of properties
financial flexibility. stop portal for shoppers to support for children with cancer. • Announced the changeover of were valued at S$7.0 billion,
easily browse through the mall’s • Partnered with Soles4Soul, a hypermarket at VivoCity. up 5.3% from a year ago.
JULY 2018 directory, find out about the latest non-profit social enterprise that • Declared DPU of 2.27 Singapore Correspondingly, NAV per unit
• MCT held its 7th Annual General promotions and events, manage aims to create sustainable jobs cents for 2Q FY18/19, up 1.3% rose 7.4% to S$1.60.
Meeting (“AGM”) with Unitholders their membership statuses, and provide relief through the year-on-year. • VivoCity and The Walt Disney
approving all resolutions tabled. and earn VivoRewards with distribution of shoes and clothing Company jointly won the Silver
• Announced DPU of 2.23 minimum hassle. around the world. During the NOVEMBER 2018 award for the Best Event-Led PR
Singapore cents for 1Q FY18/19. • VivoCity continued to support period, two large collection • VivoCity celebrated Christmas Campaign at the PR Awards 2019
• Secured term loan facilities Hair for Hope as venue sponsor boxes were placed in VivoCity with shoppers with a magnificent for the “VivoCity x Disney Tsum
aggregating S$260.0 million and partner. This is the Children’s for the public to donate their extravaganza, including Black Tsum Mid-Autumn: A Celebration
for refinancing. Cancer Foundation’s signature pre-loved footwear. 7 Friday sales from 23 to 25 of Love” campaign.
FY18/19 was a tumultuous year for the global financial S$1.89 on 31 March 2019, up 20.4% from the closing TRADING VOLUME OF MCT AND COMPARATIVE TRADING PERFORMANCE
market. The escalation in the US-China trade conflict, price of S$1.57 from a year ago. Taking into account
130.0% 50
Brexit, global growth concerns, as well as rising total distribution of 9.14 cents paid out for FY18/19, MCT MCT Unit Price +20.4%
60.0% 0
UNIT PRICE AND TRADING VOLUME APR 18 MAY 18 JUN 18 JUL 18 AUG 18 SEP 18 OCT 18 NOV 18 DEC 18 JAN 19 FEB 19 MAR 19
FY18/19 FY17/18
MCT Trading Volume MCT Unit Price FTSE Straits Times REIT Index FTSE Straits Times Index
Closing price on the last trading day prior to the period (S$) 1.570 1.530
Highest closing price (S$) 1.910 1.690
Lowest closing price (S$) 1.540 1.510
COMPARATIVE TRADING PERFORMANCE SINCE LISTING
Volume weighted average price (S$) 1.669 1.572
Closing price for the period (S$) 1.890 1.570 230.0%
MCT Unit Price +114.8%
of IPO Price
170.0%
FTSE Straits Times REIT Index +0.7%
150.0%
130.0%
1 Sum of distributions and capital appreciation for the period over the closing unit price on the last trading day prior to the commencement of the period. MCT is a constituent of these key indices1
2 Sum of distributions and capital appreciation for the period over the unit issue price at listing.
Source: Bloomberg Bloomberg Asia Pacific FTSE EPRA Nareit Developed iEdge APAC ex Japan Dividend
Financial Index Asia Index Leaders REIT Index
Bloomberg Asia Pacific World Index FTSE EPRA Nareit Singapore Index iEdge SG Real Estate 20 Index
Bloomberg Asia REIT Index FTSE Global Equity Index Series iEdge S-REIT Index
Bloomberg World Financial Index FTSE ST All-Share iEdge S-REIT 20 Index
Bloomberg World Index FTSE ST Real Estate Index MSCI Singapore Small Cap Index
Bloomberg World REIT Index FTSE ST REIT Index S&P Developed REIT Index
Dow Jones Global Select REIT Index FTSE ST Financials Index S&P Global BMI
FTSE ASEAN All-Share Index GPR General (World) Index S&P Global REIT USD Index
FTSE Developed Asia Pacific All Cap GPR General ex-US Index S&P Pan Asia REIT Index
FTSE EPRA Nareit Developed Index GPR General Singapore Index S&P Pan Asia Ex Japan REIT Index
1 The list of key indices is not exhaustive.
Mapletree Commercial Trust Management Ltd. is the Mapletree Commercial Property Management Pte. Ltd. is
BOARD OF DIRECTORS AUDIT AND RISK COMMITTEE
Manager of MCT. The Manager has general powers of the property manager of MCT (the “Property Manager”).
management over the assets of MCT. The Manager’s main The Property Manager is responsible for providing
Mr Tsang Yam Pui Ms Kwa Kim Li Mrs Jennifer Loh
responsibility is to manage MCT’s assets and liabilities property management, lease management, project
Non-Executive Chairman Lead Independent Chairperson
for the benefit of Unitholders. The Manager will set the management, marketing and administration of property
and Director Non-Executive Director
strategic direction of MCT and give recommendations to tax services for the properties in MCT’s portfolio. The Mr Koh Cheng Chua
the Trustee on acquisitions, divestments, developments Property Manager is a wholly-owned subsidiary of the Mrs Jennifer Loh Mr Kan Shik Lum
and/or enhancements of the assets of MCT in accordance Sponsor. The following diagram illustrates the relationship Independent Non-Executive Independent Non-Executive Mr Premod P. Thomas
with its stated investment strategy. The Manager is a between MCT, the Manager, the Property Manager, the Director Director
wholly-owned subsidiary of the Sponsor. Trustee and the Unitholders.
Mr Koh Cheng Chua Mr Premod P. Thomas
Independent Non-Executive Independent Non-Executive
NOMINATING AND
Director Director REMUNERATION COMMITTEE
Management Trustee’s
Services Fees
MANAGER TRUSTEE
Property
Management VIVOCITY INVESTMENTS &
FINANCE
Services MBC I ASSET MANAGEMENT
PROPERTY MANAGER PSA BUILDING Ms Janica Tan
MAPLETREE ANSON Mr Koh Wee Leong
Chief Financial Officer Head
Property MLHF
Management
Fees
PROPERTY
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JA
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PR
OVERVIEW T
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HarbourFront Precinct and the CBD.
RA
KENT RIDGE PARK
JA
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PR
T
CO HORTPARK
ES
RAFFLES
AY
SW
AS
T PSA CHINATOWN PLACE W
AY
H MBC I SS
IG RE
H
W BUILDING EX
P
AY L
VIVOCITY AY
SW DOWNTOWN AS
TA
ES TELOK AYER
Singapore’s largest mall with ALEXANDRA DHOBY PR CO
EX OUTRAM NA
PRECINCT MOUNT GHAUT AL PARK CENTRAL RI
1,078,789 square feet of NLA spread NTR MA
PASIR FABER CE CITY
BUSINESS
EAST COAST PARKWAY
over a three-storey shopping PANJANG HALL
TANJONG MARINA DISTRICT
LABRADOR TELOK PAGAR BAY
PORTFOLIO NET complex and two basement levels. PARK
MLHF VIVOCITY
CHINATOWN
AYER RAFFLES
HORTPARK
10 MINUTES DRIVE PLACE
LETTABLE AREA Strategically located in the heart FROM CBD TELOK MAPLETREE SW
AY
BLANGAH ANSON ES
of the HarbourFront Precinct, this MBC I PSA HARBOURFRONT DOWNTOWN
XP
R
BUILDING AY
million sq ft
BRANI
Mass Rapid Transit (“MRT”) station development with a 40-storey PANJANG MAPLETREE MARINA
ISLAND
and enjoys exceptional connectivity office block and a three-
LABRADOR MLHF VIVOCITY ANSON BAY
PARK RESORTS
TELOK WORLD
to Sentosa and the HarbourFront storey retail centre, ARC, with an BLANGAH HARBOURFRONT
SENTOSA
LABRADOR HARBOURFRONT
Centre. VivoCity is positioned as a aggregate NLA of 523,958 square NATURE RESERVE PRECINCT
multi-dimensional retail and lifestyle feet. PSA Building’s excellent location BRANI
ISLAND SENTOSA
destination for Singaporeans and within the Alexandra Precinct, a RESORTS
WORLD
SENTOSA
tourists alike, offering visitors a short distance from the CBD, makes
unique waterfront shopping and it an ideal choice for companies
dining experience. For the year who prefer a quality office location SENTOSA
ended 31 March 2019, VivoCity outside the CBD. ARC further offers
PORTFOLIO APPRAISED VALUE attracted 55.2 million visitors and a wide range of amenities and F&B MAJOR EXPRESSWAYS
MAJOR EXPRESSWAYS
S$7,039
MRT STATION
S$939.1 million of tenant sales. offerings to the working population
in the vicinity.
MRT STATION
23.7%
21.6%
13.1% 11.6%
COMMITTED
OCCUPANCY FY19/20 FY20/21 FY21/22 FY22/23 FY23/24
99.9%
& beyond
Number of Leases
MCT’s crown asset, VivoCity, continues to shine into its
60 91 135 41 27
12th year of operations. Stemming from our proactive
management efforts, VivoCity has withstood the test of Trade Mix by Gross Rental Income
(as at 31 March 2019)
time and remains one of Singapore’s most outstanding
Food & Beverage 31.1%
destination malls. Its consistently solid performance Fashion 20.4%
further stands out in today’s changing landscape. Fashion Related 10.8%
Hypermarket / Departmental Store 9.4%
Beauty 6.2%
FY18/19 revenue and NPI grew 3.0% and 3.6% Lifestyle 5.5%
respectively to reach S$212.9 million and S$162.3 Sports 5.4%
Electronics 4.7%
million. In spite of transitory impact and downtime from
Entertainment 2.9%
VivoCity’s fourth AEI, including the changeover of the Others2 3.6%
hypermarket, that were implemented in FY18/19, VivoCity 2 Others includes Optical, Retail Bank, Education, Services, Medical and Convenience.
welcomed 55.2 million shoppers during the year. Data are as at 31 March 2019. Gross revenue and NPI are for the financial year ended 31 March 2019.
S$939.1 million
951.8 958.2
939.2 939.11
908.9
1 2
SHOPPER TRAFFIC
55.2 million
6
55.8
55.0 55.2
53.2 53.2
1 First-ever makerspace for children in a public library 4 Spacious atrium for exclusive shoppers events
2 VivoCity Sky Park filled with more than 2,000 Disney Tsum Tsum 5 New Basement 1 extension with ten new exciting brands
lanterns and record-setting lantern installation 6 New and refreshing concepts introduced in FY18/19
3 Vibrant outdoor play area 7 Exclusive world of fun for VivoCity Kids Club members
MAPLETREE
BUSINESS CITY I
GROSS REVENUE
S$127.1 An integrated office and business park development comprising one 18-storey office tower (MBC 10)
million and three business park blocks (MBC 20E, MBC 20W and MBC 30)
million Key Tenants The Hongkong And Shanghai Banking Corporation Limited, Info-Communications
Media Development Authority, SAP Asia Pte. Ltd., Unilever Asia Private Limited
Lease Expiry Profile by Gross Rental Income Trade Mix by Gross Rental Income2
(as at 31 March 2019) (as at 31 March 2019)
office and business park complex. Conveniently OCCUPANCY Banking & Financial Services 24.9%
98.1%
located in the Alexandra Precinct, it enjoys close 19.9%
Government Related 16.0%
18.9%
proximity to the CBD. Furnished with Grade-A building 18.1% Consumer Goods 13.4%
as well as lush greenery, MBC I has attracted a list of 6.9% IT Services & Consultancy 9.7%
Mainly driven by higher rental income from new leases & beyond Real Estate 4.2%
and the effects of step-up rents in existing leases, Number of Leases Energy 4.1%
FY18/19 revenue and NPI respectively. With its strong 2 Total does not add up to 100% due to rounding.
3 Others include F&B, Education, Medical and Fitness.
attributes and solid tenant base, MBC I will continue to
be a stable anchor for MCT’s long-term performance. Data are as at 31 March 2019. Gross revenue and NPI are for the financial year ended 31 March 2019.
S$38.5
Pte Ltd, Casino Regulatory Authority
Retail:
Lease Expiry Profile by Gross Rental Income2 Trade Mix by Gross Rental Income
COMMITTED (as at 31 March 2019) (as at 31 March 2019)
OCCUPANCY
52.6%
Shipping Transport 34.1%
96.4% Government Related 14.7%
MAPLETREE ANSON A 19-storey office building in the CBD with Grade-A building
specifications
Net Lettable Area 328,912 square feet
Number of Leases 22
GROSS REVENUE
Car Park Lots 80
S$26.9
1 Actual occupancy was 96.8%.
31.6%
9.5% 9.6%
6.9%
COMMITTED
OCCUPANCY
97.8%
FY19/20 FY20/21 FY21/22 FY22/23 FY23/24
& beyond
Number of Leases
2 3 10 3 4
89.0%
OCCUPANCY
100.0%
11.0%
Number of Leases
– – – 2 1
Data are as at 31 March 2019. Gross revenue and NPI are for the financial year ended 31 March 2019.
PORTFOLIO PERFORMANCE by Mr S. Iswaran, Minister for converted into specialty shops. The Steady Performance by Office PSA Building maintained better SUMMARY OF LEASES
Demonstrating the underlying Communications and Information, recovered space on Basement 2 and and Business Park Assets than market occupancy of 96.4%. COMMITTED IN FY18/19
strength of our asset management on 12 January 2019. The 32,000 Level 1 of the former hypermarket MCT’s focus on retaining quality The completion of the upgrading The retention rate of our tenants in
effort and portfolio, MCT continued square feet library, the largest area has been fully committed by tenants and engaging them early to of common areas and toilets at the FY18/19 was 67.3%, largely reflecting
to generate steady growth in shopping mall library in Singapore, tenants including Uniqlo, an existing secure renewals enabled its office office floors in FY18/19 added to our proactive lease management to
gross revenue, NPI and valuation is designed to suit all ages and tenant which is doubling its footprint and business park assets to perform the continued attractiveness of constantly refresh the tenant mix to
in FY18/19. MCT’s portfolio gross is integrated with interactive in VivoCity, as well as new lifestyle steadily. In FY18/19, the office and the building. keep VivoCity relevant in a rapidly
revenue increased 2.4% year-on-year technology. The library complements and mid-range F&B offerings. business parks assets achieved 8.7% changing retail environment. Key
to S$443.9 million while portfolio VivoCity’s positioning with its focus rental uplift, largely due to the short- Notwithstanding some tenant changes during the year included
NPI grew 2.6% to S$347.6 million, on families with children, and this While shopper traffic for FY18/19 term extension of a major tenant at changeover, Mapletree Anson the replacement of the hypermarket
with overall NPI margin at a healthy well-placed addition is expected to grew 0.5% year-on-year to 55.2 PSA Building. achieved 97.8% committed operator to NTUC Fairprice.
level of 78.3%. As at 31 March 2019, encourage repeat visits to VivoCity million, tenant sales dipped 2.0% occupancy. MLHF continued to
the committed occupancy of the and strengthen its attractiveness as year-on-year to S$939.1 million due MBC I closed the year with contribute to MCT’s portfolio stability On a portfolio basis, rental rates for
portfolio remained high at 98.5%. a destination mall. to the transitory impact from the occupancy of 97.8% and committed and maintained full occupancy renewed and new leases in FY18/19
Driven by strong asset performance AEI, changeover of hypermarket and occupancy of 98.1%. The property throughout FY18/19. saw an average increase of 5.4%
and robust market sentiments, the On a stabilised basis, this AEI which rigorous management of tenant mix continued to be an anchor to MCT’s against preceding fixed rents at the
total value of MCT’s investment cost approximately S$16.0 milllion, during the year. Occupancy cost stable and sustainable performance end of the expiring leases (including
properties grew 5.3% to S$7.0 billion delivered an annual return on remained at a sustainable level of with revenue and NPI increasing 0.9% the effect of rent review of a key
as at 31 March 2019. investment of over 10%. 20.5%. Overall, VivoCity achieved and 0.4% respectively year-on-year. tenant at MBC I).
a positive 3.4% rental uplift, with
ACTIVE ASSET MANAGEMENT To keep the mall relevant in a rapidly 29.8% of the mall’s NLA being
AND LEASING changing retail environment, VivoCity renewed or re-let. Number of Leases Retention Rate % Change in
Increasing Vibrancy at VivoCity introduced a number of new and Committed (by NLA) Fixed Rents1
FY18/19 marked another exciting year exciting retail concepts during the year. Record-Setting Lantern Installation Retail 169 60.0% 3.5%2
for MCT as we witnessed the fruition New and larger format concept stores at VivoCity Sky Park
of VivoCity’s 4th and largest scale by existing tenants, Zara, Superdry and As part of our ongoing effort to Office/Business Park 23 73.8% 10.3%
AEI to date. The year-long, multi- Pull & Bear, opened in 1Q FY18/19, curate fun and shopper-centric
• Including rent review3 – – 8.7%
phased AEI largely consisted of the further defining VivoCity’s positioning events to drive footfall, VivoCity
conversion of about 32,000 square as a key destination mall. Marks & partnered with The Walt Disney MCT Portfolio 192 67.3% 5.5%
feet of retail space on Level 3 into Spencer also expanded its footprint Company to present the “VivoCity x
MCT Portfolio
a public library under the National to introduce a food hall concept. Disney Tsum Tsum Mid-Autumn: – – 5.4%
• Including rent review3
Library Board through the CSFS Amongst the popular new brands A Celebration of Love” campaign.
and decanting the retail space from that were introduced to the mall The collaboration transformed
1 Based on the average of the fixed rents over the lease period of the new leases divided by the preceding fixed rents of the expiring leases. Rent reviews
Level 3 to create an extension of the include 6ixty8ight, Bath & Body Works, VivoCity Sky Park into a lantern are typically not included in the calculation of rental reversions.
existing Basement 1 retail space. Beauty In The Pot, Hans Im Glück and wonderland that was filled with 2 Includes the effect of trade mix changes and units subdivided and/or amalgamated.
Paradise Teochew Restaurant. more than 2,000 Disney Tsum 3 Includes the effect of rent review of a key tenant at MBC I for approximately 195,000 square feet of space.
The Basement 1 extension was Tsum lanterns as well as a 10-metre
launched in June 2018, adding We were also delighted that NTUC tall Mickey and Minnie Mouse
approximately 24,000 square feet of FairPrice, Singapore’s leading installation that set the Asia Book
new NLA that houses ten exciting grocer and multi-format retailer, of Records for the largest lantern
lifestyle and athleisure brands. In will enter VivoCity with a new sculpture. Held from 30 August
addition, a new set of escalators integrated hypermarket concept by to 30 September 2018, the event
connecting Basement 2 to Level 2Q FY19/20. At 91,000 square feet, was overwhelmingly received by
1 was added to enhance vertical this will be NTUC FairPrice’s largest shoppers of all ages and widely-
connectivity within the mall. Other hypermarket in Singapore, featuring a covered by the local, international
works carried out with this AEI new integrated concept designed to and social media. The event also
included the addition of solar panels cater to the varied needs of today’s clinched the Silver award for the
on the new roof-top carpark shelter, shoppers. It will house a FairPrice Best Event-Led PR Campaign at
addition of toilets on Basement 1 and Xtra hypermarket, a Unity pharmacy, the PR Awards 2019 Southeast
upgrading of the water feature at the and a Cheers convenience store. Asia, an annual awards programme
outdoor Plaza. organised by the Marketing-
Together with the changeover of the Interactive Magazine to recognise
The much anticipated library@ hypermarket operator, 24,000 square the efforts of PR practitioners on
harbourfront was officially launched feet of space will be recovered and both the client and agency side.
PORTFOLIO OCCUPANCY MCT’S TOP TEN TENANTS BY GROSS RENTAL INCOME (AS AT 31 MARCH 2019)
As a result of our active asset management and proactive leasing strategy, the portfolio maintained a high committed
Tenant % of Gross Rental Income
occupancy of 98.5% as at 31 March 2019.
1 Merrill Lynch Global Services Pte. Ltd. 3.7%
As at As at As at As at As at 2 The Hongkong and Shanghai Banking Corporation Limited 3.4%
31 March 2015 31 March 2016 31 March 2017 31 March 2018 31 March 2019
3 PSA Corporation Limited 2.8%
Actual Committed
4 Info-Communications Media Development Authority 2.7%
VivoCity 97.5% 99.6% 99.0% 93.1%1 99.4%1 99.9%1
5 SAP Asia Pte. Ltd. 2.3%
MBC I – – 99.0% 99.4% 97.8% 98.1%
PSA Building 95.4% 92.8% 98.3% 96.1% 96.4% 96.4% 6 Cold Storage Singapore (1983) Pte Ltd 2.3%
Mapletree Anson 87.5% 91.0% 100.0% 86.6% 96.8% 97.8% 7 Unilever Asia Private Limited 2.3%
MLHF 100.0% 100.0% 79.2% 100.0% 100.0% 100.0% 8 Government Technology Agency 2.1%
MCT Portfolio 95.7% 96.6% 97.9% 96.1% 98.1% 98.5% 9 Samsung Asia Pte. Ltd. 2.1%
1 Based on VivoCity’s enlarged NLA mainly resulting from the added public library on Level 3 and bonus GFA from the CSFS deployed to extend 10 Mapletree Investments Pte Ltd 2.0%
Basement 1. The Basement 1 extension was opened in June 2018, while the public library was opened in January 2019.
Total 25.5%1
2 Total does not add up due to common tenants across properties. 16 Electronics – Retail 2.2%
17 Others3 9.5%
FY19/20 FY20/21 FY21/22 FY22/23 FY23/24
& beyond
2 Total may not add up to 100% due to rounding differences.
3 Others includes Pharmaceutical, Energy, Entertainment, Retail Bank, Insurance, Optical, Education, Consumer Services, Medical, Services
Number of Leases and Convenience.
94 142 190 67 41
FY18/19 FY17/18 Variance GROSS REVENUE Revenue for MBC I was higher by The higher NPI was offset by
(S$’000) (S$’000) % Gross revenue of S$443.9 million for S$1.1 million mainly due to higher higher finance expenses and higher
Gross revenue 443,893 433,525 2.4 FY18/19 was 2.4% higher compared rental income from new leases and Manager’s management fees.
to FY17/18. This was mainly due the effects of the step-up rents in Accordingly, profit before tax and
Property operating expenses (96,266) (94,680) (1.7)
to higher contribution from all existing leases. fair value change in investment
Net property income 347,627 338,845 2.6 properties except Mapletree Anson. properties increased to S$245.7
Finance income 666 403 65.3 Revenue for Mapletree Anson was million for FY18/19.
Finance expenses (70,014) (64,329) (8.8) Revenue for VivoCity was S$6.3 marginally lower mainly due to lower
Manager's management fees million higher than FY17/18 driven occupancy in FY18/19, partially offset FINANCE EXPENSES
mainly by higher rental income from by the effects of the step-up rents Finance expenses of S$70.0 million
- Base fees (16,972) (16,087) (5.5)
new and renewed leases achieved in existing leases and compensation for FY18/19 were 8.8% higher as
- Performance fees (13,905) (13,554) (2.6)
together with the completed AEI, the sums received. compared to FY17/18 mainly due to
Trustee's fees (829) (794) (4.4) effects of step-up rents in existing the refinancing of bank borrowings
Other trust expenses (1,104) (1,160) 4.8 leases and higher other revenue. PROPERTY OPERATING EXPENSES with fixed rate MTNs issued in
Net foreign exchange gain 574 1,618 (64.5) This was in spite of the downtime Property operating expenses of FY17/18 and new term loans drawn
Net change in fair value of financial derivatives (359) (1,573) 77.2 resulting from spaces vacated to S$96.3 million for FY18/19 were down in 2Q FY18/19, additional loans
make way for the public library on higher by 1.7% as compared to drawn down during the financial year
Profit before tax and fair value change in investment properties 245,684 243,369 1.0
Level 3 and to create concept stores FY17/18 mainly due to compensation as well as higher interest rates on
Adjustments on Level 1 during 1Q FY18/19, and paid to terminate leases, higher floating rate borrowings and higher
- Unrealised foreign exchange gain (574) (1,618) 64.5 the rigorous management of tenant staff costs, marketing and promotion percentage of fixed rate debt.
- Net change in fair value of financial derivatives 359 1,573 (77.2) mix in 3Q FY18/19. expenses and property management
- Net effect of other non-tax deductible items and other adjustments 18,558 17,035 8.9 fees, partially offset by lower INCOME AVAILABLE FOR
Income available for distribution to Unitholders 264,027 260,359 1.4 Revenue for PSA Building was S$1.6 utilities expenses. DISTRIBUTION AND DISTRIBUTION
million higher mainly due to higher PER UNIT
DPU (Singapore cents) 9.14 9.04 1.1
rental income from renewed leases NET PROPERTY INCOME AND Income available for distribution
and higher other revenue. PROFIT BEFORE TAX AND of S$264.0 million for FY18/19 was
FAIR VALUE CHANGE IN 1.4% higher compared to FY17/18.
GROSS REVENUE PROPERTY OPERATING EXPENSES NET PROPERTY INCOME Revenue for MLHF was S$1.4 million INVESTMENT PROPERTIES Correspondingly, the DPU of 9.14 cents
higher mainly due to full occupancy Accordingly, NPI increased by 2.6%
S$443.9 S$96.3 S$347.6
for FY18/19 was 1.1% higher than the
in FY18/19. to S$347.6 million for FY18/19. DPU achieved in FY17/18 of 9.04 cents.
million million million The table below shows MCT Group’s total operating expenses in absolute terms and as a percentage of MCT’s NAV as
at end of the financial year.
2.4% 1.7% 2.6%
As at 31 March 2019 As at 31 March 2018
(S$ million) (S$ million) (S$ million) Total Operating Expenses (S$’000)
1
129,076 126,275
PROJECT MANAGEMENT FEES the space to extend the existing 3% of the total construction costs NET ASSETS ATTRIBUTABLE TO UNITHOLDERS
During the financial year, project Basement 1, injecting a new stack of of the AEIs. The quantum of the
management fees of S$555,000 for escalators to connect Basement 2 project management fee is within As at 31 March 2019 As at 31 March 2018 Change %
the completed AEIs at VivoCity and and Level 1 through the Basement 1 market norms and reasonable range
Total Assets 7,100,765 6,740,813 5.3
PSA Building, payable to the Property extension, as well as related works as assessed by WT Partnership (S)
Manager, were capitalised in the such as adding a carpark deck, Pte Ltd in its opinion issued on 10 Total Liabilities 2,484,786 2,457,440 1.1
investment properties. installation of solar panels as shelter May 2018. The fee and disclosure
Net Assets Attributable to Unitholders 4,615,979 4,283,373 7.8
for the new carpark and various M&E are in accordance to the Manager’s
The AEI at VivoCity included the upgrading works. The AEI at PSA undertaking as disclosed in the MCT NAV per Unit (S$) 1.60 1.49 7.4
conversion of 32,000 square feet of Building included the upgrading of IPO prospectus.
commercial space on Level 3 into a toilets and lift lobbies. The project
public library, decanting and using management fees payable represent
Total assets increased by 5.3% to MAS has granted the Group a million were executed to replace
S$7,100.8 million as at 31 March 2019 waiver from complying with the those that were expiring during
VALUATION OF ASSETS
as compared to S$6,740.8 million requirement under Paragraph 4.3 FY18/19 and S$270.0 million that
As at 31 March 2019, MCT’s properties were valued at S$7,039.0 million, mainly due to compression of capitalisation
as at 31 March 2018, largely due of Appendix 6 to the CIS Code to would expire in April 2019. As at
rates and discount rates and better operating performance at VivoCity.
to the increase in valuation of the prepare its financial statements in 31 March 2019, approximately 85.0%
Valuation as at 31 March 20191 Valuation as at 31 March 2018 investment properties. accordance with the Singapore of the gross debt was fixed by way of
Financial Reporting Standards. The IRS and fixed rate debt.
S$ million S$ per sq ft NLA Capitalisation Rate S$ million Investment properties increased Group has adopted SFRS(I) on 1 April
(%) from S$6,682.0 million as at 31 2018 and the financial statements As at 31 March 2019, MCT’s total
VivoCity 3,200.0 2,966 psf 4.60% 3,028.0 March 2018 to S$7,039.0 million as of the Group for the financial year gross debt was S$2,349.0 million.
Office: 4.00% at 31 March 2019 taking into account ended 31 March 2019 have been With the upward revaluation of the
MBC I 2,018.0 1,182 psf 1,892.0 capital expenditures of S$20.5 million prepared in accordance with SFRS(I). investment properties, the aggregate
Business Park: 5.10%
incurred during the financial year and leverage ratio decreased from 34.5%
Office: 4.10%
PSA Building 763.0 1,456 psf 740.0 the higher appraised values of the CAPITAL MANAGEMENT as at 31 March 2018 to 33.1% as
Retail: 4.85%
properties by independent valuers as The Manager continues to actively at 31 March 2019 based on total
Mapletree Anson 728.0 2,213 psf 3.60% 701.0 at 31 March 2019. manage MCT’s capital structure assets and was 50.9% based on net
MLHF 330.0 1,530 psf 4.00% 321.0 and takes a disciplined approach in assets. For the financial year ended
Correspondingly, net assets addressing funding requirements and 31 March 2019, MCT achieved a
MCT Portfolio 7,039.0 6,682.0
attributable to Unitholders increased managing refinancing and interest healthy interest coverage ratio
1 The valuation for VivoCity was conducted by CBRE while the valuations for MBC I, PSA Building, Mapletree Anson and MLHF were undertaken by by 7.8% to S$4,616.0 million over rate risks. of approximately 4.5 times and a
Knight Frank. the previous financial year ended prudent average all-in cost of debt
31 March 2018, reflecting a higher To enhance financial flexibility, MCT of 2.97% per annum.
NAV per unit of S$1.60 as at 31 March entered into two RCFs totalling
2019. The adjusted NAV per unit (after S$150.0 million and increased its MTN Overall, MCT has maintained a well-
excluding the distributable income Programme limit from S$1.0 billion to distributed debt maturity profile with
payable for 4Q FY18/19) was S$1.57. S$3.0 billion. no more than 20% of debt due for
refinancing in any financial year.
ACCOUNTING POLICIES In FY18/19, MCT drew on S$345.0
The financial statements have million of the term loans facilities All borrowings continue to be
been prepared in accordance with executed in July and August 2018 unsecured with minimal financial
the Singapore Financial Reporting to refinance S$144.0 million of bank covenants.
Standards (International) (“SFRS(I)”) borrowings due in August 2018 and
issued by the Accounting Standards S$197.6 million of bank borrowings
Council (Singapore), relevant ahead of its maturity in April 2019.
requirements of the Code on
Collective Investment Schemes (the As part of the Manager’s active
“CIS Code”) issued by the Monetary capital management approach,
Authority of Singapore (“MAS”) and IRS of notional S$280.0 million and
the provisions of the Trust Deed. forward start IRS of notional S$65.0
DEBT MATURITY PROFILE (AS AT 31 MARCH 2019) 1. THE SINGAPORE ECONOMY 2. THE OFFICE MARKET
1.1 Economic Overview 2.1 Existing Office Supply
Gross Debt (S$ million) According to the Ministry of Trade & Industry (“MTI”), In 1Q 2019, the total islandwide office stock tracked by
Singapore’s economy grew by 3.1% in 2018, easing CBRE rose by 2.2% year-on-year to 60.8 million sf. This
452.7 464.0 from the 3.7% expansion recorded in the previous year. was largely due to the completions of Paya Lebar Quarter
439.3
Growth was primarily driven by the manufacturing sector. (870,170 sf) and Frasers Tower (663,000 sf).
373.0 Supported by the electronics, transport engineering and
biomedical manufacturing clusters, the manufacturing Core CBD (made up of Raffles Place, Shenton Way,
264.0 295.0 sector expanded by 7.0% in 2018. The services sector Marina Centre and Marina Bay), the most sought-after
292.7
expanded by 2.9% with strong performance from the prominent location for large corporate office occupiers
369.3 information & communications, finance & insurance and to house their businesses’ front office functions and
288.0
175.0 175.0
business services sectors. In contrast, the construction headquarters, accounted for close to half (49.9% or
sector shrank by 3.7% in 2018, weighed down by public 30.3 million sf) of the islandwide stock. The remaining
100.0
sector construction activities. 26.9% and 23.2% of the total islandwide office stock
50.0 200.0
160.0 is distributed in the Fringe CBD and Decentralised
120.0
70.0 85.0 Headline inflation eased from 0.6% in 2017 to 0.4% in submarkets respectively.
2018. Meanwhile, core inflation averaged at 1.7% in 2018.
FY19/20 FY20/21 FY21/22 FY22/23 FY23/24 FY24/25 FY25/26 FY26/27 FY27/28 The latest Monetary Authority of Singapore Economic Tanjong Pagar and HarbourFront/Alexandra Micro-markets
Survey expects core inflation to be 1.4% in 2019. The office stock in the Tanjong Pagar1 and HarbourFront/
% of Total Debt Alexandra2 micro-markets stood at 5.6 million sf and
Economic growth is projected to moderate in 2019 3.6 million sf respectively as at 1Q 2019. The Tanjong
2% 19% 19% 20% 16% 13% – 7% 4% due to a weaker external demand outlook and ongoing Pagar micro-market commands 9.2% of the overall market
trade tensions. According to official forecasts, the 2019 while the HarbourFront/Alexandra micro-market occupies
Bank Debt MTN
economic growth is likely to come in between 1.5% to 2.5%. 5.9% market share of the islandwide office stock.
1 For confidentiality reasons, CBRE cannot provide the full list of buildings in the particular basket. The key projects in the Tanjong Pagar basket are
Guoco Tower, 79 Anson Road, AXA Tower, Mapletree Anson and Twenty Anson among others.
2 For confidentiality reasons, CBRE cannot provide the full list of buildings in the particular basket. The key projects in the HarbourFront/Alexandra basket
are HarbourFront Tower 1 and 2, HarbourFront Centre, MLHF, Keppel Bay Tower, the office component of MBC I, PSA Building, and Fragrance Empire
Building among others.
The 2020 office pipeline is expected to increase slightly Chart 2: Islandwide Future Office Supply Meanwhile, JustCo will open its latest space at China Square The recently unveiled URA Draft Master Plan 2019
from the previous year. Majority (73.5%) of the 2020 office Central in 4Q 2019. Competition is set to intensify further envisaged the central area to be a vibrant lifestyle
supply is in Core CBD submarket. This includes ASB with the entrance of Campfire Collective, a Hong Kong- destination with a wider diversity of land uses. Furthermore,
Tower (514,000 sf), Oxley@Raffles (312,853 sf) and Afro- 1.4 based co-working firm. Based on CBRE estimates, the total the HarbourFront/Alexandra micro-market will be the key
Asia I-Mark (153,526 sf). Other new office completions amount of office space occupied by co-working operators business node within the Greater Southern Waterfront.
1.2 0.2
include Centrium Square (107,041 sf) and St James Power has doubled over the year to 1.4 million sf in 2018.
0.1
Station (118,392 sf) in the Decentralised submarket. 1.0
0.5
2.4 Office Vacancy
Vacancy Rate
Power Station in 2020 will contribute 118,392 sf of office the finance, technology and co-working sectors. The 12.0%
space in the HarbourFront/Alexandra micro-market. islandwide net absorption for 1Q 2019 was 137,936 sf. 10.0%
8.0%
2.3 Demand & Occupancy The appetite for growth among agile space operators 6.0%
Total islandwide office net absorption continued to exhibit remained strong in 2018 and into 1Q 2019. WeWork 4.0%
growth in 2018, coming in at 1.6 million sf. The islandwide announced its launch of three new offices in Suntec City 2.0%
office leasing activities were well supported by strong Tower, City House and 8 Cross Street. This translates to 0%
office demand from various sectors including financial approximately 2,500 desks in total for the three offices.
1Q 2014
2Q 2014
3Q 2014
4Q 2014
1Q 2015
2Q 2015
3Q 2015
4Q 2015
1Q 2016
2Q 2016
3Q 2016
4Q 2016
1Q 2017
2Q 2017
3Q 2017
4Q 2017
1Q 2018
2Q 2018
3Q 2018
4Q 2018
1Q 2019
Chart 3: Islandwide Office Supply, Demand & Vacancy
Islandwide Vacancy Rate Tanjong Pagar Vacancy Rate Alexandra/HarbourFront Vacancy Rate
0.8 4.0% occupancy. Rents of Grade A (Core CBD) office grew for month in 1Q 2019. With a tightening availability of prime
Vacancy Rate
0.6 3.0% the seventh consecutive quarters to S$11.15 psf/month in office space, potential tenants could widen their location
0.4 2.0% 1Q 2019. Rents of Grade A office grew strongly by 14.9% search for suitable premises. This may drive up leasing
0.2 1.0% year-on-year. On the other hand, Grade B (Islandwide) demand for well-located Grade B offices.
0.0 0.0%
-0.2 -1.0% Table 1: Monthly Office Rents
-0.4 -2.0%
1Q 2019 (S$ psf/month) Year-on-year Quarter-on-quarter
-0.6 -3.0%
1Q 2014
2Q 2014
3Q 2014
4Q 2014
1Q 2015
2Q 2015
3Q 2015
4Q 2015
1Q 2016
2Q 2016
3Q 2016
4Q 2016
1Q 2017
2Q 2017
3Q 2017
4Q 2017
1Q 2018
2Q 2018
3Q 2018
4Q 2018
1Q 2019
Chart 5: Office Rents The office investment market is expected to remain firm. include Century Square (211,000 sf) and the Basement 1
With office rental projected to remain on an upward extension at VivoCity (24,000 sf). Approximately 168,755
12.00 60.0% trajectory, Singapore’s commercial sector emerged sf of new retail space were completed in 1Q 2019
favourable among property funds. including the AEI at TripleOne Somerset (71,800 sf).
10.00 50.0%
Within the Tanjong Pagar micro-market, Twenty Anson HarbourFront/Alexandra Micro-market
Rent (S$ psf/month)
8.00 40.0% was sold to a private equity fund for S$516.0 million in 2Q The HarbourFront/Alexandra precinct is mainly anchored
Premium
2018. No enbloc office transaction was recorded for the by landmark retail developments which comprise
6.00 30.0%
HarbourFront/Alexandra micro-market in 2018. VivoCity, HarbourFront Centre and Resorts World Sentosa
(“RWS”). They are further complemented by smaller
4.00 20.0%
2.7 Office Outlook developments such as 1) ARC, 2) the retail portion of
2.00 10.0% The economic outlook for Singapore in 2019 is expected Mapletree Business City (“MBC”), 3) Anchorpoint and 4)
to slow down when compared with 2018. Growth in Alexandra Central, which cater to both the working and
0 0.0% outward-oriented services sector are projected to taper residential population in the vicinity.
in tandem with moderating growth in advanced and
1Q 2014
2Q 2014
3Q 2014
4Q 2014
1Q 2015
2Q 2015
3Q 2015
4Q 2015
1Q 2016
2Q 2016
3Q 2016
4Q 2016
1Q 2017
2Q 2017
3Q 2017
4Q 2017
1Q 2018
2Q 2018
3Q 2018
4Q 2018
1Q 2019
regional economies. MTI has forecast the 2019 GDP VivoCity is complemented by HarbourFront Centre, a
growth at 1.5% to 2.5% . mixed-use development comprising of both office and
retail offerings as well as an international cruise centre.
Grade A (Core CBD) Grade B (Islandwide) Premium (RHS)
The general outlook of the office market remains largely Holistically, both developments are the only full-fledged retail
Sources: CBRE sanguine with stabilising demand and moderating development in the HarbourFront/Alexandra micro-market,
pipeline supply. Leasing interests for upcoming enabling the area to establish a regional retail presence that
In general, the Tanjong Pagar micro-market experienced and Manulife Centre (S$555.5 million). The increasing
developments appears to be healthy. Banking and attracts visitors and shoppers across Singapore.
lower volatility relative to the overall market due to number of new office investors in 2018 was a testament
finance, technology, co-working and shipping companies
its higher concentration of non-banking and financial of investors’ confidence in Singapore’s market. These
are expected to be the key leasing drivers of office space Located on Sentosa Island, RWS comprises
services tenants. A two-tier state exists in the area as include Gaw Capital’s purchase of Robinson 77, ARA-
in 2019. In particular, co-working operators have been predominantly by F&B outlets as well as luxury boutique
newer development with better building specifications Chelsfield’s joint purchase of Manulife Centre and
fervent in their pursuit of gaining more market share and outlets catering to tourists. The recently announced
command higher rents relative to older developments. Kenedix Inc’s purchase of a 25.0% stake in Capital Square.
are aggressive in taking up office spaces. The technology expansion of RWS is expected to yield a new waterfront
Following three consecutive quarters of increase, office
sector is expected to continue growing as domestic promenade, lined with both retail and F&B outlets over
2.6 The Office Investment Market and Capital Values investment volume dipped by 91.4% over the quarter to
digitisation efforts gain increasing importance. However, the next five years.
Office assets were sought after by investors in 2018. S$258.5 million in 1Q 2019 with the first quarter of the
there is some level of concern about the depth of office
Office investment sales stood at S$5.9 billion for whole year typically being quieter.
demand and its over-reliance on the co-working and 3.2 Future Retail Supply
of 2018. Notable examples of enbloc office transactions
technology sectors. The total projected islandwide retail supply over the next
in 2018 include the sale of the office component of Grade A office capital values increased by 7.1% year-
three years (2Q 2019 to 2021) is estimated at 1.3 million sf.
OUE Downtown 1 and 2 (S$908.0 million), Robinson on-year to reach S$3,000 psf in 1Q 2019. Yields rose by
Office vacancy is projected to continue to decline in the Majority (79.4%) of the upcoming retail supply is expected
77 (S$710.0 million), 78 Shenton Way (S$680.0 million) 0.25%-point to 3.55% in 1Q 2019.
near future with a thinning pipeline of supply. Office rents to be completed in 2019 with significant tapering of retail
are expected to improve albeit at a more measured pace. supply projected in 2020 and 2021. Most of the future
Chart 6: Office Capital Values and Net Yield retail supply is in the Downtown Core (41.1%).
3. THE RETAIL MARKET
3,200 6.0% 3.1 Existing Retail Supply Approximately 1.0 million sf of retail space is slated for
The islandwide private retail stock increased by 1.7% year- completion in 2019. Upcoming retail developments in the
3,000 5.0% on-year to 49.7 million sf in 1Q 2019. The Suburban Area Downtown Core Area include Funan (325,000 sf) and the
accounted for most of the retail stock at 26.4%. This was shopping arcade at Raffles Hotel (133,526 sf). The biggest
2,800 4.0% followed by Fringe Area (26.3%), Rest of Central (18.7%), injection of retail space in the Fringe Area is the PLQ Mall
Grade A Prime Yield
Orchard Road (14.8%) and Downtown Core (13.8%). located in Paya Lebar (340,000 sf). Upcoming suburban
2,600 3.0%
retail supply include the retail component at the mix-used
(S$ psf)
There were several new completions of retail space Woods Square (44,800 sf) development.
2,400 2.0%
in 2018. Jewel Changi Airport received its temporary
2,200 1.0% occupation permit in the final quarter of 2018, adding Retail supply is projected to tighten substantially to
around 576,000 sf of retail space to the Suburban Area. around 173,918 sf in 2020. New retail developments in
2,000 0.0% Other notable new retail completions include Wisteria the Suburban Area consist of the retail component at
Mall (77,500 sf), City Gate (76,300 sf) and the retail Stars of Kovan (20,182 sf) while Centrium Square and
1Q 2014
2Q 2014
3Q 2014
4Q 2014
1Q 2015
2Q 2015
3Q 2015
4Q 2015
1Q 2016
2Q 2016
3Q 2016
4Q 2016
1Q 2017
2Q 2017
3Q 2017
4Q 2017
1Q 2018
2Q 2018
3Q 2018
4Q 2018
1Q 2019
component at Outpost Hotel Sentosa & Village Hotel Artra will contribute approximately 27,179 sf and 21,528 sf
Sentosa (37,100 sf). A number of AEI to existing retail of new retail space to the Fringe Area respectively.
Grade A Capital Value (LHS) Grade A Prime Yield (RHS) centres were also completed in 2018. Prime examples
Sources: CBRE
Chart 7: Future Retail Supply The 2021 retail pipeline will taper further to 98,036 sf. Retail sales performance moderated in 2018 with easing Chart 9: Visitors Arrivals & Retail Sales Index
Most of the new retail supply is concentrated in the economic growth. The retail sales index based on (excluding Motor Vehicles)
Suburban Area: Le Quest (41,333 sf), and Changi Garden Constant Prices (excluding motor vehicles) remained
1.0 Homes (24,703 sf). stable, having increased marginally by 0.5% year-on-year 20.0 104.0
0.1 to 100.5 in 2018. Retail sales in 2018 were mainly driven
18.0 102.0
HarbourFront/Alexandra Micro-market by medical goods & toiletries, furniture & household
of retail leasing demand in 2018. It was reported that keep pace with the growth in visitorship in 2018. Retail Sales Index (excluding Motor Vehicles) (RHS)
36.0 140
2.0 10.0%
34.0 120
1.5 7.5%
32.0 100
Vacancy Rate
28.0 60
0.5 2.5%
26.0 40
0.0 0.0%
24.0 20
1Q 2014
2Q 2014
3Q 2014
4Q 2014
1Q 2015
2Q 2015
3Q 2015
4Q 2015
1Q 2016
2Q 2016
3Q 2016
4Q 2016
1Q 2017
2Q 2017
3Q 2017
4Q 2017
1Q 2018
2Q 2018
3Q 2018
4Q 2018
1Q 2019
-1.0 -5.0
1Q 2014
2Q 2014
3Q 2014
4Q 2014
1Q 2015
2Q 2015
3Q 2015
4Q 2015
1Q 2016
2Q 2016
3Q 2016
4Q 2016
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2Q 2017
3Q 2017
4Q 2017
1Q 2018
2Q 2018
3Q 2018
4Q 2018
1Q 2019
Orchard Road (LHS) Suburban Area (LHS) URA Rental Index of Private Retail Space in Central Region (RHS)
Islandwide Private Net New Supply (LHS) Islandwide Private Net Absorption (LHS) Vacancy Rate (RHS)
4. THE BUSINESS PARK MARKET MBC is one of the newest Business Parks in Singapore,
3.4 Retail Transactions 4.1 Existing Business Park Supply featuring proximity to the CBD Core, Grade A specification
Investment activity in the retail market declined in 2018. Retail S-REITS participated more actively in the Business Parks are campus-like business spaces that buildings and integrated business hub features. The
After a robust growth in the previous year, the total retail investment market in 2018. Apart from the purchase of typically occupy at least five hectares of land. They typical profile of tenants in MBC is different from those
transaction volume almost halved by 45.9% in 2018 to the 70% stake in Westgate, CapitaLand Mall Trust has are also part of the larger decentralisation efforts by of traditional Business Parks as they appear to bear closer
S$1.4 billion. Notable retail transactions in 2018 include divested Sembawang Shopping Centre for S$248.0 the government to encourage businesses to consider resemblance to the tenant profile of occupiers in the
the sale of a 70% stake in Westgate to CapitaLand million earlier in 2Q 2018. In the same quarter, SPH REIT operations that do not require a CBD address to relocate CBD Core, with tenants such as Google, Government
Mall Trust for S$789.6 million and the purchase of the acquired The Rail Mall for S$63.2 million. to the suburbs. Technology Agency, Info-Communications Media
remaining 50% stake in Capitol Singapore by Perennial Development Authority, Motorola Solutions, Samsung,
for S$514.0 million. Retail investment sales got off to an No notable retail transactions were recorded in the Singapore islandwide business park stock increased by SAP and Unilever. Furthermore, there is a wide range
encouraging start in the new year with two enbloc retail HarbourFront/Alexandra micro-market for the whole of 2.8% year-on-year to 23.7 million sf in 1Q 2019. New of amenities within MBC including mid-range specialty
transactions in 1Q 2019 – sale of Liang Court at S$400.0 2018 and 1Q 2019. business park completions in 2018 include Alice@ restaurants, food courts, multipurpose auditorium,
million and Rivervale Mall at S$230.0 million. Mediapolis and 22 Changi Business Park Central 2. conference facilities, tennis and futsal courts, fitness club
with lap pool amidst extensive gardens and greenery.
According to JTC Corporation (“JTC”), the lead agency in
Table 2: Selected Retail Transactions in 2018 and 1Q 2019
Singapore that spearheads the planning, promotion and 4.2 Future Business Park Supply
Quarter Property Name Price Price Land Buyer Seller development of industrial space, most of the Business CBRE projects the islandwide Business Park supply over
(S$ million) (S$ psf) Tenure Park space (58.5%) are distributed in the Central Region the next three years (2Q 2019 – 2021) to increase by
1Q 2019 Liang Court 400.0 1,492 99 Years CapitaLand - CDL PGIM Real Estate Asia of Singapore, which comprises of one-north, MBC and approximately 2.2 million sf of NLA.
on NLA Retail Fund Singapore Science Park. 24.1% of total stock is in the
1Q 2019 Rivervale Mall 230.0 2,833 99 Years SC Capital AEW Asia Eastern region and is anchored by Changi Business Park. Approximately 73.0% (or 1.6 million sf) of future supply
on NLA Partners International Business Park, located in the Western region, will enter the market in 2020. Key completions include
4Q 2018 I12 Katong Mall 279.4 1,739 99 Years DC REIT Divine (AMT) Limited has the smallest share of 17.3% of total stock. Razer and Grab Headquarters, both of which are located
(77.6 % stake) on NLA Holdings Pte Ltd in one-north. The estimated new supply of around
3Q 2018 Westgate 789.6 2,746 99 Years CapitaLand CMA Singapore Figure 1: Key Business Park Clusters in Singapore 600,000 sf in 2021 is mainly attributed to the completion
(70% stake) on NLA Mall Trust Investments (4) Pte Ltd of Surbana Jurong Campus by M&G Real Estate. It is
(50%), CLJM Pte Ltd (20%) located at Cleantech Loop within the upcoming Jurong
2Q 2018 Sembawang 248.0 1,727 999 Years Lian Beng-Apricot CapitaLand Innovation District which is envisaged to be a campus for
Shopping Centre on NLA (Sembawang) Mall Trust advanced manufacturing R&D and training.
2Q 2018 The Rail Mall 63.2 1,268 99 Years SPH REIT Pulau Properties Pte Ltd CLEANTECH
PARK
on NLA BUSINESS PARK
@CHAI CHEE
CHANGI
BUSINESS According to the URA Draft Master Plan 2019, a statutory
INTERNATIONAL
1Q 2018 Capitol Singapore 514.0 N/A 99 Years Perennial (Capitol) Chesham Properties BUSINESS PARK
CENTRAL
PARK
land use plan that guides the medium-term physical
(50% stake) Pte Ltd and New Pte Ltd ONE NORTH BUSINESS
DISTRICT development of Singapore, there are plans to build new
Capitol Pte Ltd SCIENCE PARK
SINGAPORE Business Parks in Woodlands North Coast and Punggol
MAPLETREE
Note: Transactions are recorded at the point of announcements. BUSINESS CITY Digital District.
Source: CBRE
Source: OneMap and CBRE
Over time, some of the Business Parks have developed Chart 11: Future Business Park Supply
3.5 Retail Outlook sector announced recently will further exacerbate the their own distinct identities. Changi Business Park is a
The retail market is expected to continue to face challenges of labour shortage. That said, these could reputed back-office hub for financial institutions such as
headwinds amidst dampened market optimism and create additional motivation for retailers and landlords 1.6
Citibank, DBS and Standard Chartered. On the contrary,
business sentiments. The medium-term rental outlook to pursue productivity improvements and to adopt one-north is positioned as a Biomedical Sciences, 1.4
looks stable given the substantial tightening of supply technological tools to mitigate the risks. Infocomm Technology and Media hub with tenants like 1.2
pipeline after 2019. With online retailers gradually Autodesk, GlaxoSmithKline, Novartis, Oracle and Lucasfilm. 1.1
Source: CBRE
Chart 12: Islandwide Business Park Supply, Demand & Vacancy Chart 14: Business Park Rents
4.00
Vacancy Rate
1.5 15.0%
3.00
1.0 10.0% 2.00
1.00
0.5 5.0%
0
1Q 2014
2Q 2014
3Q 2014
4Q 2014
1Q 2015
2Q 2015
3Q 2015
4Q 2015
1Q 2016
2Q 2016
3Q 2016
4Q 2016
1Q 2017
2Q 2017
3Q 2017
4Q 2017
1Q 2018
2Q 2018
3Q 2018
4Q 2018
1Q 2019
0.0 0.0%
-0.5 -5.0%
1Q 2014
2Q 2014
3Q 2014
4Q 2014
1Q 2015
2Q 2015
3Q 2015
4Q 2015
1Q 2016
2Q 2016
3Q 2016
4Q 2016
1Q 2017
2Q 2017
3Q 2017
4Q 2017
1Q 2018
2Q 2018
3Q 2018
4Q 2018
1Q 2019
Business Park Rent (City Fringe) Business Park Rent (Rest of the Island)
Source: CBRE
Islandwide Private Net New Supply (LHS) Islandwide Private Net Absorption (LHS) Vacancy Rate (RHS)
Source: CBRE, JTC 4.4 Business Parks Rents and older assets which are unlikely to be filled easily.
Business Park rents have generally been very resilient Henceforth, the two-tier business park market is likely
4.3 Demand and Occupancy space as they embarked on expansionary activities and stable. As at 1Q 2019, the City Fringe and Rest of to become more pronounced going forward with a
Business Park space typically features modern office- while co-working operators are selectively seeking out the Island submarkets commanded rents of S$5.80 psf/ widening in rental gap.
like specifications and tenants engaged in non-pollutive opportunities. Vacancy rate for Business Park space month (+2.7% year-on-year) and S$3.80 psf/month
activities like advanced technology, research and declined by 0.5%-point year-on-year to 14.4% in 1Q 2019. (+2.7% year-on-year) respectively. MBC I is located within DISCLAIMERS
development in high value-added and knowledge the City Fringe submarket. This Report is subject to the following limiting conditions:
intensive industries, as well as back-office and Firms in the infocomm, technology, biomedical and The content of this report is for information only and
headquarter type functions that meet the permissible finance sectors are presently among the most prevalent City Fringe Business Parks space has always commanded should not be relied upon as a substitute for professional
usage requirements by URA. tenants in Business Parks. Tenants generally exhibit a rental premium compared with those which are located advice, which should be sought from CBRE prior to
preference for prime Business Park space in the central at the Rest of the Island. This reflects the clear advantages acting in reliance upon any such information.
According to JTC, islandwide net absorption for the region. There is thus demand for Business Park spaces in attracting occupiers who are drawn by the lower rental
Business Park market came in at 4,112 sf in 2018. Net with good connectivity and quality specifications. Overall, and yet can enjoy excellent locational attributes of being The opinions, estimates and information given herein
new supply for the year stood at 466,507 sf. Technology leasing transactional activity seems fairly subdued although near the CBD. or otherwise in relation hereto are made by CBRE
firms were the primary demand driver of business parks interest level in business parks continue to remain steady. and affiliated companies in their best judgment, in the
4.5 Business Parks Transactions utmost good faith and are as far as possible based on
Chart 13: Central Region Business Park, Supply, Demand & Vacancy The Business Park investment market has been relatively data or sources which they believe to be reliable in the
muted with no transactions recorded in 2018 and 1Q 2019. context hereto.
2.5 25.0%
4.6 Business Parks Outlook Where it is stated in the Report that information has been
Business park space is expected to continue to remain as supplied to CBRE by another party, this information is
2.0 20.0%
a favourable option for qualified tenants who are seeking believed to be reliable by CBRE. Other information is
long term stability. Thus, prospects for the sector look derived from sources which we believe to be reliable to
NLA (million sf)
stable. Tenants in this space include incubators and firms the best of our ability. We can accept no responsibility if
Vacancy Rate
1.5 15.0%
from the fintech & technology sector. The government this should prove not to be so.
has adopted a very calibrated approach towards the
1.0 10.0% introduction of new business park space with the majority Notwithstanding this, CBRE disclaims any liability in
being built-to-suit projects for single-owner occupier use. respect of any claim that may arise from any errors
or omissions, or from providing such advice, opinion,
0.5 5.0% Occupiers have consistently exhibit preference for judgment or information.
business parks with higher specifications and locational
attributes, particularly those located in the City Fringe. All rights are reserved. No part of this report may be
0.0 0.0% These occupiers are selective and have not chosen reproduced, stored in a retrieval system, or transmitted,
2014 2015 2016 2017 2018
to widen their space options to older and less well- in any form or by any means, electronic, mechanical,
Central Region Net New Supply (LHS) Central Region Net Absorption (LHS) Central Region Vacancy Rate (RHS) located business parks despite tightening availability. A photocopying, recording, or otherwise, without the prior
large proportion of vacant spaces are located in poorer written permission of CBRE.
Source: CBRE, JTC
TSANG YAM PUI KWA KIM LI JENNIFER LOH KAN SHIK LUM KOH CHENG CHUA PREMOD P. THOMAS
Non-Executive Chairman and Director Lead Independent Non-Executive Director Chairperson, Audit and Risk Committee Independent Non-Executive Director Independent Non-Executive Director Independent Non-Executive Director
Chairperson, Nominating and Independent Non-Executive Director Member, Nominating and Member, Audit and Risk Committee Member, Audit And Risk Committee
Remuneration Committee Renumeration Committee
Mr Tsang Yam Pui is the Ms Kwa Kim Li is the Lead Mrs Jennifer Loh is the Chairperson Mr Kan Shik Lum is an Independent Mr Koh Cheng Chua is an Mr Premod P. Thomas is an
Non-Executive Chairman and Independent Non-Executive of the Audit and Risk Committee Non-Executive Director and a Independent Non-Executive Director Independent Non-Executive Director
Director of the Manager. Director and the Chairperson of and an Independent Non-Executive Member of the Nominating and and a Member of the Audit and Risk and a Member of the Audit and Risk
the Nominating and Remuneration Director of the Manager. Remuneration Committee of Committee of the Manager. Committee of the Manager.
Mr Tsang is also the Non-Executive Committee of the Manager. the Manager.
Director and a Member of the Audit Mrs Loh previously worked with Mr Koh is concurrently the Managing He is concurrently the Managing
and Risk Committee of the Sponsor. Ms Kwa is concurrently the Managing the CapitaLand group from 1991 Mr Kan is also a member of the Director & Head of Group Credit Director and Head of Corporate
Partner of the law firm, Lee & Lee, to 2007 when she retired from Mapletree Corporate Social – Commercial Credit in United Strategy at Clifford Capital Pte Ltd,
Mr Tsang is concurrently the Advocates and Solicitors. Ms Kwa has full-time employment. Within the Responsibility Board Committee. Overseas Bank Limited (“UOB”) a Singapore-based specialist project
Non-Executive Director of NWS been in active legal practice for over group, she had worked in different where he oversees credit approval and asset-backed finance company.
Holdings Limited and a Non- 30 years, and her areas of practice capacities in financial and general Mr Kan worked with DBS Bank Ltd and risk management of mid-cap Mr Thomas is also the Founder and
Executive Director of Bolonia include real estate, banking, family management, including serving as for over 33 years before he retired in corporates and small to medium- Chief Executive Officer of Capital
Company Limited. He was formerly trusts and cross border transactions. the Chief Financial Officer, Head 2015. He was the Managing Director, sized enterprises in Singapore and the Insights Pte. Ltd., an investment
the Chief Executive Officer and of Group Tax, Corporate Services, Capital Markets where he oversaw region. He is also a member of UOB’s holding company which focuses
Executive Director of NWS Holdings In Singapore, she sits on the board and overseeing their investments the equity fund raising in primary and Group Credit Committee, Group on private investments and strategy
Limited from June 2004 until his of Jurong Town Corporation. She is in Australia. Mrs Loh also sat on the secondary markets. He also helped Rating Committee and Group Anti- consulting. Before this, he held various
retirement on 31 December 2018. a Trustee of the Singapore Cardiac boards of subsidiaries, associates to augment DBS Bank’s capital Money Laundering Committee. Prior appointments in Bank of America,
Society and Honorary Advisor to the and joint venture companies of markets franchise in Singapore and to his current role, Mr Koh was Head Standard Chartered Bank, Temasek
Prior to Mr Tsang’s appointment with Real Estate Developers’ Association the CapitaLand group, including Hong Kong. of UOB’s corporate banking business Holdings (Private) Limited and the
NWS Holdings Limited, he served of Singapore. Abroad in the United companies listed on the stock in Singapore. Before joining UOB Hong Leong Group of Malaysia.
in the Hong Kong Police Force for Kingdom, she sits on the board of exchanges in Singapore, Malaysia Mr Kan is currently an Independent in 2013, Mr Koh was with DBS Bank
38 years where he held many key Corus Hotel Ltd. and Australia. Director of Azalea Asset Ltd for over 25 years during which He is a member of the Singapore
appointments before retiring as its Management Pte. Ltd. and its he held various senior management Institute of Directors and serves as an
Commissioner in 2003. Ms Kwa holds a Bachelor of Laws Mrs Loh had served as a member subsidiaries, Astrea III Pte. Ltd., positions. He has more than 30 Independent Director and Chairman
degree from the National University of the Accounting Standards Astrea IV Pte. Ltd. and Astrea V Pte. years of experience in corporate and of the Risk Oversight Committee
For his distinguished public service, of Singapore. Committee of the Institute of Ltd., all of which are involved in the investment banking and private equity. of Fullerton India Credit Company
Mr Tsang was awarded the Gold Singapore Chartered Accountants. investment into non-commercial real Ltd and an Independent Director of
Bauhinia Star (Hong Kong SAR), estate private equity funds. He is also In addition, Mr Koh is a member Gemstone Assets Holdings Pte. Ltd..
the Order of the British Empire, Mrs Loh holds a Bachelor of a member of the Audit Committee of of the Advisory Committee of the He is also an Independent Chairman
the Queen’s Police Medal and Accountancy degree from the Azalea Asset Management Pte. Ltd.. School of Business Management of the Investment Committee
the Colonial Police Medal for University of Singapore and is in Nanyang Polytechnic and an of Mapletree Global Student
Meritorious Service. qualified as a Chartered Accountant Mr Kan holds a Master of Arts degree Alternate Non-Executive Director of Accommodation Private Trust, a
in Australia. in Economics from the Queen’s Orix Leasing Singapore Limited. private trust constituted in Singapore,
University at Kingston, Canada, and to invest in student accommodation in
a Bachelor of Arts Honours (Magna Mr Koh holds a Bachelor of Business the USA and UK.
Cum Laude) degree in Economics Administration degree from the
from McMaster University, Canada. National University of Singapore. Mr Thomas holds a Masters in Business
He also attended the International Administration degree from the Indian
Management Programme at INSEAD Institute of Management, Ahmedabad,
Business School. and a Bachelor of Commerce degree
from Loyola College, Chennai.
ALVIN TAY WU LONG PENG HIEW YOON KHONG WONG MUN HOONG AMY NG SHARON LIM
Independent Non-Executive Director Independent Non-Executive Director Non-Executive Director Non-Executive Director Non-Executive Director Executive Director and
Member, Nominating And Chief Executive Officer
Remuneration Committee
Mr Alvin Tay is an Independent Mr Wu Long Peng is an Independent Mr Hiew Yoon Khong is a Non- Mr Wong Mun Hoong is a Non- Ms Amy Ng is a Non-Executive Ms Sharon Lim is both the Executive
Non-Executive Director. Non-Executive Director. Executive Director of the Manager. Executive Director of the Manager. Director of the Manager. Director and the Chief Executive
Officer of the Manager.
Mr Tay was previously the Managing Mr Wu was previously the Executive Mr Hiew is currently the Executive Mr Wong is currently the Group Ms Ng is currently the Regional
Editor, English/Malay/Tamil Media Director of Kuok (Singapore) Limited Director and Group Chief Executive Chief Financial Officer of the Chief Executive Officer, Group Retail Ms Lim is also a Director of Mapletree
Group at Singapore Press Holdings until 2017 and has more than 30 Officer of the Sponsor. He is also a Sponsor. He oversees the Finance, and Singapore Commercial of the Commercial Trust Treasury Company
Limited before his retirement in years of experience in finance and Non-Executive Director of Mapletree Tax, Treasury and Private Funds Sponsor. She oversees the Sponsor’s Pte. Ltd., a subsidiary of Mapletree
February 2018. Prior to that, he was corporate affairs across various Logistics Trust Management Ltd. (the Management functions of the non-REIT retail business in Singapore, Commercial Trust.
the Editor of The Business Times, industries. Mr Wu is also a Non- manager of Mapletree Logistics Trust), Sponsor. He is also a Non-Executive China, Malaysia and Vietnam. She is
a newspaper publication of Executive Director of Gamma Mapletree Industrial Trust Management Director of Mapletree Logistic Trust the Non-Executive Director of Vietsin Ms Lim joined the Manager as the
Singapore Press Holdings Limited Communications PLC, a company Ltd. (the manager of Mapletree Management Ltd. (the manager of Commercial Complex Development Chief Operating Officer in 2015.
from 2002 to 2016. listed on the Alternative Investment Industrial Trust) and Mapletree North Mapletree Logistic Trust), Mapletree Joint Stock Company and Singapore Prior to joining the Manager, Ms
Market in the United Kingdom. Asia Commercial Trust Management Industrial Trust Management Ltd. Cruise Centre Pte. Ltd. as well as an Lim held various appointments in
Mr Tay is also a Non-Executive Ltd. (the manager of Mapletree North (the manager of Mapletree Industrial Alternate Director of MS Commercial the CapitaLand group. Ms Lim was
Director of The Rice Company Mr Wu is a Fellow Member of the Asia Commercial Trust). Trust) and Singapore Cruise Centre Pte. Ltd.. the Executive Director and Chief
Limited, a not-for-profit organisation Association of Chartered Certified Pte. Ltd.. In addition, he serves as the Executive Officer of CapitaMalls
involved in the promotion of arts Accountants, United Kingdom, and a Mr Hiew joined the Sponsor in 2003 Chairman of the SMU Real Estate Ms Ng was appointed the Chief Malaysia REIT Management Sdn
and cultural activities in Singapore Member of the Institute of Singapore as Group Chief Executive Officer. He Programme Advisory Board. Executive Officer and Executive Bhd, the manager of CapitaMalls
and Radion International Ltd., a Chartered Accountants. has since led the Mapletree Group Director of the Manager from its Malaysia Trust, which is listed on
charitable organisation focused on from a Singapore-centric real estate Before joining the Sponsor in 2006, initial public offering in 2011 to 2015. Bursa Malaysia. Prior to that, she
humanitarian work. company worth S$2.3 billion to a Mr Wong had over 14 years of Before the listing of MCT, Ms Ng was was responsible for CapitaMall Asia’s
global company with total assets investment banking experience in the Chief Executive Officer of the retail platform in Malaysia as Country
Mr Tay holds a Bachelor of Social under management of more than Asia, of which the last ten years were Sponsor’s Singapore Investments unit. Head, Malaysia of CapitaMall Trust
Science (Honours) degree from the S$55.7 billion. with Merrill Lynch & Co. She was responsible for the Sponsor’s Management Limited.
University of Singapore. commercial portfolio in Singapore
From 2003 to 2011, Mr Hiew was Mr Wong holds a Bachelor of where she also headed the Sponsor’s Ms Lim holds a Master of Business
concurrently Senior Managing Accountancy (Honours) degree from Marketing, Property Management Administration degree from Murdoch
Director (Special Projects) in the National University of Singapore and Development Management University, Australia, and a Bachelor
Temasek Holdings (Private) Limited. and the professional designation of departments in Singapore. Prior of Business degree from the RMIT
His past directorships include serving Chartered Financial Analyst from the to joining the Sponsor, Ms Ng University, Australia.
as a member on the Board of CFA Institute of the United States. held various appointments in the
Trustees of the National University He also attended the Advanced CapitaLand group.
of Singapore and Board member of Management Programme at INSEAD
Sentosa Development Corporation. Business School. Ms Ng holds a Master of Business
Administration degree from the
Mr Hiew holds a Master of Arts degree University of Surrey, UK, and a
in Economics from the University Bachelor of Arts degree from the
of Warwick, UK, and a Bachelor of National University of Singapore.
Arts degree in Economics from the She also attended the Executive
University of Portsmouth, UK. Development Programme at
Wharton Business School.
SHARON LIM JANICA TAN KOH WEE LEONG FOO SAY CHIANG ANGELA KENG CHARISSA WONG
Chief Executive Officer Chief Financial Officer Head, Director, Mapletree Commercial Director, Mapletree Commercial Director, Mapletree Commercial
Investments & Asset Management Property Management Property Management Property Management and
Head, Retail Management
GOH PECK CHENG REGINA ONG TENG LI YENG GWEN AU CHAY PUI LENG SOO WEI-PING
Vice President, Vice President, Vice President, Vice President, Vice President, Vice President,
Investments & Asset Management Finance Investor Relations Marketing Communications Office Marketing Retail Marketing
MICHELLE LAM PHANG YI LIANG JANICE LIM ZEN LEE SUSAN LIM ABDUL KALAM BIN MUHAMED
Senior Manager, Senior Manager, Senior Manager, Senior Manager, Senior Manager, Senior Manager,
Investments & Asset Management Investments & Asset Management Finance Marketing Communications Portfolio Property Management Property Management
SHARON LIM Before joining the Manager, Mr Koh REGINA ONG She holds a Bachelor of Science JANICE LIM Mr Wan has an LL.B. (Honours)
Chief Executive Officer was with the CapitaLand group. Vice President, Finance degree in Economics from the Senior Manager, Finance (Newcastle upon Tyne), where
Please refer to Ms Sharon Lim’s From 2007 to 2011, he held various Ms Regina Ong joined the Finance University College London, United Ms Janice Lim is responsible for the he was conferred the Wise Speke
profile under the Board of Directors positions at CapitaLand Financial team of the Manager in 2019. She Kingdom, and the International day-to-day finance operations for Prize, as well as an LL.M. (Merit)
section of this Annual Report. Limited and CapitaValue Homes assists the Chief Financial Officer Certificate of Investor Relations. MCT’s portfolio. (London). He also attended the
Limited. His responsibilities included in the financial management and London Business School Senior
evaluating and executing investments accounting functions of MCT Ms Lim was formerly the Senior Executive Programme. He is called
JANICA TAN in real estate and financial products including statutory reporting, MICHELLE LAM Finance Manager of OUE to the Singapore Bar, where he
Chief Financial Officer in various countries as well as compliance, capital management, Senior Manager, Investments & Commercial REIT Management Pte. was awarded the Justice FA Chua
As the Chief Financial Officer of structuring, marketing and managing treasury and taxation matters. Asset Management Ltd.. Prior to that, she was with OUE Memorial Prize, and is also the Rolls
the Manager, Ms Janica Tan is private equity real estate funds. Ms Michelle Lam’s responsibilities Limited as Finance Manager. Ms Lim of Solicitors (England & Wales).
responsible for the overall financial Ms Ong has over 20 years of include formulating and executing started her career with KPMG LLP Mr Wan was conferred the Public
management functions for MCT, From 2005 to 2007, he was with experience in financial and business plans and asset Singapore as an external auditor. Service Medal (P.B.M) in 2012 and
overseeing matters involving capital KPMG where he carried out projects management reporting, and audit. enhancement initiatives, as well as Public Service Star (B.B.M.) in 2017
management, treasury, accounting, in business advisory and corporate She was formerly the Deputy Chief sourcing and evaluating potential Ms Lim holds a Bachelor of for his contributions to Central
financial reporting and control, tax finance. He started his career in the Financial Officer of DP Architects Pte acquisitions for MCT. Accountancy degree from the Singapore CDC.
and risk management. She is also a Singapore Economic Development Ltd. Prior to that, she was with Far Nanyang Technological University,
Director of Mapletree Commercial Board in 2002. East Organization as Senior Manager, Prior to this, Ms Lam was with Singapore, and is a non-practising
Trust Treasury Company Pte. Ltd., a Finance. She also spent more than the Sponsor’s Commercial business member of the Institute of Singapore SEE HUI HUI
subsidiary of MCT. He has a Master of Science degree 15 years with PwC where she started unit in Singapore where she was Chartered Accountants. Joint Company Secretary
from the Nanyang Technological her career as an external auditor. responsible for asset management Ms See Hui Hui is the Joint Company
Ms Tan has over 20 years of finance University and a Bachelor of and property taxes. She also held Secretary of the Manager as well as
and accounting experience in the real Engineering degree from the Ms Ong holds a Bachelor of property tax positions with the WAN KWONG WENG Director, Legal of the Sponsor.
estate industry. Prior to joining the National University of Singapore. Accountancy degree from the Sponsor’s Logistics and Industrial Joint Company Secretary
Manager, she was the Chief Financial Nanyang Technological University business units. Mr Wan Kwong Weng is the Joint Prior to joining the Sponsor in
Officer of OUE Commercial REIT and is a non-practising member Company Secretary of the Manager 2010, Ms See was in the Corporate/
Management Pte. Ltd. since its listing GOH PECK CHENG of the Institute of Singapore Ms Lam holds a Bachelor of as well as the other three Mapletree Mergers & Acquisitions practice
in 2014. Before that, she was the Vice President, Investments & Chartered Accountants. Science degree (Real Estate) from REIT Managers, and concurrently group of WongPartnership LLP,
Senior Vice President of OUE Limited. Asset Management the University of Reading, Group Chief Corporate Officer of one of the leading law firms in
Ms Goh Peck Cheng’s responsibilities United Kingdom. the Sponsor, where he is responsible Singapore. She started her career
Ms Tan holds an ACCA professional include formulating and executing TENG LI YENG for all legal, compliance and as a litigation lawyer with Tan Kok
qualification. She is also a non- business plans and asset Vice President, Investor Relations corporate secretarial matters, as Quan Partnership.
practising member of the Institute of enhancement initiatives, as well as Ms Teng Li Yeng is responsible PHANG YI LIANG well as corporate communications,
Singapore Chartered Accountants. sourcing and evaluating potential for maintaining high standards of Senior Manager, Investments & human resource and administration Ms See holds an LL.B (Honours) from
acquisitions for MCT. She was part corporate disclosure for MCT through Asset Management matters across all business units the National University of Singapore,
of the team that launched MCT in clear and timely communication, Mr Phang Yi Liang is responsible and countries. and is admitted to the Singapore Bar.
KOH WEE LEONG 2011 and has over 20 years of real as well as pro-active engagement for formulating and executing the
Head, Investments & estate experience covering asset with investors and analysts to foster asset management strategies. He Prior to joining the Sponsor, Mr Wan
Asset Management management, investments and effective two-way dialogues. is also responsible for sourcing and was Group General Counsel – Asia
Mr Koh Wee Leong oversees the lease management. evaluating potential acquisitions at Infineon Technologies for seven
asset management and investment Prior to joining the Manager, for MCT. years, where he was a key member
activities for the Manager. This Prior to joining the Manager, Ms Teng was with the CapitaLand of its Asia Pacific management team.
includes formulating business plans, Ms Goh held asset management and Group where her responsibilities Prior to joining the Manager, He started his career as a litigation
supervising the operations of MCT’s investment positions at Mapletree included strategic planning, investor Mr Phang held investments and asset lawyer with one of the oldest law
properties, implementing MCT’s Logistics Trust Management Ltd. relations with public and private management positions under the firms in Singapore, Wee Swee Teow
property-related strategies, as well (the Manager of Mapletree Logistics equity partners. She headed up the Sponsor’s Singapore Investments unit & Co., and was subsequently with
as identifying, researching and Trust) where she was responsible for investor relations function for dual- where he was responsible for asset the Corporate & Commercial/Private
evaluating potential acquisitions managing the logistics portfolio as listed CapitaMalls Asia Limited from management, research, as well as the Equity practice group of Baker &
and divestments. well as sourcing and evaluating new 2013 to 2014 before it was privatised. evaluation of potential commercial McKenzie in Singapore and Sydney.
acquisition opportunities. acquisitions and development
Prior to his current appointment, Ms Teng started her career with opportunities in Singapore.
Mr Koh was Director, Investor Ms Goh holds a Bachelor of Science Singapore’s Ministry of Trade &
Relations of the Manager. degree (Estate Management) with Industry where she was involved Mr Phang holds a Bachelor of
Honours from the National University in FTA negotiations and formulating Science degree (Real Estate) from
of Singapore. trade and economic policies the National University of Singapore.
with China.
The Manager of MCT is responsible for the strategic (A) BOARD MATTERS • Mr Hiew Yoon Khong, Non-Executive Director and Director is appointed on the strength of his or her calibre,
direction and management of the assets and liabilities of The Board’s Conduct Of Affairs Member of the NRC; experience, stature, and potential to give proper guidance
MCT as well as its subsidiary (collectively, the “Group”). Principle 1: Effective Board • Mr Wong Mun Hoong, Non-Executive Director; to Management on the business of the Group. In addition,
As a REIT manager, the Manager is licensed by the MAS • Ms Amy Ng, Non-Executive Director; and the Board considers additional factors such as the age,
and holds a Capital Markets Services Licence for REIT Our Policy and Practices • Ms Sharon Lim, Executive Director and CEO. gender and educational background of its members.
management (“CMS Licence”). The Manager adopts the principle that an effective Board The profiles of the Directors are set out in pages 56 to 59
*Note: As announced on 14 December 2018, Mr Alvin Tay and Mr Wu
of Directors (the “Board”) for the Manager is one which Long Peng have been appointed as Independent Non-Executive Directors
of this Annual Report. The Board is of the view that the
The Manager discharges its responsibility for the benefit is constituted with the right core competencies and of the Manager on 15 December 2018. present principal directorships included in their individual
of MCT and its Unitholders, in accordance with the diversity of experience, so that the collective wisdom of profiles are sufficient in informing Unitholders of their
applicable laws and regulations as well as the trust deed the Board can give guidance and provide insights as well The Board comprises business leaders and distinguished principal commitments. The Board meets regularly, at least
constituting MCT (as amended) (the “Trust Deed”). To as strategic thinking to the management team of the professionals with banking, legal, real estate, strategic once every quarter, to review the business performance
this end, the Manager sets the strategic direction of Manager (the “Management”). planning, management and accounting experience. and outlook of the Group and deliberate on business
the Group and gives recommendations to DBS Trustee strategy, including any significant acquisitions, disposals,
Limited, in its capacity as the Trustee, on the acquisition, The key roles of the Board are to: The diverse professional backgrounds of the Directors fund-raisings and development projects undertaken by the
divestment and enhancement of assets of the Group. • guide the corporate strategy and direction of the enable Management to benefit from their external, Group. When exigencies prevent a Director from attending
Manager; varied and objective perspectives on issues brought a Board or Board committee meeting in person, such
The Manager’s roles and responsibilities include: • ensure that the senior management of the Manager before the Board for discussion and deliberation. Each Director can participate by audio or video conference.
• carrying out the Group’s business to generate discharges business leadership and demonstrates
returns in a sustainable manner and conducting all the highest quality of management with integrity and
transactions on normal commercial terms and on an enterprise; and The meeting attendance of the Board, the AC and the NRC for FY18/19 is as follows:
arm’s length basis; • oversee the proper conduct of the Manager.
• preparing annual budget proposal with forecast Board AC NRC AGM1
on gross revenue, property expenditure, capital In discharging their roles and responsibilities, all Directors
Number of meetings held in FY18/19 4 4 1 1
expenditure and providing explanations on major of the Board are expected to and have acted in the best
variances against prior year’s actual results and written interests of MCT. Directors Membership
commentaries on key issues and any other relevant Mr Tsang Yam Pui Non-Executive Chairman 4 N.A.2 N.A.2 1
assumptions. The purpose of such proposals and The positions of Chairman and Chief Executive Officer (Appointed on 1 November 2007) and Director
analyses is to chart the Group’s business for the year (“CEO”) are held by two separate persons in order (Last reappointment on 29 September 2017)
ahead and to explain the performance of MCT’s to maintain effective oversight. The Board has also Ms Kwa Kim Li Lead Independent 4 N.A.2 1 1
properties compared to the prior year; and established the Audit and Risk Committee (the “AC”) (Appointed on 30 April 2014) Non-Executive Director and
• ensuring compliance with applicable laws and and the Nominating and Remuneration Committee (the (Last reappointment on 30 September 2016) Chairperson of the NRC
regulations, including the Securities and Futures Act “NRC”), each of which operates under delegated authority Mrs Jennifer Loh Chairperson of the AC 4 4 N.A.2 1
(Chapter 289 of Singapore), the Listing Manual of from the Board, to assist the Board in discharging its (Appointed on 29 March 2011) and Independent
SGX-ST, the Code on Collective Investment Schemes oversight function. (Last reappointment on 28 September 2018) Non-Executive Director
(“CIS Code’) issued by the MAS (including Appendix 6 Mr Kan Shik Lum Independent Non-Executive 4 N.A.2 1 1
of the CIS Code, the “Property Funds Appendix”), the The Board comprises twelve directors (the “Directors”), of (Appointed on 1 December 2015) Director and Member of
Singapore Code on Takeovers and Mergers, the Trust whom eleven are Non-Executive Directors and seven are (Last reappointment on 28 September 2018) the NRC
Deed, written directions, notices, codes and other Independent Directors. Mr Koh Cheng Chua Independent Non-Executive 4 4 N.A.2 1
guidelines that the MAS and other regulators may (Appointed on 9 June 2014) Director and Member of
issue from time to time and any tax rulings. The following sets out the composition of the Board: (Last reappointment on 29 September 2017) the AC
• Mr Tsang Yam Pui, Non-Executive Chairman and Mr Premod P. Thomas Independent Non-Executive 3 3 N.A.2 1
The Manager is committed to complying with the Director; (Appointed on 15 June 2015) Director and Member of
substance and spirit of the Code of Corporate • Ms Kwa Kim Li, Lead Independent Non-Executive (Last reappointment on 29 September 2017) the AC
Governance 2012 (the “Code”). The following describes Director and Chairperson of the NRC;
Mr Alvin Tay Independent Non-Executive 1 N.A.2 N.A.2 N.A.2
the main corporate governance policies and practices • Mrs Jennifer Loh, Chairperson of the AC and
(Appointed on 15 December 2018) Director
of the Manager with reference to the Code and, where Independent Non-Executive Director;
Mr Wu Long Peng Independent Non-Executive 1 N.A.2 N.A.2 N.A.2
there are deviations from the principles and guidelines of • Mr Kan Shik Lum, Independent Non-Executive
(Appointed on 15 December 2018) Director
the Code, explanations for such deviations. Director and Member of the NRC;
Mr Hiew Yoon Khong Non-Executive Director and 3 N.A.2 1 0
• Mr Koh Cheng Chua, Independent Non-Executive
(Appointed on 18 May 2007) Member of the NRC
Director and Member of the AC;
(Last reappointment on 28 September 2018)
• Mr Premod P. Thomas, Independent Non-Executive
Mr Wong Mun Hoong Non-Executive Director 4 43 N.A.2 1
Director and Member of the AC;
(Appointed on 29 March 2011)
• Mr Alvin Tay, Independent Non-Executive Director*;
(Last reappointment on 30 September 2016)
• Mr Wu Long Peng, Independent Non-Executive
Director*;
Board AC NRC AGM1 Regulations 13D to 13H* of the Securities and Futures is not a substantial shareholder of the Manager or a
(Licensing and Conduct of Business) Regulations (“SFLCB substantial unitholder of MCT and has not served on the
Number of meetings held in FY18/19 4 4 1 1 Regulations”). A Director is considered to be independent Board for a continuous period of nine years or longer.
Directors Membership if he or she has no relationship with the Manager, its
related corporations and its shareholders who hold For FY18/19, each of the Independent Directors
Ms Amy Ng Non-Executive Director 4 N.A.2 N.A.2 1
10% or more of the voting shares of the Manager, or had carried out an assessment on whether there
(Appointed on 1 April 2010)
Unitholders who hold 10% or more of the Units in issue, were any relationships or circumstances which may
(Last reappointment on 28 September 2018)
or its officers that could interfere, or be reasonably impact his or her independent status. Accordingly,
Ms Sharon Lim Executive Director and CEO 4 43 13 1
perceived to interfere, with the exercise of his or her each of the Independent Directors had either made
(Appointed on 1 August 2015)
independent business judgement; and is independent a negative declaration or disclosed such relationships
(Last reappointment on 29 September 2017)
from the management and any business relationship with or circumstances as applicable. The declarations or
Notes:
the Manager and MCT, every substantial shareholder of disclosures made by each Independent Director had
1 Held on 25 July 2018. the Manager and every substantial unitholder of MCT, been reviewed by the NRC.
2 N.A. means not applicable.
3 Attendance was by invitation.
*Note: The SFLCB Regulations were amended by the Securities and Futures (Licensing and Conduct of Business)(Amendment No.2) Regulations 2018
which came into operation on 8 October 2018. One of the amendments to the SFLCB Regulations was the insertion of Regulations 13D to 13H which
relate to board composition and director’s independence.
The Board has also approved a set of delegations of Board Composition and Guidance
authority which sets out approval limits for investments Principle 2: Strong and independent element on the Board
The Board of the Manager, after considering the relevant requirements under the SFLCB Regulations, specifically Regulation
and divestments, development, operational and capital
13E(b)(i) of the SFLCB Regulations, and the Code, wishes to set out its views in respect of each of the Directors as follows:
expenditures and treasury activities to be undertaken by Our Policy and Practices
the Group. Approval sub-limits are also provided at various The Board reviews from time to time the size and
management levels to facilitate operational efficiency as composition of the Board with a view to ensuring that Name of Director (i) had been (ii) had been (iii) had been (iv) had (v) has not
independent independent independent not been a served as a
well as provide a system of checks and balances. the size of the Board is appropriate in facilitating effective
from the from any from every substantial director of the
decision-making.
management business substantial shareholder Manager for
The Board has prescribed certain limits on transactions to of the relationship shareholder of the a continuous
be undertaken by the Group, above which approval from The Manager adopts the principle that a board Manager and with the of the Manager or period of
the Board is required. The Board’s approval is required composition with a strong and independent element will MCT during Manager and Manager a substantial 9 years or
for material transactions to be undertaken by the Group, allow the Directors to engage in robust deliberations with FY18/19 MCT during and every unitholder of longer as at
including the following: Management and provide external, diverse and objective FY18/19 substantial MCT during the last day of
• equity fund-raising; insights on issues brought before the Board for discussion unitholder of FY18/19 FY18/19
• acquisition, development and disposal of properties and deliberation. In particular, the non-executive Directors MCT during
above Board-prescribed limits; will also conduct periodic review of the investment FY18/19
• overall project budget variance and ad hoc mandate as well as the strategic focus of MCT with Mr Tsang Yam Pui1,10
development budget above Board-prescribed limits; Management. Further, such a board composition, and
• debt fund-raising above Board-prescribed limits; and the separation of the roles of the Chairman and the CEO, Ms Kwa Kim Li2,10
• derivative contracts above Board-prescribed limits. provides oversight to ensure that Management discharges Mrs Jennifer Loh
its roles and responsibilities effectively and with integrity.
Each Director is given a formal letter of appointment Mr Kan Shik Lum 3,10
setting out his or her duties and obligations under the The Manager has established a policy that its Directors Mr Koh Cheng Chua4,10
relevant laws and regulations governing the Manager should recuse themselves from discussions and abstain
and the Group. The Manager also has in place an from voting on resolutions regarding a transaction or Mr Premod P. Thomas5,10
orientation programme to brief new Directors on the proposed transaction in which the Director has an
Mr Alvin Tay
Group’s business, strategic directions, risk management interest or is conflicted. The Directors have complied
policies, the regulatory environment in which the Group with this policy and recused himself or herself from Mr Wu Long Peng
operates and the governance practices of the Group discussions and abstained from voting on resolutions
Mr Hiew Yoon Khong6,10
and the Manager, including in areas such as accounting, regarding any proposed transaction which might
legal and industry-specific knowledge as appropriate. The potentially give rise to a conflict of interest. Mr Wong Mun Hoong7,10
Board is updated on any material change to relevant laws,
Ms Amy Ng 8,10
regulations and accounting standards by way of briefings The Board assesses the independence of each Director
by professionals or by updates issued by Management. in accordance with the requirements of the Code and Ms Sharon Lim9,10
Notes: 5 Mr Premod P. Thomas is the Head of Corporate Strategy at Clifford Capital Pte Ltd. (“Clifford Capital”), a company in which Temasek, a substantial
1 Mr Tsang Yam Pui is currently a Non-Executive Director and a member of the Audit and Risk Committee of the Sponsor, which is a substantial shareholder of the Manager (through the Sponsor) and a substantial unitholder of MCT, has a 40.5% stake. He is also an Independent Director of
shareholder of the Manager and a substantial unitholder of MCT. Pursuant to the SFLCB Regulations, during FY18/19, Mr Tsang is deemed not to be Gemstone Assets Holdings Pte. Ltd., which is a related corporation of both the Manager and the Sponsor.
(a) independent from a business relationship with the Manager and MCT; and (b) independent from every substantial shareholder of the Manager and
every substantial unitholder of MCT by virtue of his directorship in the Sponsor. Nonetheless, the Board is satisfied that, as at 31 March 2019, Mr Tsang Pursuant to the SFLCB Regulations, during FY18/19, Mr Thomas is deemed not to be (a) independent from a business relationship with the Manager
was able to act in the best interests of all Unitholders as a whole. and MCT; and (b) independent from every substantial shareholder of the Manager and every substantial unitholder of MCT by virtue of his directorship
in Gemstone Assets Holdings Pte. Ltd. and his employment with Clifford Capital.
2 Ms Kwa Kim Li was an Independent Director of HSBC Bank (Singapore) Limited (“HSBC”) up to 19 April 2019. MCT received payments from and made
payments to the HSBC group of companies in excess of S$200,000 in FY18/19. However, in the abovementioned capacity, Mr Thomas is not under an obligation to act in accordance with the directions, instructions or wishes of
the Sponsor or Temasek (as the case may be) and therefore, the Board, in consultation with the NRC, takes the view that his independent director
Under Guideline 2.3(d) of the Code, a director may be considered as not independent if she is, among others, a director of an organisation to which status is not compromised.
a company or any of its subsidiaries made, or from which the company or any of its subsidiaries received, significant payments or material services
in the current or immediate past financial year. As a guide, payments aggregated over any financial year in excess of S$200,000 should generally be The Board is satisfied that, as at 31 March 2019, Mr Thomas is able to act in the best interests of all Unitholders as a whole.
deemed significant.
6 Mr Hiew Yoon Khong is currently the Executive Director and Group Chief Executive Officer of the Sponsor, which is a substantial shareholder of
Ms Kwa is also a partner of Lee & Lee Advocate and Solicitors (“Lee & Lee”). The Sponsor group of companies had made payments to Lee & Lee in the Manager and a substantial unitholder of MCT. He is also a Non-Executive Director of Mapletree Logistics Trust Management Ltd. (the manager
FY18/19. of Mapletree Logistics Trust), Mapletree Industrial Trust Management Ltd. (the manager of Mapletree Industrial Trust) and Mapletree North Asia
Commercial Trust Management Ltd. (the manager of Mapletree North Asia Commercial Trust), all of which are related corporations of the Sponsor.
Pursuant to the SFLCB Regulations, during FY18/19, Ms Kwa is deemed not to be independent from a business relationship with the Manager and
MCT by virtue of (a) the payments received by MCT from HSBC and paid by MCT to the HSBC group, as Ms Kwa Kim Li was an independent director Pursuant to the SFLCB Regulations, during FY18/19, Mr Hiew is deemed not to be (a) independent from the management of the Manager and MCT;
of HSBC and (b) the payments made by the Sponsor group of companies, being related corporations of the Manager, to Lee & Lee, as Ms Kwa is a and (b) independent from every substantial shareholder of the Manager and every substantial unitholder of MCT by virtue of his employment with the
partner of Lee & Lee. Sponsor and directorships in the abovementioned related corporations of the Sponsor. Nonetheless, the Board is satisfied that, as at 31 March 2019,
Mr Hiew was able to act in the best interests of all Unitholders as a whole.
Notwithstanding that the MCT received payments from and made payments to the HSBC group in excess of S$200,000 in FY18/19, the Board, in
consultation with the NRC, takes the view that, as at 31 March 2019, Ms Kwa’s Independent Director status is not compromised as these amounts 7 Mr Wong Mun Hoong is currently the Group Chief Financial Officer of the Sponsor, which is a substantial shareholder of the Manager and a substantial
relate to rental payments for the HSBC office in MBC I and the HSBC branch in ARC, license fees for the automated teller machine (“ATM”) at VivoCity unitholder of MCT. He is also a Non-Executive Director of Mapletree Logistics Trust Management Ltd. (the manager of Mapletree Logistics Trust),
and for event spaces at VivoCity, ARC and MBC I as well as payments for services provided to MCT under its MTN programme. These transactions Mapletree Industrial Trust Management Ltd. (the manager of Mapletree Industrial Trust) and Singapore Cruise Centre Pte. Ltd., all of which are related
were all conducted on an arm’s length basis and Ms Kwa was not involved in the negotiations of any of the agreements. In respect of the payments corporations of the Sponsor.
made by the Sponsor group of companies to Lee & Lee for legal services rendered to the Sponsor group of companies, Ms Kwa is not involved in the
conduct of such matters and therefore her Independent Director status is not compromised. Pursuant to the SFLCB Regulations, during FY18/19, Mr Wong is deemed not to be (a) independent from the management of the Manager and MCT;
and (b) independent from every substantial shareholder of the Manager and every substantial unitholder of MCT by virtue of his employment with the
The Board is satisfied that, as at 31 March 2019, Ms Kwa was able to act in the best interests of all Unitholders as a whole. Sponsor and his directorships in the abovementioned related corporations of the Sponsor. Nonetheless, the Board is satisfied that, as at 31 March 2019,
Mr Wong was able to act in the best interests of all Unitholders as a whole.
3 Mr Kan Shik Lum is the Independent Director of Azalea Asset Management Pte. Ltd. and its subsidiaries, Astrea III Pte. Ltd., Astrea IV Pte. Ltd. and Astrea
V Pte. Ltd, all of which are related corporations of Temasek Holdings (Private) Limited (“Temasek”). Temasek is a related corporation and a substantial 8 Ms Amy Ng is currently the Regional Chief Executive Officer, Group Retail and Singapore Commercial of the Sponsor. She is also the Non-Executive
shareholder of the Manager (through the Sponsor) and a substantial unitholder of MCT. Director of Vietsin Commercial Complex Development Joint Stock Company and Singapore Cruise Centre Pte. Ltd., all of which are related
corporations of the Sponsor.
Pursuant to the SFLCB Regulations, during FY18/19, Mr Kan is deemed not to be (a) independent from a business relationship with the Manager and
MCT; and (b) independent from every substantial shareholder of the Manager and every substantial unitholder of MCT by virtue of his directorships in Pursuant to the SFLCB Regulations, during FY18/19, Ms Ng is deemed not to be (a) independent from the management of the Manager and MCT by
the abovementioned related corporations of Temasek. virtue of her employment in the Sponsor; and (b) independent from every substantial shareholder of the Manager and every substantial unitholder of
MCT by virtue of her employment with the Sponsor and her directorships in the abovementioned related corporations of the Sponsor. Nonetheless,
However, in the abovementioned capacities, Mr Kan is not under an obligation to act in accordance with the directions, instructions or wishes of the Board is satisfied that, as at 31 March 2019, Ms Ng was able to act in the best interests of all Unitholders as a whole.
Temasek and therefore, the Board, in consultation with the NRC, takes the view that Mr Kan’s Independent Director status is not compromised.
9 Ms Sharon Lim is currently the Executive Director and Chief Executive Officer of the Manager, which is a related corporation of the Sponsor.
The Board is satisfied that, as at 31 March 2019, Mr Kan is able to act in the best interests of all Unitholders as a whole.
Pursuant to the SFLCB Regulations, during FY18/19, Ms Lim is deemed not to be (a) independent from the management of the Manager and MCT by
4 Mr Koh Cheng Chua is the Managing Director & Head of Group Credit – Commercial Credit in United Overseas Bank Limited (“UOB”). MCT received virtue of her employment with the Manager; and (b) independent from every substantial shareholder of the Manager and every substantial unitholder
payments from and made payments to UOB in excess of S$200,000 in FY18/19. of MCT by virtue of her directorship in the Manager which is a related corporation of the Sponsor. Nonetheless, the Board is satisfied that, as at 31
March 2019, Ms Lim was able to act in the best interests of all Unitholders as a whole.
Under Guideline 2.3(d) of the Code, a director may be considered as not independent if he is, among others, an executive officer of an organisation
to which a company or any of its subsidiaries made, or from which the company or any of its subsidiaries received, significant payments or material 10 For the purposes of Regulation 13E(b)(ii) of the SFLCB Regulations, as at 31 March 2019, each of the abovementioned Directors were able to act in the
services in the current or immediate past financial year. As a guide, payments aggregated over any financial year in excess of S$200,000 should best interests of all the Unitholders as a whole.
generally be deemed significant.
The Sponsor group of companies had also made payments to UOB in FY18/19.
Pursuant to the SFLCB Regulations, during FY18/19, Mr Koh is deemed not to be independent from any business relationship with the Manager
and MCT by virtue of (a) the payments received by MCT from UOB and paid by MCT to UOB and (b) the payments made by the Sponsor group of
companies, being related corporations of the Manager, to UOB, as Mr Koh is employed as an executive officer at UOB.
Notwithstanding that MCT received payments from and made payments to UOB in excess of S$200,000 in FY18/19, the Board, in consultation with the
NRC, takes the view that, as at 31 March 2019, Mr Koh’s Independent Director status is not compromised as these amounts relate to rental payments
for the UOB branch in VivoCity, license fees for the ATMs at VivoCity and ARC and for event spaces at VivoCity, payments for Mapletree vouchers sold
under UOB credit card rewards programme as well as fees pursuant to a loan facility granted to MCT. These transactions were all conducted on an
arm’s length basis and Mr Koh was not involved in the negotiations of any of the agreements. In respect of the payments made by the Sponsor group of
companies to UOB for banking services rendered to the Sponsor group of companies, the transactions were all conducted on an arm’s length basis and
Mr Koh was not involved in the negotiations of any of the agreements and therefore his Independent Director status is not compromised.
The Board is satisfied that, as at 31 March 2019, Mr Koh was able to act in the best interests of all Unitholders as a whole.
Based on a review of the relationships between the remain relevant to the changing needs of the Manager may hold as long as each of the Board members is able ACCESS TO INFORMATION
Directors and the Group in accordance with the and the Group’s business. to commit his or her time and attention to the affairs Principle 6: Complete, adequate and timely access to
requirements of the Code and the SFLCB Regulations, of the Group, including attending Board and Board information
the Board considers the following Directors to be The Board established the NRC in January 2016 and committee meetings and contributing constructively
independent: it comprises three Directors, being Ms Kwa Kim Li, Mr to the management of the Manager and the Group. Our Policy and Practices
• Ms Kwa Kim Li; Kan Shik Lum and Mr Hiew Yoon Khong, all of whom The Manager believes that each Director is best placed The Manager adopts the principle that the Board shall be
• Mrs Jennifer Loh; are non-executive and the majority of whom (including to decide whether he or she has sufficient capacity to provided with timely and complete information prior to
• Mr Kan Shik Lum; the Chairperson) are independent. Ms Kwa Kim Li is the discharge his or her duties and responsibilities as Director Board meetings, as well as when the need arises.
• Mr Koh Cheng Chua; Chairperson of the NRC and also the Lead Independent in the best interests of the Manager and Unitholders.
• Mr Premod P. Thomas; Non-Executive Director of the Manager. Taking into account the meeting attendance records Management is required to provide adequate and timely
• Mr Alvin Tay; and of the Directors in FY18/19 as well as the contribution information to the Board, which includes matters requiring
• Mr Wu Long Peng. The NRC has written terms of reference setting out its and performance of each individual Director at such the Board’s decision, as well as ongoing reports relating to
scope and authority in performing the functions of a meetings, the Board is satisfied that all the Directors the operational and financial performance of the Group.
In view of the above, at least half of the Board comprises nominating committee, which include assisting the Board have been able to carry out their duties as Director Management is also required to furnish any additional
Independent Directors. in matters relating to: notwithstanding their principal commitments. information requested by the Board in a timely manner in
• the appointment and re-appointment of Board and order for the Board to make informed decisions.
CHAIRMAN AND CEO committee members; In keeping with the principle that a Director must be
Principle 3: Clear division of responsibilities • the appointment of the Executive Director and CEO able to commit his or her time and attention to the Directors have separate and independent access to
and the framework for the appointment of senior affairs of the Group, the Board will generally not approve Management and the Company Secretary.
Our Policy and Practices management executives of the Manager, as well as the appointment of alternate directors. There were no
The Manager adopts the principle of clear separation of the succession plan and framework for the Executive alternate directors appointed in FY18/19. The appointment and removal of the Company Secretary
the roles and responsibilities between the Chairman of the Director and CEO and senior management executives is subject to the approval of the Board.
Board and the CEO of the Manager. The Chairman guides of the Manager; The NRC reviews and makes recommendations of
the Board in constructive debates on the Group’s strategic • training and professional development programmes nominations and/or re-nominations of directors on the The Company Secretary attends to the administration of
direction, management of its assets and governance for the Board; Board and Board committees to the Board for approval. corporate secretarial matters and advises the Board on
matters. The Chairman is a non-executive Director. • the process for evaluating Board performance; and As a principle of good corporate governance, all Board governance matters. The Company Secretary also attends
• the determination, on an annual basis and as and members are required to submit themselves for re- all Board and Board committee meetings and provides
The Chairman and the CEO are not related to each other. when circumstances require, of the independent nomination and re-election at regular intervals during the assistance to the Chairman in ensuring adherence to
The CEO is responsible for the running of the Manager’s status of a Director, bearing in mind the relevant annual general meeting of the Manager. Board procedures.
business operations. She has full executive responsibilities guidelines of the Code and the SFLCB Regulations, as
over the business and operational decisions of the Group. well as any other applicable regulations and guidelines BOARD PERFORMANCE The Board takes independent professional advice as and
The CEO is also responsible for ensuring the Group’s and salient factors. Principle 5: Formal assessment of the effectiveness of when necessary, at the Manager’s expense, to enable
compliance with the applicable laws and regulations in its the Board it and/or the Independent Directors to discharge their
day-to-day operations. The composition of the Board is determined based on the responsibilities effectively. The AC meets the external and
following principles: Our Policy and Practices internal auditors separately at least once a year, without
As the Chairman is not an independent director, in • the Chairman of the Board should be a non-executive The Manager adopts the principle that the Board’s the presence of Management.
accordance with Guideline 3.3 of the Code, Ms Kwa Kim director of the Manager; performance is ultimately reflected in the performance of
Li has been appointed as Lead Independent Director of • the Board should comprise directors with a broad the Manager and the Group. (B) REMUNERATION MATTERS
the Manager. The principal responsibilities of the Lead range of commercial experience including expertise in Procedures for Developing Remuneration Policies
Independent Director are to act as chairperson of the fund management, law, finance, audit, accounting and To assess the performance of the Board and the Board Principle 7: Formal and transparent procedure for
Board when matters concerning the Chairman are to real estate; and committees, the Manager conducts confidential board fixing the remuneration of Directors
be considered, and to be available to the Board and • at least one-third of the Board should comprise effectiveness surveys. Such board effectiveness surveys
Unitholders for communication of Unitholders’ concern independent directors if the Chairman is an are carried out once every two to three years so as to Level and Mix of Remuneration
when other channels of communication through the independent director and at least half of the Board provide more time for Directors to observe, review and Principle 8: Appropriate level of remuneration
Chairman or CEO are inappropriate, as well as for leading should comprise independent directors if the assess the effectiveness and performance of the Board
all deliberations on feedback regarding performance of Chairman is not an independent director. and the Board committees. The last survey of the Board, Disclosure on Remuneration
the CEO and any interested party transactions. AC and NRC was undertaken in May 2019, with the Principle 9: Clear disclosure of remuneration matters
As at least half of the Board comprises Independent findings to be evaluated by the Board in July 2019. To
BOARD MEMBERSHIP Directors, the Manager will not be voluntarily subjecting this end, the NRC will assist the Board in (amongst other Our Policy and Practices
Principle 4: Formal and transparent process for any appointment or reappointment of directors to things) the assessment of the effectiveness of the Board, The Manager adopts the principle that remuneration
appointments voting by Unitholders. The Board intends to continue to by reviewing the performance evaluation process and matters should be sufficiently structured and
keep to the principle that at least half of the Board shall making recommendations to the Board. benchmarked with good market practices to attract
Our Policy and Practices comprise independent directors. The Manager does qualified talent to grow and manage its business.
The Manager adopts the principle that Board renewal is not, as a matter of policy, limit the maximum number of
an ongoing process to ensure good governance and to listed company board representations its Board members
The Manager adopts the principle that remuneration for • the termination payment, gratuities, severance Director is paid a basic retainer and Directors who the present and future growth of the Manager; and
the Board and senior management should be viewed payment and other similar payments to the Executive perform additional role through the Board committees • executive remuneration should be performance-related
in totality. The remuneration structure supports the Director and CEO of the Manager. are paid additional fees for such services; with a view to promoting the long-term success and
continuous development of the management bench • Non-Executive Directors who are employees of the sustainability of the Manager and the Group.
strength to ensure robust talent management and Decision-making process for determining the Sponsor do not receive any director’s fees in their
succession planning. remuneration policy capacity as Directors, and the CEO also does not receive The CEO is not present during the discussions relating
The NRC is responsible for the annual review of the any director’s fees in her capacity as a Director; and to her own compensation and terms and conditions of
Pursuant to the Guidelines to All Holders of a Capital Manager’s remuneration policy, its implementation • no Director is involved in deciding his or her own service, and the review of her performance. However, the
Markets Services Licence for Real Estate Investment Trust and ensuring compliance with relevant legislation and remuneration. Board, with the assistance of the NRC, reviews the CEO’s
Management (Guideline No: SFA04-G07), the Manager regulation. The NRC makes remuneration decisions for performance and the NRC Chairperson, or her designate,
has disclosed in this report information on its NRC as set employees annually in May following the end of the Directors’ fees are paid entirely in cash. will share with the CEO their views of her performance.
out below. performance year. This timing allows the full-year financial In accordance with the directions and guidelines from
results of MCT to be considered along with the other The key objectives and features of the Manager’s policy the MAS on the remuneration of key executive officers
Additional information on remuneration matters are non-financial goals and objectives. The NRC developed on the remuneration of its executives are as follows: of REIT managers, the Board, with the assistance of the
disclosed in accordance with the Alternative Investment the Manager’s remuneration policy with a number of • the level and structure of executive remuneration NRC, reviews the CEO’s specific remuneration package
Fund Managers Directive (the “AIFMD”) in compliance with principles in mind. The overarching principle is to promote should be competitive (but not excessive) to attract, to ensure its compliance with the substance and spirit of
the requirements of the AIFMD. sustainable long-term success of MCT. The remuneration motivate and retain a pool of talented executives for such directions and guidelines from the MAS.
policy should:
Nominating and Remuneration Committee • Align with unitholders: A proportion of variable
The remuneration of the Board and the employees of the Manager is paid by the Manager, and not paid by MCT. The
The Manager has established the NRC which consists of remuneration is deferred and delivered in the form of
Manager has set out in the table below information on the fees paid to the Directors for FY18/19:
a minimum of three members and is constituted in a way deferred awards over MCT phantom units, thereby
that enables it to exercise its judgment and demonstrate aligning the interests of employees and unitholders;
its ability to make decisions which are consistent with the • Align with performance: Total variable compensation Board Members Membership Fees Paid for FY18/19
current and future financial status of the business. is managed taking into consideration financial Mr Tsang Yam Pui Non-Executive Chairman and Director S$135,0001
performance and achievement of non-financial goals;
Ms Kwa Kim Li Lead Independent Non-Executive Director and S$85,000
The current members are Ms Kwa Kim Li, Lead • Encourage retention: Deferred variable compensation
Chairperson of the NRC
Independent Non-Executive Director and Chairperson does not give rise to any immediate entitlement.
of NRC, Mr Kan Shik Lum, Independent Non-Executive Awards normally require the participant to be Mrs Jennifer Loh Chairperson of the AC and Independent Non-Executive Director S$95,000
Director, and Mr Hiew Yoon Khong, Non-Executive employed continuously by the Manager until at least Mr Kan Shik Lum Independent Non-Executive Director and Member of the NRC S$72,500
Director. The NRC met once during FY18/19 and was the third anniversary of the grant in order to vest in full; Mr Koh Cheng Chua Independent Non-Executive Director and Member of the AC S$82,500
guided by an independent remuneration consultant, and
Mr Premod P. Thomas Independent Non-Executive Director and Member of the AC S$82,500
Willis Towers Watson, who has no relationship with the • Be competitive: Employees receive competitive
Manager, the controlling shareholders of the Manager or compensation and benefits packages, which are Mr Alvin Tay Independent Non-Executive Director S$16,2632
its related entities and the Board of Directors that would reviewed annually and benchmarked by independent Mr Wu Long Peng Independent Non-Executive Director S$16,2632
interfere with its ability to provide independent advice to remuneration consultant to the external market. Mr Hiew Yoon Khong Non-Executive Director and Member of the NRC Nil3
the NRC.
Mr Wong Mun Hoong Non-Executive Director Nil3
In determining specific individual compensation amounts,
The NRC has written terms of reference setting out its a number of factors are considered including non- Ms Amy Ng Non-Executive Director Nil3
scope and authority in performing the functions of a financial goals and objectives, financial performance of Ms Sharon Lim Executive Director and CEO Nil4
nominating and remuneration committee, which include MCT and the individual performance and contributions
assisting the Board in matters relating to: to MCT during the financial year. Particularly for senior Notes:
1 This includes attendance fees for Mr Tsang Yam Pui being a director who is not residing in Singapore.
• reviewing and recommending to the Board all management and key management staff, a portion of 2 The director’s fees paid for the period of appointment from 15 December 2018 to 31 March 2019.
nominations for the appointment and re-appointment their variable compensation is deferred and subjected to 3 Non-Executive Directors who are employees of the Sponsor do not receive any director’s fees in their capacity as Directors.
of Directors and of members to the various Board downside risks to prevent excessive risk taking. 4 The CEO does not receive any director’s fees in her capacity as a Director.
Committees;
• reviewing and recommending to the Board the The key objectives and features of the Manager’s policy Link between pay and performance Variable incentive is a material component of total
succession plan for the Executive Director and CEO of on the remuneration of its Directors are as follows: Employee remuneration at the Manager comprises fixed remuneration and comprises Performance Target Bonus
the Manager; • the level of directors’ fees should be appropriate (but pay, variable incentive, allowances and benefits. Fixed (“PTB”), Variable Bonus (“VB”) and Long-term Incentive
• the remuneration framework for the Directors, not excessive) to attract and motivate the Directors pay comprises a salary and an annual wage supplement. (“LTI”) award. The PTB amount is determined based on the
Executive Director and CEO, and senior management to provide good stewardship of the Manager and the All employees receive a salary that reflects their achievement of non-financial Key Performance Indicators
of the Manager, including all option plans, stock plans Group; responsibilities and the level of experience and expertise (“KPIs”) which are critical to improving the organisational
and the like, as well as the performance hurdles of • directors’ fees are reviewed annually and subject to the needed to undertake their roles. Allowances and benefits effectiveness, operational efficiency and overall risk
such plans; approval of the Manager’s shareholder; include statutory provident contributions and benefits- profile of the Manager, e.g. successful implementation
• the specific remuneration package for the Executive • to ensure that each Director’s fees are commensurate in-kind to enable employees to undertake their role by of Employee Engagement Survey 2017 action plans,
Director and CEO of the Manager; and with his or her responsibilities and time spent, each ensuring their well-being. participation in Corporate Social Responsibility (“CSR”)
events, investors and tenants engagement. The VB Employees of the Manager are eligible to be considered cash. All payments are entirely paid by the Manager and There were no employees of the Manager who were
amount is assessed based on the achievement of financial for variable pay each year. Variable pay for all employees not as an additional expense imposed on MCT. immediate family members of a Director or the CEO of the
KPIs such as NPI, DPU and NAV which measure the takes into account MCT, the Manager and the individual’s Manager and whose remuneration exceeded S$50,000
financial metrics essential to the Unitholders. KPIs and performance against agreed financial and non-financial To assess the individual performance, a 5-point rating during FY18/19.
their weightages may change from year to year. The objectives similar to that of the senior management. scale is used by the supervisors to provide an overall
LTI award is a form of unit-linked incentive plan and However, in execution, the PTB and VB are combined assessment of an employee’s performance, and Quantitative Remuneration Disclosure under AIFMD
represents conditional rights to receive a cash sum based to form consolidated variable pay for the employees. employees are required to perform a self-evaluation. The The Manager is required under the AIFMD to make
on the achievement of MCT’s Total Shareholder Return overall final rating is reconciled during each employee’s quantitative disclosures of remuneration. Disclosures are
(“TSR”) targets and value of a notional investment in MCT. Over the last 5 financial years, the Manager has achieved performance appraisal. provided in relation to (a) the staff of the Manager; (b) staff
outstanding results for MCT by delivering strong returns who are senior management; and (c) staff who have the
To this end, the NRC has reviewed the performance of to Unitholders, as measured by the performance of unit The remuneration for the CEO in bands of S$250,000, ability to materially affect the risk profile of MCT.
the Manager for FY18/19 and is satisfied that all KPIs have price, DPU growth and NPI growth. In recognition of and a breakdown of the remuneration of the CEO and all
been achieved. this, a one-time discretionary bonus was declared to the of the key management personnel in percentage terms, All individuals included in the aggregated figures
employees of the Manager, which was over and above are provided in the remuneration table on the preceding disclosed are rewarded in line with the Manager’s
For senior management, a significant proportion of their the regular variable pay. Similar to the existing variable page. At present, there are only four key management remuneration policies.
variable incentive is deferred under the Manager’s VB pay scheme, the one-time discretionary bonus declared personnel (including the CEO).
banking mechanism and vesting schedule of LTI award. would be subject to the banking mechanism and For FY18/19, the Manager employed 31 employees
Deferral of these two components is a key mechanism contains a deferred element. The Manager is cognisant of the requirements in who were dedicated to the day-to-day operations
to building sustainable business performance. Under the the Code and the “Notice to All Holders of a Capital of MCT. They were the beneficiaries of the total of
VB banking mechanism, only a portion of a VB award The Manager will continue to be guided by the objective Markets Services Licence for Real Estate Investment S$7.77 million remuneration paid by the Manager for
declared in the financial year will be paid out while the of delivering long-term sustainable returns to Unitholders. Trust Management” to disclose: (a) the remuneration the year, comprising fixed pay of S$3.09 million, variable
rest of the VB award will be deferred and paid out in the The remuneration of the senior management team will of its CEO and each individual Director on a named pay of S$4.47 million and allowances/benefits-in-kind of
subsequent years. The deferred VB award will be subjected continue to be aligned with the goal of value creation for basis; (b) the remuneration of at least its top five key S$0.2 million. This includes six senior management staff
to downside risks depending on future performance. This Unitholders. The performance will be measured over the management personnel (who are neither Directors nor whose roles, decision-making powers and actions have a
ensures alignment between remuneration and sustaining next 5-year period, with an interim review at the end of the CEO), on a named basis, in bands of S$250,000 and material impact on the risk profile of MCT, and who were
business performance in the longer-term. For the LTI the third year. (c) in aggregate the total remuneration paid to its top paid a total of $4.54 million.
award, it is subject to three to five years vesting schedule. five key management personnel (who are not Directors
The settlement value of the LTI award is linked to the value All fixed pay, variable incentives and allowances, including or the CEO), and in the event of non-disclosure, the (C) ACCOUNTABILITY AND AUDIT
of MCT units at the time of vesting. the one-time discretionary bonus are payable wholly in Manager is required to provide reasons for such non- Accountability
disclosure. The Board had assessed and decided not Principle 10: Balanced and understandable assessment
to disclose (i) the remuneration of the CEO in exact of the company’s performance, position and prospects
quantum; (ii) the remuneration of at least its top five key
TOTAL REMUNERATION BANDS OF CEO AND KEY MANAGEMENT PERSONNEL FOR FY18/19
management personnel (who are neither Directors nor Our Policy and Practices
Salary, Allowances Bonus1 Long-term Benefits Total the CEO), on a named basis, in bands of S$250,000; and The Board is responsible for providing a balanced and
and Statutory Incentives2 (iii) the aggregate remuneration paid to its top five key understandable assessment of MCT’s performance, position
Contributions management personnel (who are not Directors or the and prospects, including interim and other price sensitive
CEO) as the Manager is of the view that remuneration public reports, and reports to regulators, if required.
Above S$2,000,000 to S$2,250,000
details are commercially sensitive due to the confidential
Sharon Lim 19% 51% 30% N.M.4 100% nature of remuneration matters and with keen The Manager adopts the principle that to build
competition for management staff in the REIT industry, confidence among stakeholders, there is a need to
Other Key Management Personnel such disclosure may result in talent retention issues. deliver sustainable value.
Janica Tan 33% 44% 23% N.M.4 100%
Koh Wee Leong 40% 44% 16% N.M.4 100% Since the remuneration of the CEO and key management The Manager complies with statutory and regulatory
personnel of the Manager are not separately billed but requirements and adopts best practices in the Group’s
Charissa Wong3 47% 39% 14% N.M.4 100%
paid by the Manager, the Manager is also of the view that business processes. The Manager also updates the Board
the interest of the Unitholders would not be prejudiced as on the Group’s performance and its business and market
The total remuneration for the CEO and the key management personnel in FY18/19 was S$4.21 million. the indicative range of the CEO’s remuneration, as well as outlook on a regular basis, so as to enable the Board to
the total remuneration for the CEO and key management make a balanced and informed assessment of the Group’s
personnel of the Manager, have been provided. Further, performance, financial position and prospects.
Notes:
1 The amounts disclosed are bonuses declared during the financial year including a one-time discretionary bonus awarded to the Manager for achieving
there is sufficient information provided on the Manager’s
outstanding performance for MCT over the last five years. Similar to the existing variable pay scheme, the one-time discretionary bonus declared is remuneration framework to enable the Unitholders
subject to the banking mechanism and contains a deferred element. to understand the link between the performance of
2 The amounts disclosed include the grant of the LTI award. The LTI award is a form of unit-linked incentive plan and represents conditional rights to
receive a cash sum based on the achievement of MCT’s TSR targets and fulfillment of vesting period of up to five years. MCT and the remuneration paid to the CEO and key
3 Charissa Wong is an employee of the Property Manager from 14 April 2018 and is deemed a key management personnel who has responsibility for the management personnel of the Manager.
management of VivoCity which is material to the performance of MCT.
4 Not meaningful.
Risk Management and Internal Controls The Group’s procedures and practices are regularly The Manager’s policies and procedures relating to risk and commentary on the industry’s competitive conditions
Principle 11: Sound system of risk management and reviewed and revised where necessary to enhance management can be found on pages 82 to 84 of this in which the Group operates and any known factors or
internal controls controls and efficiency. The Group has implemented a Annual Report. events that may affect the Group in the next reporting
Control Self-Assessment (“CSA”) programme to reinforce period and the next twelve months.
Our Policy and Practices risk awareness and compliance with internal controls Information Technology Controls
The Manager adopts the principle that a sound system of within the Group, by fostering accountability, control and As part of the Group’s risk management process, Detailed disclosure and analysis of the full-year financial
internal controls and risk management is necessary for the risk ownership. information technology controls and cybersecurity performance of the Group can be found in the Financial
Group’s business. measures have been put in place and are periodically Review & Capital Management section from pages 38 to
The Internal Audit function, which is outsourced to the reviewed to ensure that information technology risks 42 and the Financial Statements from pages 106 to 166 of
The Manager, working with the Sponsor, has established Sponsor, reviews the Group’s compliance with the control and cybersecurity threats are identified and mitigated. this Annual Report.
internal control and risk management systems that address procedures and policies established within the internal In addition, as part of the Manager’s business continuity
key operational, financial, compliance and information control and risk management systems. The Internal Audit plan, information technology disaster recovery planning Financial Management
technology risks relevant to the Group’s business and function is also involved in the validation of the results and tests are conducted to ensure that critical information Management reviews the performance of the MCT
operating environment. These systems provide reasonable from the CSA programme. technology systems remain functional in a crisis situation. portfolio properties on a monthly basis to maintain the
but not absolute assurance on the achievement of their financial and operational discipline of the Group.
intended internal control and risk management objectives. Whistleblowing Policy An annual review of the information technology controls
To reinforce a culture of good business ethics and was conducted by the Sponsor’s Internal Audit Department The key financial risks which the Group is exposed to
The key elements of the Group’s internal control and risk governance, the Manager has a Whistleblowing Policy as part of the FY18/19 annual CSA programme. The audit include interest rate risk, liquidity risk, currency risk and
management systems are as follows: to encourage the reporting, in good faith, of any findings were submitted to the AC and the Board for review credit risk. Where appropriate, the Manager procures
suspected improper conduct, including possible financial and appropriate remedial actions were implemented as at hedging transactions to be entered into so as to
Operating Structure irregularities, while protecting the whistleblowers from 31 March 2019. protect the Group against interest and/or currency rate
The Manager has a well-defined operating structure with reprisals. Any reporting concerning the Group or the fluctuations. In addition, the Manager proactively manages
clear lines of responsibility and delegated authority, as well Manager is notified to the AC Chairman of the Sponsor In addition, for FY18/19, independent third parties liquidity risk by ensuring that sufficient working capital
as reporting mechanisms to senior management and the as well as the AC Chairperson of the Manager for were engaged to perform a Cybersecurity Maturity lines and loan facilities are maintained for the Group. The
Board. This structure includes certain functions, such as investigation and to the AC of the Manager on the findings. Assessment which covered a review of the Group’s Manager’s capital management strategy can be found on
Human Resource, Information Systems & Technology, IT policies and Standard Operating Procedures and a pages 38 to 42 of this Annual Report. The Manager also
Internal Audit, Legal and Risk Management, which are For queries or to make a report, please write to Vulnerability Assessment and Penetration Test to ensure has in place credit control procedures for managing tenant
outsourced to the Sponsor. The Manager also conducts an [email protected]. that the appropriate information technology controls and credit risk and monitoring of arrears collection.
annual review of such outsourced functions to ensure that cybersecurity measures were in place.
required performance standards are met. Risk Management Internal Audit
Risk management is an integral part of the Manager’s Financial Reporting The Internal Audit function, which is outsourced to the
Policies, Procedures and Practices business strategy. In order to safeguard and create value The Board is updated on a quarterly basis on the Group’s Sponsor’s Internal Audit Department, prepares a risk-
Controls are detailed in formal procedures and manuals. for Unitholders, the Manager proactively manages risks and financial performance. The Manager reports on significant based audit plan annually to review the adequacy and
For example, the Board has approved a set of delegations embeds the risk management process into the Manager’s variances in financial performance, in comparison with effectiveness of the Group’s system of internal controls
of authority which sets out approval limits for investments planning and decision-making process. budgets and financial performance of corresponding and this audit plan is approved by the AC before execution.
and divestments, development, operational and capital periods in the preceding year and provides an updated The Internal Audit Department is also involved during the
expenditures and treasury activities. Approval sub-limits are The risk management function which is outsourced to the full year forecast. In addition, the Board is provided with year in conducting ad hoc audits and reviews that may be
also provided at various management levels to facilitate Sponsor’s Risk Management (“RM”) Department oversees quarterly updates on key operational activities of the Group. requested by the AC or Management on specific areas of
operational efficiency, as well as provide a system of the Enterprise Risk Management (“ERM”) framework. The concern, including validating the responses under the CSA
checks and balances. RM Department reports key risk exposures, portfolio risk A management representation letter is provided by programme. In doing so, the Internal Audit Department is
profile and activities in respect of significant risk matters to the Manager in connection with the preparation of able to obtain assurance that business objectives for the
The Board has prescribed certain limits on transactions to the AC and the Board independently on a quarterly basis. the Group’s financial statements to the AC and Board internal control processes under review are being achieved
be undertaken by the Group, above which approval from quarterly. The representation letter is supported by and key control mechanisms are in place.
the Board is required. The Board’s approval is required for The risk management system established by the Manager, declarations made individually by the various Heads of
material transactions, including the following: which encompasses the ERM framework and the risk Department. Compliance checklists on announcement Upon completion of each review, a formal report detailing
• equity fund-raising; management process, is dynamic and evolves with the of financial statements, which are required for submission the audit findings and the appropriate recommendations is
• acquisition, development and disposal of properties business. The Manager has identified key risks, assessed to the SGX-ST, are reviewed and confirmed by the Chief issued to the AC. The Internal Audit Department monitors
above Board-prescribed limits; their likelihood and impact on MCT’s business, and Financial Officer (“CFO”) of the Manager. and reports on the timely implementation of the action
• overall project budget variance and ad hoc established corresponding mitigating controls. The plans to Management and the AC on a quarterly basis.
development budget above Board-prescribed limits; information is maintained in a risk register that is reviewed The Group’s financial results are reported to Unitholders
• debt fund-raising above Board-prescribed limits; and and updated regularly. The RM Department works quarterly in accordance with the requirements of the The external auditors also provide an independent
• derivative contracts above Board-prescribed limits. closely with the Manager to review and enhance the risk SGX-ST, and since FY18/19, are prepared in accordance perspective on certain aspects of the internal financial
management system, with guidance and direction of the with the Singapore Financial Reporting Standards controls system arising from their work and report their
AC and the Board. (International). These results announcements provide findings to the AC on an annual basis. The external auditors
analyses of significant variances in financial performance are also updated on the findings of the CSA programme.
Interested Person Transactions Dealing in MCT units The Board has received written assurance from the CEO The AC has written terms of reference setting out its scope
All interested person transactions are undertaken on The Manager adopts the best practices on dealings in and the CFO that (a) the Group’s financial records have and authority, which include:
normal commercial terms and the AC regularly reviews securities set out in the Listing Manual. All Directors are been properly maintained and the Group’s financial • oversight of financial reporting including review of
all interested person transactions to ensure compliance required to disclose their interests in MCT and are also statements give a true and fair view of the Group’s quarterly and annual financial results for release to
with the internal control system, as well as with relevant provided with disclosures of interests by other Directors, as operations and finances and (b) the Group’s internal the public and this includes discussion on changes to
provisions of the Listing Manual and the Property Funds well as reminders on trading restrictions. control and risk management systems are effective. accounting standards and issues which have a direct
Appendix. In addition, the Trustee has the right to review impact on the financial statements;
such transactions to ascertain that the Property Funds On trading in MCT units, the Directors and employees of Opinion on Internal Controls • review of the adequacy and effectiveness of MCT’s
Appendix has been complied with. the Manager are reminded not to deal in MCT units on Based on the internal control and risk management internal controls and reporting the same to the Board;
short term considerations and are prohibited from dealing systems established and maintained by the Manager • review and approve the scope of internal audit activities;
The following procedures are also undertaken: in MCT units: and the Sponsor, work performed by the Sponsor’s • review of audit findings of internal and external
• transactions (either individually or as part of a series • in the period commencing one month before the Internal Audit and RM Departments, as well as by the auditors, as well as Management’s responses to them
or if aggregated with other transactions involving the public announcement of the Group’s annual results; external auditors, reviews performed by Management including the remedial actions to address such findings;
same interested person during the same financial year) • in the period commencing two weeks before the and the abovementioned assurance from the CEO and • review the scope and results of the external audit
equal to or exceeding S$100,000 in value but below public announcement of the Group’s quarterly and the CFO, the Board, with the concurrence of the AC, and the independence and objectivity of external
3.0% of the value of the Group’s net tangible assets will semi-annual results; and is of the opinion that the Group’s internal control and auditors, including the evaluation of the nature and
be subject to review by the AC at regular intervals; • at any time whilst in possession of price-sensitive risk management systems, addressing key financial, extent of their non-audit services. In this regard, for
• transactions (either individually or as part of a series information. operational, compliance, information technology and risk FY18/19, MCT paid S$98,030 to the external auditors,
or if aggregated with other transactions involving the management objectives and which the Group considers PwC, for audit services for the Group and S$6,500
same interested person during the same financial year) Each Director is required to notify the Manager of his or relevant and material to its operations, were adequate for non-audit services relating to the issuance of a
equal to or exceeding 3.0% but below 5.0% of the value her acquisition of MCT units or of changes in the number and effective to meet the needs of the Group in its letter of consent for the reference to the auditor’s
of the Group’s net tangible assets will be subject to of MCT units which he or she holds or in which he or business as at 31 March 2019. report in the Information Memorandum to increase
the review and prior approval of the AC. Such approval she has an interest, within two business days of such MCT’s Multicurrency Medium Term Note programme
shall only be given if the transactions are on normal acquisition or change of interest. In addition, employees Audit and Risk Committee limit from S$1.0 billion to S$3.0 billion. The AC has
commercial terms and are consistent with similar types of the Manager and the Sponsor are to give pre-trading Principle 12: The Board should establish an audit undertaken a review of all non-audit services provided
of transactions made by the Trustee with third parties notifications before any dealing in MCT units. committee with written terms of reference which by PwC and is of the opinion that such non-audit
which are unrelated to the Manager; and clearly set out its authority and duties. services would not affect the independence of PwC
• transactions (either individually or as part of a series or if Role of the Board and AC as the external auditors;
aggregated with other transactions involving the same The Board recognises the importance of maintaining Our Policy and Practices • recommendation on the appointment and re-
interested person during the same financial year) equal to a sound internal control and risk management system The Board is supported by the AC which provides appointment of external auditors and approval of their
or exceeding 5.0% of the value of the Group’s net tangible to safeguard the assets of the Group and Unitholders’ additional oversight of financial, risks and audit matters, remuneration and terms of engagement; and
assets will be reviewed and approved prior to such interests, through a framework that enables risks to be so as to maximise the effectiveness of the Board and • examination of interested person transactions.
transactions being entered into, on the basis described assessed and managed. foster active participation and contribution.
in the preceding paragraph, by the AC which may, as In addition, the AC also:
it deems fit, request advice on the transaction from The AC provides oversight of the financial reporting, The Manager adopts the principle that the AC shall have • meets with the external and internal auditors, without
independent sources or advisers, including the obtaining accounting policies and the adequacy and effectiveness at least three members, all of whom must be non- the presence of Management, at least once a year; and
of valuations from independent professional valuers. of the Group’s internal control and risk management executive and the majority of whom, including the AC • reviews and, if required, investigates the matters
Further, under the Listing Manual and the Property Funds systems, as well as its compliance processes. Chairperson, must be independent. reported via the whistle-blowing mechanism, by
Appendix, such transactions would have to be approved which staff may, in confidence, raise concerns
by the Unitholders at a meeting of the Unitholders. The Board and the AC also take into account the results The AC consists of three members, all of whom are about suspected improprieties including financial
from the CSA programme, which requires the various independent and are appropriately qualified to discharge irregularities. The objective of the whistle-blowing
The interested person transactions undertaken by the departments to review and report on compliance with their responsibilities. They are: mechanism is to ensure that arrangements are in
Group in FY18/19 are set out on pages 167 to 168 of this key control processes. • Mrs Jennifer Loh, Chairperson; place for independent investigations of any reported
Annual Report. For the purpose of the disclosures, the • Mr Koh Cheng Chua, Member; and matters and reviews of such investigations, to ensure
full contract sum is taken as the value of the transaction As part of the CSA Programme, the Internal Audit function • Mr Premod P. Thomas, Member. appropriate follow-up actions are taken.
where the interested person transaction has a fixed term performs a validation of Management‘s self-assessment
and contract value, while the annual amount incurred and/ responses on a sampling basis, after which the validated None of the AC members are a partner or director of the As part of its oversight role over financial reporting, the AC
or accrued is taken as the value of the transaction where self-assessment results are reported to the AC and the Board. incumbent external auditors, PricewaterhouseCoopers LLP reviewed the Financial Statements before recommending
an interested person transaction has an indefinite term or (“PwC”), within the previous 12 months, nor does any of them to the Board for approval. The process involved
where the contract sum is not specified. It should be recognised that all internal control and the AC members have any financial interest in PwC. discussions with the Management and external auditors on
risk management systems contain inherent limitations significant accounting matters.
and, accordingly, the internal control and risk
management systems can only provide reasonable but
not absolute assurance.
The AC reviewed among other matters, the valuation of independently of, Management. Its annual audit plan is (D) UNITHOLDER RIGHTS AND RESPONSIBILITIES To safeguard Unitholders’ interests and rights, a separate
investment properties, being the key audit matter identified submitted to the AC for approval and audit findings are Unitholder Rights resolution is proposed for each substantially separate
by external auditors. submitted to the AC on a periodic basis. The AC also Principle 14: Fair and equitable treatment of all issue at an AGM. Each resolution proposed at an AGM
meets with the Head of Internal Audit at least once a year Unitholders and any other general meeting will be voted on by way
The AC had a robust discussion with Management and without the presence of Management. of electronic polling. An independent scrutineer is also
the professional valuers to review the methodology Communication with Shareholders appointed to validate the vote tabulation and procedures.
and assumptions used in arriving at the valuation of the The Internal Audit Department is a member of the Principle 15: Regular, effective and fair communication The Manager will announce the results of the votes
investment properties, focusing on significant changes in Singapore branch of the Institute of Internal Auditors with Unitholders cast for and against each resolution and the respective
fair value including assessing the reasonableness of the Inc. (the “IIA”), which has its headquarters in the USA. percentages and prepare minutes of such meetings.
assumptions used by the valuers. The Internal Audit Department subscribes to, and is in Conduct of Unitholder Meetings
conformance with, the International Standards for the Principle 16: Greater Unitholder participation at annual The Manager has an Investor Relations Department
The AC is satisfied that the methodology and assumptions Professional Practice of Internal Auditing developed by general meetings which works with the Legal and Corporate Secretariat
used are reasonable and accepted the outcome of the the IIA (the “IIA Standards”) and has incorporated these Department of the Sponsor to ensure the Group’s
valuation of the investment portfolio, which resulted in a standards into its audit practices. Our Policy and Practices compliance with the legal and regulatory requirements
gain of S$336.6 million for the financial year. The Manager adopts the principle that all Unitholders applicable to listed REITs, as well as to incorporate best
The IIA Standards cover requirements on: should be treated fairly and equitably and their ownership practices in its investor relations programme. To keep the
The AC also considered the work performed by the external • independence and objectivity; rights arising from their unitholdings should be recognised. Board abreast of market perception and concerns, the
auditor, including their assessment of the appropriateness • proficiency and due professional care; Investor Relations Department provides regular updates
of valuation, methodologies and the key assumptions • managing the internal audit activity; To this end, the Manager issues via SGXNET on analyst consensus estimates and views.
applied in the valuation of investment properties. • engagement planning; announcements and press releases on the Group’s latest
• performing engagement; corporate developments on an immediate basis where Minutes of general meetings recording the substantive
A total of four AC meetings were held in FY18/19. • communicating results; and required by the Listing Manual. Where immediate disclosure and relevant comments made and questions raised by
• monitoring progress. is not practicable, the relevant announcement will be made Unitholders are available via MCT’s website at
The Manager, on behalf of the Group, confirms that the as soon as possible to ensure that all stakeholders and the www.mapletreecommercialtrust.com.
Group has complied with Rules 712 and 715 of the Listing Employees in the Internal Audit Department involved in public have equal access to the information.
Manual in relation to the Group’s auditing firm. information technology audits are Certified Information The Manager regularly communicates major
System Auditors and members of the Information System All Unitholders can access the electronic copy of the developments in the Group’s businesses and operations
Internal Audit Audit and Control Association (the “ISACA”) in the USA. Annual Report which is published via SGXNET as well to Unitholders, analysts and the media through the
Principle 13: Independent internal audit function The ISACA Information System Auditing Standards provide as MCT’s website. All Unitholders will receive a booklet issuance of announcements and press releases. In
guidance on the standards and procedures to be applied in containing key highlights of MCT, instructions on addition, all announcements and press releases are first
Our Policy and Practices information technology audits. accessing the Annual Report online with the option made on SGXNET and subsequently on MCT’s website.
The Manager adopts the principle that a robust system of receiving a printed version of the Annual Report, a
of internal audits is required to safeguard Unitholders’ To ensure that the internal audits are performed by notice of AGM and a proxy form with instructions on the Investors can subscribe to email alerts of all
interests, the Group’s assets, and to manage risks. Apart competent professionals, the Internal Audit Department appointment of proxies. The notice of AGM for each AGM announcements and press releases issued by MCT
from the AC, other Board committees may be set up from recruits and employs qualified employees. In order that is also published via SGXNET and advertised in the press. through its website. “Live” webcast of analyst briefings are
time to time to address specific issues or risks. their technical knowledge remains current and relevant, An AGM is held once a year to provide a platform for conducted twice a year and where practicable.
the Internal Audit Department identifies and provides Unitholders to interact with the Board and Management,
The Internal Audit function of the Group is outsourced to training and development opportunities to the employees. in particular the Chairman of the Board, the Chairperson The Manager also communicates with MCT’s investors
the Sponsor’s Internal Audit Department and the Head of of the AC, the CEO and the CFO. The external auditors on a regular basis through group/individual meetings with
Internal Audit reports directly to the Chairperson of the AC In compliance with the IIA Standards, an external quality are also present to address Unitholders’ queries about the investors, investor conferences and non-deal roadshows.
of both the Manager and the Sponsor. assessment review (“QAR”) of the Sponsor’s Internal Audit audit and the financial statements of the Group. A record The Manager’s key management members, including the
Department is conducted at least once every five years of the Directors’ attendance at the AGM can be found in CEO and CFO, are present at briefings and communication
The AC is consulted and provides feedback to the AC of by a qualified, independent reviewer. In December 2018, the records of their attendance of meetings set out on sessions to answer questions from investors. More
the Sponsor on the hiring, removal and evaluation of the an external QAR of the Internal Audit Department was pages 65 to 66 of this Annual Report. information on the Manager’s investor relations policies
performance of the Head of Internal Audit. The Internal completed (following the previous QAR completed in and activities can be found in the Investor Relations section
Audit Department has unfettered access to all of the 2013). The external QAR reviewer had concluded that the Similarly, where a general meeting is convened, all on pages 103 to 105 of this Annual Report.
Group’s documents, records, properties and personnel, Internal Audit Department was in conformance with the Unitholders are entitled to receive a circular enclosing
including access to the AC. IIA Standards. a proxy form with instructions on the appointment of MCT’s distribution policy is to distribute at least 90% of its
proxies. Prior to voting at an AGM or any other general taxable income and such distributions are typically paid on
The role of the Internal Audit Department is to For FY18/19, the AC is of the opinion that the internal audit meeting, the voting procedures will be made known to a quarterly basis. For FY18/19, MCT made four distributions
conduct internal audit work in consultation with, but function is independent, effective and adequately resourced. the Unitholders to facilitate them in exercising their votes. to Unitholders.
Risk management continues to be an integral part of the Manager’s business strategy in order to deliver regular and ROBUST MEASUREMENT are quantified, aggregated and OPERATIONAL RISKS
steady distributions. To safeguard and create value for Unitholders, the Manager proactively manages risks and embeds AND ANALYSIS monitored for existing assets and Comprehensive operating, reporting
the risk management process as part of the planning and decision-making process. The Manager’s risk measurement prospective acquisitions. Significant and monitoring guidelines enable
framework is based on Value-at- risk profile changes or emerging the Manager to manage day-to-day
Risk (“VaR”), a methodology which trends are reported for assessment activities and mitigate operational
measures the volatilities of market and/or action. risks. To ensure relevance, the
and property risk drivers such as Manager regularly reviews its
rental rates, occupancy rates, Investments risk Standard Operating Procedures
Risk Appetite, Tolerance, Attitudes RISK
STRATEGY capital values and interest rates. It The risks arising from investment (“SOPs”) and benchmarks them
and Philosophy
takes into consideration changes activities are managed through a against industry practices where
in market environment and asset rigorous and disciplined investment appropriate. Compliance with
Risk Reporting Structures, Roles
RISK GOVERNANCE cash flows. To complement the VaR approach, particularly in the areas SOPs is assessed under the CSA
and Responsibilities
methodology, other risks such as of asset evaluation and pricing. framework and reinforced through
2. Risk Assessment refinancing and tenant-related risks All acquisitions are aligned with training of employees and regular
1. Risk are also assessed, monitored and MCT’s investment strategy to reviews by the Sponsor’s Internal
Identification measured as part of the framework enhance returns to Unitholders and Audit department.
5. Risk Reporting Risk Analysis where feasible. improve future income and capital
Risk
Management growth. Sensitivity analysis is also Human resource risk
Process With the VaR methodology, risks are performed for each acquisition Loss of key management personnel
4. Risk Monitoring Risk Evaluation measured consistently across the on all key project variables to test and identified talents can cause
portfolio, enabling the Manager to the robustness of the assumptions disruptions to the Manager’s
3. Risk Treatment
quantify the benefits that arise from used. For significant acquisitions, business operations and hinder
diversification across the portfolio, independent risk assessments are the achievement of its business
INFORMATION and to assess risk by asset class or conducted by the Sponsor’s RM objectives. The Manager has put
Key Risks STRATEGIC EXTERNAL OPERATIONAL FINANCIAL COMPLIANCE
TECHNOLOGY
by risk type. The Manager recognises department and included in the in place succession planning,
the limitations of any statistically- investment proposal submitted to talent management, competitive
Risk STANDARD CONTROL based system that relies on historical the Board for approval. Investment compensation and benefits
INTERNAL KEY RISK DELEGATION
OPERATING SELF- TRAININGS WHISTLEBLOWING
Assurance AUDIT INDICATORS OF AUTHORITY data. Therefore, MCT’s portfolio is proposals are subject to rigorous plans to reward and retain
PROCEDURES ASSESSMENT
subject to stress testing and scenario scrutiny by the Board. performing personnel.
analyses to ensure that the business
remains resilient in the event of Upon receiving the Board’s approval, Property damage & business
unexpected market shocks. the investment proposals are then disruption risks
submitted to the Trustee, who is In the event of unforeseen
RISK IDENTIFICATION the final approving authority for all catastrophic events, the Manager
STRONG OVERSIGHT Sponsor’s RM department, which it Management Standards. It is dynamic AND ASSESSMENT investment decisions. has in place a Business Continuity
AND GOVERNANCE engages with quarterly as part of its and evolves with the business, The Manager identifies key risks, Plan and crisis communication plan
The Board is responsible for review of MCT’s portfolio risks. thus providing the Manager with assesses their likelihood and impact The Trustee also monitors the that should enable it to resume
determining the overall risk strategy a holistic and consistent process on the business, and establishes compliance of the Manager’s operations with minimal disruptions
and risk governance, and ensuring At the Manager, the risk for the identification, assessment, corresponding mitigating controls. executed investment transactions and loss. MCT’s properties are
that the Manager implements sound management culture involves monitoring and reporting of risks. The information is maintained in a risk with the Listing Manual of the insured in accordance with industry
risk management and internal both top-down oversight and The Sponsor’s RM department register that is reviewed and updated Singapore Exchange Securities norms in Singapore.
control practices. The Board also bottom-up engagement from all works closely with the Manager to regularly. The key risks identified Trading Limited, the Property Funds
approves the risk appetite and employees. This ensures a risk continually review and enhance include but are not limited to: Appendix and the provisions in the Credit risk
tolerance statements, which set approach that is aligned with its the risk management system in Trust Deed. Credit risks are mitigated from
out the nature and extent of risks business objectives and strategies accordance with market practices STRATEGIC RISKS the outset by conducting tenant
that could be taken to achieve the for MCT, which is also integrated and regulatory requirements. A Market risk EXTERNAL RISK credit assessments as part of the
Manager’s business objectives. The with operational processes for CSA framework further reinforces MCT’s portfolio is subject to real Economic risk investment due diligence process
Board, which is supported by the AC, effectiveness and accountability. risk awareness by fostering estate market risks such as rental To manage the impact of economic prior to an acquisition. For new and
comprises directors whose collective accountability, control and risk rate and occupancy volatilities uncertainties in Singapore, the sizeable leases, credit assessments of
diverse experience and knowledge The Manager’s ERM framework ownership, and provides additional and specific factors including Manager conducts rigorous real prospective tenants are undertaken
serve to give guidance and provide is adapted from the International assurance to the Manager and the competition, supply, demand and estate market research and monitors prior to signing of lease agreements.
strategic insights to the Manager. Organisation for Standardisation Board that operational risks are being regulations in Singapore. Such risks economic development closely. On an ongoing basis, tenants’ credit
The AC has direct access to the (ISO) 31000 International Risk effectively and adequately managed worthiness is closely monitored by
and controlled.
the Manager’s asset management COMPLIANCE RISKS availability, control and governance, BOARD STATEMENT significant impact on our planet well-being of the economy, the
team and arrears are managed by the Regulatory risk and data security. An IT disaster The Board is pleased to present and our communities. As a society and the environment.
Manager’s Credit Control Committee The Manager is committed to recovery plan is in place and tested MCT’s third sustainability report for consequence of climate change
which meets regularly to review complying with the applicable laws annually to ensure business recovery FY18/19. This report encapsulates and rapid urbanisation, our cities In our FY16/17 and FY17/18 reports,
debtor balances. To further mitigate and regulations in Singapore. objectives are met. All employees are our overarching approach to are becoming vulnerable to natural we highlighted several initiatives
credit risks, security deposits in the Non-compliance may result required to do a mandatory online sustainability. With this report, disasters. Hence, it is vital to ensure to promote sustainability in our
form of cash or banker’s guarantees in litigation, penalties, fines or training on IT security awareness we would like to share with our that all our buildings and properties business operations. We are pleased
are collected from prospective revocation of business licenses. to ensure that they are aware of stakeholders how we integrate are sustainable and energy-efficient to report that we have continued to
tenants prior to the commencement The Manager identifies applicable potential cybersecurity threats. key environmental, social and in order to support the development make progress in our sustainability
of leases. laws and regulatory obligations and There is also constant monitoring governance (“ESG”) issues in of sustainable communities. We are performance. Some of our key
embeds compliance to these laws of Internet gateways to detect our overall strategy, how we manage committed to reducing our energy achievements in FY18/19 include:
FINANCIAL RISKS and regulations in its day-to-day potential security event. In addition, the impacts, risks and opportunities and emissions intensities in an effort
Financial market risks and the business processes. network vulnerability assessment associated with these issues, and to combat climate change. • All our properties maintained
capital adequacy of MCT are closely and penetration testing are also incorporate suitable sustainable their respective Green Mark
monitored and actively managed Fraud risk conducted regularly to check for initiatives into our business practices. We believe that conducting our certifications by the BCA,
by the Manager and reported to the A comprehensive corporate potential security gaps. business in a transparent manner achieving at least the BCA Green
Board on a quarterly basis. governance framework has been Since the launch of the UN SDGs in allows us to maintain trust and Mark Gold Award;
established to maintain responsible RIGOROUS MONITORING 2015, companies worldwide have build good relationships with our • Reduced landlord’s energy
At the portfolio level, the risk and transparent business practices. AND CONTROL begun to align their strategies and stakeholders. Therefore, adopting consumption (of all MCT’s
impact of interest rate volatility on The framework contains specific The Manager has developed internal operations with global priorities, such ethical business practices and properties) by 1.9% as compared
value is quantified, monitored and guidelines on anti-corruption key risk indicators that serve as an as promoting inclusive and sustainable maintaining an effective to FY17/18’s baseline;
reported quarterly using the VaR practices – such as the prohibition of early-warning system to highlight economic growth, stopping climate corporate governance system • Providing venue sponsorship
methodology. Refinancing risk is bribery, acceptance or offer of gifts risks that have escalated beyond change as well as ensuring the health remain our priorities. totalling S$171,187 across
also quantified, taking into account and entertainment. agreed tolerance levels. The Manager and well-being of all people. MCT’s properties to support the
the concentration of loan maturity has also established required actions At MCT, the management of community as well as institutes of
profile and credit spread volatility. The Manager has also put in place to be taken when risk thresholds Sustainability is an integral part of sustainability issues involves the learning; and
a whistleblowing policy to allow are breached. our business approach and we are Board of Directors, which oversees • Organising two CSR events with
Interest rate risk employees and stakeholders to committed to contributing to the the formulation of the Group’s staff participation in FY18/19.
MCT hedges its portfolio exposure raise any serious concerns about Every quarter, the Sponsor’s achievement of the SDGs in line sustainability strategy and the
to interest rate volatility arising from any danger, risk, malpractice or RM department presents a with our business strategy. We also achievement of the Group’s We will continue to stay committed
borrowings by way of interest rate wrongdoing in the workplace while comprehensive report to the Board view our involvement in supporting long-term performance. The Board to sustainability in our journey
derivatives and fixed rate debts. protecting them from reprisals. and the AC, highlighting key risk the SDGs as an opportunity to is also involved in the selection of forward, and aim to make progress
exposures, portfolio risk profile, attract new capital. Our involvement MCT’s material ESG factors based towards forging a long-term
Liquidity risk Compliance with the policies and results of stress testing scenarios also helps us identify significant on their significance to the business sustainable business.
The Manager actively monitors procedures is required at all times, and status of key risk indicators. financial, social and environmental and its stakeholders.
MCT’s cash flow position and which include policies on ethics The Board and the AC are also kept risks that may cause disruptions to
funding requirements to ensure and code of conduct, safe work abreast of any material changes to our business so that we can take MCT’s sustainability approach is Board of Directors
sufficient liquid reserves to fund practices and professional conduct. MCT’s risk profile and activities. necessary steps to address them. aligned with that of the Sponsor,
operations and meet short-term If an employee is found guilty of MIPL, and is anchored by the shared
obligations (see Financial Review fraud, dishonesty or criminal conduct Very importantly, we also recognise belief that the longevity of our
& Capital Management section on in relation to his/her employment, that climate change is having a business hinges on the long-term
pages 38 to 42 of this annual report). the Manager reserves the rights
to take appropriate disciplinary
The Manager also maintains action, including termination
sufficient financial flexibility and of employment.
adequate debt headroom for MCT to
partially finance future acquisitions. INFORMATION TECHNOLOGY RISK
In addition, the Manager monitors Concerns over the threat posed
and mitigates bank concentration by cybersecurity attacks have
risks by having a well-diversified risen as such attacks become
funding base. The limit on MCT’s increasingly more prevalent and
aggregate leverage ratio is observed sophisticated. The Manager has in
and monitored to ensure compliance place comprehensive policies and
with the Property Funds Appendix. procedures governing information
decision-making across all levels of our performance is in line with that were material to our business future for all. They call on institutions
the Group. the best industry practices and to and stakeholders. Emerging global worldwide to address the global
identify opportunities for further trends, material topics identified by challenges we face, including those
MCT’S COMMITMENT & SUSTAINABILITY improvement. Also, our existing our peers and the overall corporate related to poverty, inequality, climate,
GOVERNANCE STRUCTURE policies and measures are reviewed context were considered during the environmental degradation, prosperity,
SUSTAINABILITY APPROACH The management of sustainability on a regular basis to ensure that review. The prioritisation of material and peace and justice, through the
issues involves the Board of they remain effective and that ESG issues was based on the impact strategies and practices they adopt
Directors, which oversees the necessary steps can be taken to of these issues on our business, our and the investments they make. In
At MCT, we seek to create long-term value for
formulation of MCT’s sustainability fill any gaps that could affect our stakeholders, the communities in aligning our sustainability approach
our stakeholders by incorporating sustainability strategy and the achievement of future performance. which we operate, and our ability to some of the SDGs, we hope to
into our daily operations and activities. In long-term performance. The Board to address the impacts relating to create meaningful impacts that extend
is also involved in the selection of these issues. Following the review, beyond our immediate boundaries.
order to operate a successful and responsible MCT’s material ESG factors based on MATERIALITY our material ESG factors in FY18/19
business, it is important for us to understand and their significance to the business and AND OUR SUSTAINABLE remained unchanged from those The relevant SDGs are linked to the
its stakeholders. DEVELOPMENT GOALS identified in FY17/18. identified material topics and strategy
address our sustainability risks and opportunities. of MCT through a mapping exercise.
Therefore, we strive to identify these risks and There is a Sustainability Steering In FY18/19, we took a further step in Our material factors in FY18/19, the
opportunities to improve our triple bottom Committee (“SSC”) that supports At MCT, we focus on ESG issues aligning our sustainability activities and corresponding SDGs, as well as our
the Board in overseeing MCT’s that have a significant impact on targets with the UN SDGs. The SDGs commitments to contributing to
line. We are also committed to building good sustainability performance and our business and stakeholders. In are the blueprint set by the UN to the advancement of the SDGs, are
relationships with our stakeholders, minimising providing guidance to drive the FY18/19, we reviewed ESG issues achieve a better and more sustainable outlined in the table below.
Group’s corporate sustainability
the environmental footprint of our business, agenda. The SSC is led by the
safeguarding the health and safety of our Sponsor’s Deputy Group Chief
Executive Officer and the Group Material Factors Relevant UN SDGs Our Commitments
employees and tenants, supporting projects that
Chief Corporate Officer and Group Economic Economic • Achieve sustainable economic growth in order to
have a positive impact on local communities, as General Counsel. The SSC comprises Performance provide stable returns to our shareholders
well as maintaining high ethical standards. the CEOs of the managers of the
four Mapletree Group-sponsored
REITs and other members of the Environmental Energy • Reduce the energy intensity of our buildings/properties
Sponsor’s senior management team. by improving their energy performance and efficiency
Ms Sharon Lim, Executive Director • Ensure that all our buildings/properties achieve BCA
and CEO, represents MCT in the SSC. Green Mark Gold ratings or higher
ABOUT aligned with the UN SDGs. The • Participate in events such as “Lights Off” for Earth Hour
THIS REPORT report also meets the requirements and Earth Day to raise public awareness
A Sustainability Working Committee
of the SGX-ST Listing Rules (711A and • Engage employees in green initiatives to reduce
(“SWC”), made up of representatives
711B) - Sustainability Reporting Guide. consumption of energy and other resources
across various business units and
This report is for FY18/19 from 1 functions, is also in place to assist the
April 2018 to 31 March 2019, and We are always seeking ways to
SSC to manage MCT’s sustainability
contains data and practices relating improve our sustainability approach,
performance and monitor Social Health and Safety • Maintain a safe environment for our employees,
to MCT, the Manager and MCT’s five performance and disclosure. tenants, third-party service providers/contractors and
sustainability issues and impacts. The
properties, namely VivoCity, MBC Please email Ms Teng Li Yeng, Vice visitors to our premises
SWC communicates and provides
I, PSA Building, Mapletree Anson President, Investor Relations at • Empower our employees and enhance their mental
information on MCT’s sustainability
and MLHF, which the Manager has [email protected] health and well-being through supporting educational
efforts and activities to employees
operational control. The report also if you have any questions, feedback and healthcare initiatives
and other stakeholders.
includes information on group-wide or suggestions.
social and governance practices that MONITORING AND Employment and • Attract and retain talent by creating a great working
are relevant to MCT. BENCHMARKING Talent Retention environment
SUSTAINABILITY We review our sustainability • Commit to fair employment practices by ensuring our
MCT’s sustainability report, which GOVERNANCE performance and track our hiring process remains stringent and offering equal
is published annually, has been progress against the sustainability opportunity to all potential candidates
prepared in accordance with the targets that we have set on an • Maintain a safe environment for our employees
internationally recognised GRI At MCT, sustainability is at the core of annual basis. We benchmark our
Standards: Core option, with our our business and is embedded in our sustainability performance against
sustainability activities and targets governance structure and strategic our peers in order to ensure that
Material Factors Relevant UN SDGs Our Commitments Key Stakeholder Forms of Engagement Key Topics and Concerns Relevant
Material Factors
Local • Support initiatives/projects that have a positive impact • Joint promotions and partnerships • Competitive rental rates
Communities on local communities with tenants throughout the year • Range of supporting amenities
• Empower individuals and enhance their mental health • Tenant Handbook and circulars during • Connectivity and access to public
and well-being through supporting educational and the year transport
healthcare initiatives • Shopper traffic
• Work and collaborate with relevant regulators to • Collaboration in marketing and
achieve regulatory compliance promotional events
Investment • Annual General Meetings • Steady and sustainable • Economic
Compliance Anti-corruption • Maintain zero incidences of non-compliance with
Community • Website and SGXNet announcements, distributions performance
anti-corruption laws and socioeconomic regulations
(Investors, presentations and press releases • Operational and financial • Compliance
Compliance • Work and collaborate with relevant regulators to
Unitholders, • Annual reports, results briefings and performance with laws and
with Laws and achieve regulatory compliance
Analysts and webcasts • Business strategy and long-term regulations
Regulations
Media) • Ongoing one-on-one meetings and outlook
property tours where applicable • Good corporate governance
• Local and overseas investors • Timely and transparent reporting
conferences and non-deal roadshows
STAKEHOLDER • Electronic communication and
feedback channels
ENGAGEMENT
Employees • Communication sessions by senior • Equitable reward and recognition • Economic
management at least once a year • Fair and competitive employment performance
• Electronic communication such as policies and practices • Talent
We believe our success depends on emails, intranet and newsletters • Safe and healthy working retention
our ability to gain support from our • Ongoing robust compensation and environment • Health and
stakeholders and work together with benefits framework • Learning and development safety
them where possible. For this reason, • Regular two-way dialogues with • Regular engagement
we engage with our stakeholders employees through informal feedback
regularly so that we can understand sessions and performance appraisals
their concerns and expectations and • Recreational and team building
activities during the year
respond to their needs in a timely
• Staff communication and feedback
manner. This will enable us to create
sessions with Management
long-term value for our business and • Ongoing training programmes and
the society. education sponsorships
• Employee Engagement Surveys every
The following table highlights two to three years
our major stakeholder groups • Employee Handbook
and summarises our approach to Trustee • Monthly reporting and updates • Safeguard the rights and interests • Compliance
engaging with them. The AGM is an important platform for us to reach out to Unitholders. • Ongoing dialogues and regular of Unitholders with laws and
feedback • Ensure compliance with the Trust regulations
Deed and regulations
Key Stakeholder Forms of Engagement Key Topics and Concerns Relevant • Open communication channels
Material Factors Business Partners • Participation in industry associations • Compliance with rules and • Local
Shoppers • Customer feedback through customer • Needs of our shoppers • Health and (Government, such as the REIT Association of regulations communities
service and surveys throughout the • Range and quality of retail safety Regulators, Singapore (“REITAS”) during the year • Fair and reasonable business • Anti-corruption
year offerings and services • Local Industry • Ongoing dialogues, feedback and practices • Compliance
• Online and mobile communications • Supplementary amenities communities Associations and networking events • Win-win partnerships with laws and
platforms, as well as social media and services for shoppers’ Third-Party • Meetings, briefings, consultations and regulations
• Advertisements, marketing and convenience Service inspections throughout the year
promotional events to engage • Safe, pleasant and vibrant Providers) • Letters and electronic communication
shoppers throughout the year shopping environment throughout the year
• Connectivity and access to public Local • Ongoing incorporation of sustainable • Sustainable environmental • Energy
transport Communities environmental practices into business practices • Local
Tenants • Ongoing proactive engagements with • High quality and comfortable • Health and • Collaborations with non-profit • Positive impact on the local communities
existing and new tenants through retail/office environment safety organisations to raise visibility and community
regular meetings, gatherings as well as • Efficiency and safety of buildings • Local impact of philanthropic, social and
informal engagement programmes communities environmental causes during the year
• Channels for public feedback
throughout the year
programme on MCT’s premises. of operating costs, bringing down the Building Energy Submission • increasing the use of energy for this initiative, we target to achieve
This is in addition to the regular energy consumption can also deliver System. The information is included efficient lighting fixtures to reduce energy savings of 50,000kWh (as
ECONOMIC waste recycling bins. Other measures economic benefits. Hence, we in the BCA Building Benchmarking electricity consumption; compared to FY18/19).
include the sharing of information are firmly committed to pursuing Report, which encourages building • participating in events such as
on environmental initiatives and the initiatives that focus on improving owners and managers to improve “Lights Off” for Earth Hour and As part of our sustainable
Our economic performance has
benefits of adopting sustainable energy efficiency and conservation, their energy conservation efforts. Earth Day every year to raise management approach, we
an impact on our stakeholders,
practices with employees in order as well as using renewable energy Tenants are also encouraged to environmental awareness; and continuously strive to improve our
especially our unitholders. We
to nurture a more environmentally where feasible. participate in the initiative by using • constantly exploring new energy performance and aim to
strive to achieve healthy financial
conscious mindset. MCT’s property energy efficient light fittings and to technology and applications to increase our energy conservation
performance in order to deliver
managers also use electronic Several measures have been adopt recommended practices set save energy by conducting trial efforts across all our properties. We
sustainable returns to our unitholders
checklists and forms in daily implemented to monitor our out in the Green Building Guide. installations and assessments. monitor the energy efficiency of
on an ongoing basis. For more details
operations to reduce the number properties’ energy consumption our properties on an ongoing basis,
on MCT’s financial performance,
of printed documents. used for lighting, air-conditioning Green buildings can help with In FY17/18, we launched an initiative make plans and implement viable
please refer to Financial Highlights
and operating elevators. We strive the reduction of GHG emissions to promote the use of renewable measures to upgrade and enhance
(pages 4 to 5), Financial Review &
ENERGY to reduce energy consumption in through improved energy efficiency energy by installing photovoltaic energy-related facilities and systems
Capital Management (pages 38 to 42)
We strive to continue to improve owner-controlled areas and also and therefore contribute to the (“PV”) panels at VivoCity, with the aim within our portfolio.
and Financial Statements (pages 106
the conservation efforts of energy encourage our tenants to practise development of sustainable cities. of reducing the amount of energy
to 166) of this Annual Report.
and water in our properties. Because energy efficiency in their own To this end, we are committed to consumed from the power grid. ENERGY CONSUMPTION AND
electricity accounts for a substantial areas. We seek to improve the ensuring that all of MCT’s properties We also started to upgrade the fan GHG EMISSIONS
amount of our energy consumption environmental performance of our continue to be BCA Green Mark- coil units (“FCUs”) at VivoCity on a In FY18/19, the total energy
ENVIRONMENT and leads to greenhouse gas (“GHG”) properties by tracking our monthly certified, incorporating features such progressive basis to improve the consumption of our properties was
emissions, minimising energy utility consumption to identify as greater climatic responsiveness, property’s energy efficiency. We are 68,004,7261 kilowatt hours (“kWh”).
consumption is vital to reducing opportunities to improve efficiency. higher energy effectiveness, pleased to report that both initiatives The average building energy intensity
At MCT, we are cognisant of the emissions and the impact on climate This data, as well as other building- increased resource efficiency have met their respective energy during the same period was 1502
impact our operations and activities change. Since energy consumption related information, are submitted to and smarter and healthier indoor targets in the relevant periods. kWh/m2. The total GHG emissions
can have on the environment. We also accounts for a significant share the BCA on an annual basis through environments. Engineering forums from electricity use at our properties
strive to improve our portfolio’s are held each month to discuss Following up on the positive results, were 28,5083 tCO2e in FY18/19,
environmental performance to ongoing applications or renewals we will continue to upgrade the while the average GHG emissions
reduce our environmental footprint, Property Environmental certifications and accolades of Green Mark certifications. In FCUs at VivoCity. For FY19/20, which intensity during the same period was
which will also generate cost savings FY18/19, all of MCT’s properties is the second year of implementation 0.062 tCO2e/m2.
VivoCity Green Mark Gold Award, BCA
that will benefit our stakeholders. received various Green Mark
MBC I Green Mark Platinum Award, BCA certifications by the BCA. For the
The Mapletree Group continues to upcoming year, we aim to ensure Performance against FY18/19 Targets
fully support Singapore’s commitment PSA Building Green Mark GoldPlus Award, BCA
that they continue to at least • Reduction of landlord’s energy consumption by
to sustainable building practices. Mapletree Anson Green Mark Platinum Award, BCA maintain their respective BCA Green 1.9% as compared to FY17/18’s baseline
In an effort to promote sustainable Mark certifications.
• Installed PV panels and upgraded FCUs at VivoCity
practices, the Manager has MLHF Green Mark GoldPlus Award, BCA
implemented various initiatives that Over the past few years, the Manager • Maintained BCA Green Mark Gold ratings for all
focus on sustainable design, energy MCT’s properties
has focused its efforts on reducing
efficiency and renewable energy. energy consumption of MCT’s Targets for FY19/20
properties by: • Maintain landlord’s energy intensity (of all MCT’s properties) to within ±1%
Since 2011, the Manager and the • upgrading air-conditioning of FY18/19’s baseline
Property Manager have been involved systems to improve their
in “Mapletree Goes Green”, an • Upgrade FCUs progressively at VivoCity. Target to achieve energy savings
efficiencies;
of 50,000 kWh in FY19/20 as compared to FY18/19.
ongoing initiative by the Sponsor • improving monitoring and
that encourages employees to adopt control systems to optimise • At least maintain the respective BCA Green Mark certifications for all
environmentally-friendly practices electricity usage; MCT properties
in their day-to-day activities, such
as using refillable water bottles and
printing on both sides of the paper.
We have a robust performance FY18/19, which included Durian Fest Underpinning these efforts is house induction programme for
Performance against FY18/19 Targets
appraisal system in place to evaluate 2018 and Mapletree’s Movie Event the Mapletree Shaping & Sharing new employees of tenants. Through
• Commitment to fair employment practices and employees’ job performances and to 2018. The Sponsor launched its first Programme, a group-wide the programme, participants receive
equal opportunity identify their development goals and employee wellness programme, framework directed at achieving training on VivoCity’s Service
learning needs. All our employees Wellness@Mapletree in October 2018 greater social impact through a Culture, ways to build customer
receive performance reviews, that focuses on providing employees focused CSR approach. loyalty, managing customer
where feedback is given on their with health information and activities feedback, and the “Dos and Don’ts”
Targets for FY19/20 performance throughout the year. that can help improve their well- The Mapletree Group aligns its of service delivery.
• Continue to commit to fair employment practices by ensuring that our being. Some of the activities held so CSR efforts with its business
hiring process remains stringent and to offer equal opportunity to all EMPLOYEE WELL-BEING far included Mass Walks, Lunchtime performance whereby every year, for Regular network sessions are
potential candidates We are keenly aware of the Workouts, Monthly Team Challenges every S$500 million of profit after tax organised for our tenants to provide
importance of employee well-being and nutrition-related workshops. and minority interests or part thereof feedback and to raise any concerns
and are committed to ensuring that achieved, S$1 million is allocated by that they may have. Such feedback
of improvement and make working functional and technical training they receive the necessary support to Similarly, workplace health the Sponsor to fund CSR projects is useful in giving us a better
for the Group a great experience. programmes. Furthermore, the help them effectively manage their promotion programmes were carried and programmes. understanding of our tenants’ needs
Mapletree Immersion Programme physical and mental stress at work. out by the Sponsor and the Health and to develop initiatives that will
We have measures in place to is organised quarterly to help new Various activities and social events Promotion Board (“HPB”) during the ENGAGING TENANTS support them. During the year, we
compile, track and monitor our hires understand our organisation were organised by the Mapletree year to promote a healthy lifestyle The Manager recognises that its continued to devote resources to
human resources data on an annual and business. Recreation Club for employees in and employee well-being. All tenants tenants play an important role in identify and organise targeted activities
basis. In FY18/19, there were 167 of Mapletree Business City, the helping MCT achieve business that drive footfall and tenant sales.
employees at the Manager and the Sponsor’s flagship development success. Therefore, the Manager
Property Manager who were all based in Singapore, were encouraged to seeks to meet tenants’ needs by CONTRIBUTING TO A
in Singapore. The average turnover participate in these programmes, providing high quality service. BETTER SOCIETY
rate for the year was 1.0% while the which included lunchtime talks on We support charitable, social and
average new hire rate was 1.4%. lifestyle topics and bi-monthly active Since July 2010, VivoCity has been environmental causes and further
lifestyle and fitness programmes. An conducting the monthly Service advocate staff participation in
We strive to maintain a diverse annual health screening session as Excellence Workshops as an in- meaningful projects and causes.
workforce. In FY18/19, 15% of the well as semi-annual blood donation
employees were under 30 years of drives were also held to promote
age, 72% were between 30 and 50 good health and personal health
years of age and 13% were above ownership among employees.
50 years of age. 44% of the MAPLETREE’S CSR FRAMEWORK
employees were male and female In addition, the Mapletree Education
employees made up 56% of the Award (“EduAward”) Programme
entire staff population. recognises the academic excellence The CSR Framework is a group-wide framework directed at
and achievements of employees’ achieving greater impact through a focused CSR approach
DEVELOPING PEOPLE children. The EduAward offers cash and encompasses four pillars of support – education, the arts,
We encourage continuous learning awards ranging from S$150 to S$500 healthcare and the environment. It is guided by two broad
and development as part of our and are given out twice a year. In
commitment to our employees’ objectives of empowering individuals through supporting
FY18/19, the Sponsor granted a total
growth. We offer various learning of 93 awards worth S$21,500 to the educational and healthcare initiatives, as well as enriching
and development programmes children of Mapletree employees, communities with the arts and functional design, and building
throughout the year to help our including staff of the Manager and environmentally sustainable real estate developments.
employees develop skills and the Property Manager.
knowledge required to excel in Recreational and wellness activities for employees.
their jobs and to sharpen their The framework acts as a guide for proposed community
LOCAL COMMUNITIES
competitive edges. Our employees Performance against FY18/19 Targets We believe that building positive involvement initiatives and commitments. Initiatives are selected
are provided with the latest market long-term relationships with the based on several factors, including definable social outcomes,
• Various learning and development opportunities were
updates and training on leadership, local communities is integral to long-term engagement and staff volunteerism opportunities.
offered to our employees
performance management our success. We are committed to
and customer service through making meaningful contributions by
programmes such as the Mapletree supporting projects and causes that
All proposed community involvement initiatives are assessed
Leadership Programme, Mapletree Targets for FY19/20 address communities’ needs, which against the Mapletree CSR Framework by the Group Corporate
Performance Management • Maintain a diverse and relevant learning and development programme are in line with the four key pillars of Communications team. The team makes recommendations to
workshops, as well as various our Group’s CSR programme. the CSR Board Committee for their final assessment.
From 12 July to 12 August 2018, the and medical well-being. This event satellite wishing card sales counter
A Very Special Walk Event by National Library Board “VivoCity x Disney Tsum Tsum’s
Manager organised the Soles4Souls also received strong staff participation on Level 3 of VivoCity over the the Autism Resource Centre Big Book Giveaway Event Mid-Autumn: A Celebration of
Donation Drive. This was in where they took turns to man the weekend of 1-2 September 2018. (Singapore) 28 Jul 2018 Love” and CCF Donation Drive
partnership with Soles4Souls, a 28 Jul 2018 30 Aug - 30 Sep 2018
United States-founded non-profit
social enterprise that aims to create
This is a signature fundraising event National Reading Day is a community VivoCity partnered with the CCF
sustainable jobs and provide relief by the Autism Resource Centre movement by the National Library during the “VivoCity x Disney Tsum
through the distribution of shoes and (Singapore) where funds raised Board (“NLB”) to celebrate the joy Tsum Mid-Autumn: A Celebration
clothing around the world. During will help adults with autism at the and importance of reading. Started in of Love” campaign to organise a
the period, two large collection Employability and Employment 2016, it is held on the last Saturday of donation drive. During the period,
boxes were placed in VivoCity for Centre, by equipping them with July in conjunction with Singapore’s shoppers were encouraged to
the public to donate their pre-loved employability skills through training, National Reading Day. purchase Disney Tsum Tsum
footwear. Staff members actively job matching and placements. wishing cards at S$2 each and
participated by collecting the The Big Book Giveaway was held to make additional donations. All
donations on a daily basis, sorting at VivoCity on 28 July 2018 to sales proceeds and donations were
encourage the public to read by donated to the CCF.
and packing the shoes before
gifting them pre-loved NLB books.
delivering them to Soles4Souls.
Visitors could bring home pre-loved
books either by picking up a pre-
VivoCity also partnered with the packed bag of books or by selecting
Children’s Cancer Foundation (“CCF”) books from a general collection.
during the “VivoCity x Disney Tsum
Tsum Mid-Autumn: A Celebration of Celebration of Drums Performance “Once Upon a Full Moon” I Love Children Annual Fertility
Love” event. Held from 30 August to 15 Sep 2018 and “Once Upon a Time 2019” Awareness Campaign
30 September 2018, this is a donation Performances by 27 Oct 2018
drive where shoppers could purchase The TENG Ensemble
a Disney Tsum Tsum wishing card 22 Sep 2018 and 16 Feb 2019
for S$2 each and make additional The Community Drumming Network These are festive performances held I Love Children is a non-profit
donations. 100% of sales proceeds (“CDN”) was formed to bring at VivoCity’s Level 3 Amphitheatre to organisation set up in 2005 to
and donations were given to the CCF, together both the young and old celebrate the Mid-Autumn Festival advocate early parenthood
which is a non-profit organisation communities who share a common and the Lunar New Year respectively. among couples.
with a mission to improve the quality interest in drumming and percussion Both performances attracted about
of life of children who have cancer instruments. It is also one of the 900 attendees each. Events and programmes organised
by enhancing their emotional, social Supporting meaningful causes such as A Very Special Walk Event and Hair For Hope.
People’s Association’s Community by I Love Children are aimed at
Arts and Culture teams. In line with Mapletree’s support for creating awareness of starting
the arts, the performances were the parenthood journey early and
The “Celebration of Drums” remains organised by the Sponsor and sharing information on overcoming
In addition to CSR events, MCT provided venue sponsorships in total of S$171,1871 in the financial year. Some of the the key event of CDN. Held at anchored by ‘The TENG Ensemble’, a parenthood barriers.
venue-sponsored events held at MCT’s properties were: VivoCity’s Amphitheatre, the event local non-profit arts company that has
attracted nearly 1,000 people to watch gained local and international acclaim
VIVOCITY various performances by professional with their unique brand of music that
groups. The event also gave a platform bridges the East and the West.
Soles4Souls Shoe Donation Drive Hair For Hope Home and Away with Mapletree
to budding drumming enthusiasts to
12 Jul - 12 Aug 2018 16 - 29 Jul 2018 27 - 29 Jul 2018
perform and showcase their skills.
VivoCity partnered with Soles4Souls, Hair for Hope is an annual head- In support of an educational CSR
a non-profit social enterprise shaving event organised by the CCF. event, the Sponsor organised a Victorian Affair Concert 2018
founded in the United States that Every year, the event attracts large three-day roadshow to distribute 21 Nov 2018
aims to create sustainable jobs numbers of people to have their 1,000 pieces of customised
and provide relief through the heads shaven to support children Mapletree fleece jackets to VivoCity hosted the annual
distribution of shoes and clothing with cancer. Singapore students who were Victoria Junior College concert
around the world. headed to the United Kingdom, at VivoCity’s Level 3 Amphitheatre.
VivoCity has been supporting the United States and Canada, to help The concert, which was attended
Two large shoe collection boxes event as a venue sponsor/partner them adjust to the cold climate. by approximately 700 students,
were placed in VivoCity for the public since 2010. The event has also staff and alumni, featured various
to donate their pre-loved shoes. evolved to become an iconic event performances from students
at VivoCity. and alumni.
1 Including ad spaces.
MBC I Chief Corporate Officer and Group of any suspected or actual danger,
General Counsel to ensure that risk, misconduct or unlawful activity
HPB’s Healthy Workplace “Arts In The City” and “Arts In Your I Love Children Annual Fertility GOVERNANCE such cases are resolved in a timely in the workplace.
Ecosystem Neighbourhood” by MIPL Awareness Campaign
Apr 2018 - Mar 2019 1 Aug and 8 Nov 2018 2 Nov 2018 manner. All our employees are
18 Apr 2018, 24 Oct 2018 and required to comply with SGX’s listing MARKETING COMMUNICATIONS
ENSURING AND MANAGING
30 Jan 2019 rules on trading and they are notified We adopt responsible marketing and
COMPLIANCE
before the start of any trading ban advertising practices by ensuring
Provided a venue for HPB’s initiative Provided venues for MIPL to host I Love Children is a non-profit We are guided by good standards
to introduce a Healthy Workplace “Arts In The City” and “Arts In Your organisation set up in 2005 to period to ensure that they do not that we comply with the relevant
of business ethics and conduct
Ecosystem and to conduct mass Neighbourhood”. The Sponsor strives advocate early parenthood deal with the listed units of Mapletree regulations and laws relating to
our business in an honest and
exercise programmes for office to support the arts by establishing among couples. REITs. Our employees are also the display and dissemination of
transparent manner. We have in
crowds. a partnership with the National Arts notified that they must not deal with information in marketing collaterals.
place a strong corporate governance
Council (“NAC”) to bring arts closer Events and programmes organised such listed units when in possession
This also helped to promote vibrancy to the working community, as well as by I Love Children are aimed at framework that promotes
of price sensitive information. We review all our marketing
and enhance the overall environment provide a platform for local performing creating awareness of starting transparency and accountability,
collaterals to ensure that they adhere
for our tenants and their staff. groups to showcase their talents. the parenthood journey early and which is in line with Mapletree
In addition, our directors and to the Singapore Code of Advertising
share information on overcoming Group’s policies. We remain
employees receive training as and Practice. We strive to comply with the
Mapletree Business City is also parenthood barriers. committed to ethical operations and
when there are updates or changes requirements of the Personal Data
recognised as one of NAC’s arts strive to comply with all relevant laws
to the existing laws and regulations. Protection Act by making sure that
and culture nodes. and regulations. More information on
personal data is handled appropriately.
our corporate governance policies
ARC ANTI-CORRUPTION To prevent the occurrence of
and practices can be found from
We take a firm stand against bribery incidents of non-compliance, the
Publicity for the Performance against FY18/19 Targets pages 64 to 81 of this Annual Report.
and corruption and do not tolerate application and renewal of licenses
Mapletree-NTU CCA Public Art • Venue sponsorships provided in the financial year: S$171,1871 any such wrongdoing. for the use of music in building
Education Programme Our employees are required to be
• Number of CSR events organised with staff participation: Two premises and for the setting up of any
14 - 25 Aug 2018 and aware of and adhere to all policies
22 Oct - 30 Dec 2018 Guidelines on anti-corruption temporary structures at the malls are
and procedures, which include
practices, such as the prohibition of made in a timely manner.
The Public Art Education policies on ethics and code of
Targets for FY19/20 bribery, acceptance or offer of gifts
Programme includes guided art conduct, safe work practices and
• Provide venue sponsorship of at least S$150,000 across MCT’s properties and entertainment, are included in In FY18/19, there were no material
tours, workshops and conferences. professional conduct. Failure to
ARC provided publicity support by to support the community and institutes of learning our gift giving policy. We also have incidents of non-compliance with
comply with these policies and
promoting these art events to the a whistleblowing policy in place to laws and regulations, including
• Organise two CSR events with staff participation per year procedures may lead to disciplinary
wider working community at the encourage and support the reporting anti-corruption and marketing laws.
1 Including ad spaces. action being taken, including
Alexandra Precinct.
termination of employment if the
COMMUNITY FEEDBACK We have dedicated public feedback employee is found guilty of fraud,
In addition, ARC promoted the
Feedback from our stakeholders and channels for our shoppers to send criminal conduct or dishonesty in Performance against FY18/19 Targets
Public Art Trail at Mapletree Business
the community is important to us. As their feedback and share their relation to his/her employment.
City by updating five overhead • No material incidents of corruption and non-
signs to provide directional signs responsible corporate citizens, we concerns. These channels include
compliance reported relating to laws and regulations,
for visitors from ARC to the Public have multiple feedback mechanisms to electronic feedback forms, customer We have established procedures including environmental compliance, socioeconomic
Art Trail. The Art Trail encourages receive, track and respond to questions service hotlines, social media to monitor the effectiveness of compliance and marketing communications.
members of the public to view the from community members on various channels, as well as information risk management processes and
art pieces installed within Mapletree topics, including our sustainability counters in VivoCity. manage the risk of non-compliance Targets for FY19/20
Business City, as part of MIPL’s art approach and performance. with laws and regulations, including
education efforts. VivoCity: https://www.vivocity.com. anti-money laundering laws. We • Maintain zero incidences of non-compliance with anti-corruption laws
The public and investors can send sg/contact-us-enquiry and regulations
also report cases of threatened or
their feedback and enquiries to us via pending litigation to the CEO of • Achieve no material incidences of non-compliance with relevant laws
MCT’s website, email, fax or enquiries ARC: https://www.arc4u.com.sg/ the Manager as well as the Group and regulations
hotline. Contact information is contact-us
available on MCT’s website as well as
in the Annual Reports. The Management and the Investor
Relations team are actively involved in
http://www. regular engagements and interactions
mapletreecommercialtrust.com/en/ with investors, analysts and the media
Contact-Us/Contact-Information.aspx through various platforms and events.
The information can be found in the
http://www.mapletreecommercialtrust. Investor Relations section on pages
com/Contact-Us/Enquiries.aspx 103 to 105 of this Annual Report.
GRI Standards (2016) Notes/Page Number(s) GRI Standards (2016) Notes/Page Number(s)
General Disclosures Material Topics
Organisational Profile Economic Performance
102-1 Name of the organisation Mapletree Commercial Trust; 103-1 Explanation of the material topic and its Boundary Materiality and Our Sustainable Development Goals, Pages 87-88;
Corporate Overview (Annual Report 2018/19), Page 2 Financial Statements (Annual Report 2018/19), Pages 106-166
102-2 Activities, brands, products, and services About This Report, Page 86; 103-2 The management approach and its components Strategy, Page 3; Sustainability Governance, Pages 86-87;
Corporate Overview (Annual Report 2018/19), Page 2 Materiality and Our Sustainable Development Goals, Pages 87-88;
102-3 Location of headquarters Corporate Directory (Annual Report 2018/19), IBC Financial Statements (Annual Report 2018/19), Pages 106-166
102-4 Location of operations Corporate Overview (Annual Report 2018/19), Page 2 103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87;
102-5 Ownership and legal form Trust Structure (Annual Report 2018/19), Page 16 Materiality and Our Sustainable Development Goals, Pages 87-88;
Financial Statements (Annual Report 2018/19), Pages 106-166
102-6 Markets served Corporate Overview (Annual Report 2018/19), Page 2
201-1 Direct economic value generated and distributed Financial Statements (Annual Report 2018/19), Pages 106-166
102-7 Scale of the organisation Corporate Overview (Annual Report 2018/19), Page 2;
Financial Highlights (Annual Report 2018/19), Pages 4-5; Anti-corruption
Talent Attraction and Retention, Pages 93-94 103-1 Explanation of the material topic and its boundary Materiality and Our Sustainable Development Goals, Pages 87-88;
102-8 Information on employees and other workers Talent Attraction and Retention, Pages 93-94 Anti-corruption, Page 99; Governance, Page 99
103-2 The management approach and its components Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
Data was compiled from the Human Resource database, and excluded full-time Development Goals, Pages 87-88; Anti-corruption, Page 99;
and part-time employees on less than one-year contracts. As the number of Governance, Page 99
part-time employees is not significant to the operations as a whole, employee
data was presented in totality, instead by the breakdown by employment type. 103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
Development Goals, Pages 87-88; Anti-corruption, Page 99;
MCT does not have a significant portion of its activities being carried out by Governance, Page 99
workers who are not employees. Certain property management functions were
205-3 Confirmed incidents of corruption and actions taken Anti-corruption, Page 99; Governance, Page 99
outsourced to third party service providers.
Energy
MCT did not have any significant variation in employment numbers.
103-1 Explanation of the material topic and its Boundary Materiality and Our Sustainable Development Goals, Pages 87-88;
102-9 Supply chain Supply chain is minimal and insignificant to report on. Energy, Pages 90–91
102-10 Significant changes to organisation and its There were no significant changes during FY18/19. 103-2 The management approach and its components Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
supply chain Development Goals, Pages 87-88; Energy, Pages 90–91
102-11 Precautionary principle or approach In general, the precautionary principle is embedded in MCT’s approach to sustainability. 103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
102-12 External initiatives Materiality and Our Sustainable Development Goals, Pages 87–88 Development Goals, Pages 87-88; Energy, Pages 90–91
102-13 Membership of associations Stakeholder Engagement, Pages 88–89 302-1 Energy consumption within the organisation Energy, Pages 90–91; Energy Consumption and GHG Emissions, Page 91
Strategy 302-3 Energy intensity Energy, Pages 90–91; Energy Consumption and GHG Emissions, Page 91
102-14 Statement from senior decision-maker Board Statement, Page 85 Employment
Ethics and Integrity 103-1 Explanation of the material topic and its Boundary Materiality and Our Sustainable Development Goals, Pages 87-88;
102-16 Values, principles, standards, and norms of Ensuring and Managing Compliance, Page 99 Talent Attraction and Retention, Pages 93–94
behaviour services 103-2 The management approach and its components Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
Governance Development Goals, Pages 87-88; Talent Attraction and Retention, Pages 93–94
102-18 Governance structure Organisation Structure (Annual Report 2018/19), Page 17; 103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
Corporate Governance (Annual Report 2018/19), Pages 64-81; Development Goals, Pages 87-88; Talent Attraction and Retention, Pages 93–94
Sustainability Governance, Pages 86-87 401-1 New employee hires and employee turnover Talent Attraction and Retention, Pages 93–94
Stakeholder Engagement The numbers of new hires and employee turnover and their breakdown by age group,
102-40 List of stakeholder groups Stakeholder Engagement, Pages 88-89 gender and region were not included as they were deemed insignificant to report on.
102-41 Collective bargaining agreements No collective bargaining agreements are in place. Occupational Health & Safety
102-42 Identifying and selecting stakeholders Stakeholder Engagement, Pages 88-89
103-1 Explanation of the material topic and its Boundary Materiality and Our Sustainable Development Goals, Pages 87-88;
102-43 Approach to stakeholder engagement Stakeholder Engagement, Pages 88-89 Health and Safety, Pages 92–93
102-44 Key topics and concerns raised Stakeholder Engagement, Pages 88-89 103-2 The management approach and its components Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
Reporting Practice Development Goals, Pages 87-88; Health and Safety, Pages 92–93
102-45 Entities included in the consolidated financial Notes to the Financial Statements (Annual Report 2018/19), Page 141 103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
statements Development Goals, Pages 87-88; Health and Safety, Pages 92–93
102-46 Defining report content and topic boundaries Materiality and Our Sustainable Development Goals, Pages 87-88 403-2 Type of injury and rates of injury, occupational Health and Safety, Pages 92–93; Health and Safety Performance, Page 93
102-47 List of material topics Materiality and Our Sustainable Development Goals, Pages 87-88 diseases, lost days, and absenteeism, and total Health and safety performance data by region and gender and information on
102-48 Restatements of information There has been no restatement of figures or information disclosed in our number of work-related fatalities, by region and occupational disease rate and absentee rate were not applicable to the organisation as
previous report. by gender they were not deemed to be significant. There was only one reported incident in FY18/19,
the type of incident and actual number of lost days have also been disclosed instead of
102-49 Changes in reporting Materiality and Our Sustainable Development Goals, Pages 87-88
the injury rate and lost day rate for better representation of the incident.
102-50 Reporting period About This Report, Page 86
102-51 Date of most recent report The Annual Report/Sustainability Report 2017/2018 was published on 29 June 2018
102-52 Reporting cycle About This Report, Page 86
102-53 Contact point for questions regarding the report About This Report, Page 86
102-54 Claims of reporting in accordance with GRI Standards About This Report, Page 86
102-55 GRI content index GRI Content Index, Pages 100–102
102-56 External assurance MCT has not sought external assurance on this report but may do so in
the future.
GRI Standards (2016) Notes/Page Number(s) COMMITMENT TO HIGH PROACTIVE ENGAGEMENT OF We value the support from our
Training and Education STANDARDS OF DISCLOSURE AND INVESTORS retail investors. On 25 July 2018, we
103-1 Explanation of the material topic and its Boundary Materiality and Our Sustainable Development Goals, Pages 87-88; CORPORATE TRANSPARENCY We also place emphasis on quality successfully held our seventh AGM.
Developing People, Page 94 The Manager is committed to interaction with the investment The meeting was well-attended
103-2 The management approach and its components Sustainability Governance, Pages 86-87; Materiality and Our Sustainable high standards of disclosure and community through AGMs, by Unitholders and all resolutions
Development Goals, Pages 87-88; Developing People, Page 94
corporate transparency. We place a briefings, face-to-face investor were approved. To further support
103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
Development Goals, Pages 87-88; Developing People, Page 94 high priority on providing accurate meetings, teleconferences, investor education, we took part in
404-2 Programmes for upgrading employee skills and Developing People, Page 94 and timely disclosure of financial investor conferences, roadshows the REITs Symposium for the fourth
transition assistance programmes results, announcements and relevant and property visits. To strengthen running year. This one-day event,
Local Communities information related to MCT to the understanding by existing investors jointly organised by REITAS and
103-1 Explanation of the material topic and its Boundary Materiality and Our Sustainable Development Goals, Pages 87-88; public. To do so, we endeavour to and to reach out to new ones, we ShareInvestor, was attended by over
Stakeholder Engagement, Pages 88–89; Local Communities, Page 95;
use clear language and maintain participated in several conferences 1,200 attendees.
Contributing to a Better Society, Pages 95-98; Community Feedback, Page 98
consistent disclosures on both and non-deal roadshows in
103-2 The management approach and its components Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
Development Goals, Pages 87-88; Stakeholder Engagement, Pages 88-89;
positive and negative issues. We Singapore, as well as other key RESEARCH COVERAGE
Local Communities, Page 95; Contributing to a Better Society, proactively engage investors, analysts financial cities such as Amsterdam, As at 31 March 2019, MCT was actively
Pages 95-98; Community Feedback, Page 98 and media to communicate our Bangkok, Hong Kong, London, Seoul covered by 13 research houses.
103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87; Materiality and Our Sustainable business case and to understand and Sydney in FY18/19. In total,
Development Goals, Pages 87-88; Stakeholder Engagement, Pages 88–89;
and address their concerns where we met over 300 fund managers, • Bank of America Merrill Lynch
Local Communities, Page 95; Contributing to a Better Society,
Pages 95-98; Community Feedback, Page 98 possible. Various avenues and modes institutional investors and analysts • CGS-CIMB
413-1 Operations with local community engagement, Stakeholder Engagement, Pages 88–89; Local Communities, Page 95; of communications are in place during the year. • Citigroup
impact assessments, and development programs Contributing to a Better Society, Pages 95-98; Community Feedback, Pages 98 to facilitate regular and frequent • CLSA
Customer Health and Safety interactions with the investment Analysts’ briefings are conducted • Credit Suisse
103-1 Explanation of the material topic and its Boundary Materiality and Our Sustainable Development Goals, Pages 87-88; community. These include: every six months to provide updates • DBS
Health and Safety, Pages 92-93 on MCT’s half-year and full year • Deutsche Bank
103-2 The management approach and its components Sustainability Governance, Pages 86-87; Materiality and Our Sustainable • Announcements, press releases, financial results and operational • Goldman Sachs
Development Goals, Pages 87-88; Health and Safety, Pages 92-93
investor presentations and performance. Singapore and • HSBC
103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
related general information are overseas investors, fund managers • JP Morgan
Development Goals, Pages 87-88; Health and Safety, Pages 92-93
updated and easily available and the public can participate in the • Macquarie Bank
416-2 Incidents of non-compliance concerning the health Health and Safety, Pages 92–93; Health and Safety Performance, Page 93
and safety impacts of products and services on MCT’s website at www. briefings through a “Live” webcast • Maybank Kim Eng
Marketing and Labelling
mapletreecommercialtrust.com. and submit questions via the online • OCBC
103-1 Explanation of the material topic and its Boundary Materiality and Our Sustainable Development Goals, Pages 87-88; • All financial news releases and platform.
Marketing Communications, Page 99; Governance, Page 99 stock exchange announcements
are published and available on These platforms offer opportunities
103-2 The management approach and its components Sustainability Governance, Pages 86-87; Materiality and Our Sustainable the SGX-ST website. for the Manager to interact first-
Development Goals, Pages 87-88; Marketing Communications, Page 99;
Governance, Page 99 • Investors and the public can sign hand with Unitholders, understand
103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87; Materiality and Our Sustainable up to MCT’s electronic mailing their views, gather feedback and
Development Goals, Pages 87-88; Marketing Communications, Page 99; list to receive email notifications address concerns. To keep the senior
Governance, Page 99 of news and updates related to management and the Board abreast
417-3 Incidents of non-compliance concerning marketing Marketing Communications, Page 99; MCT. of market perception and concerns,
communications Governance, Page 99
• Enquiries and feedback can be the Investor Relations Department
Socioeconomic Compliance
conveniently sent to the Manager provides regular updates on analysts’
103-1 Explanation of the material topic and its Boundary Materiality and Our Sustainable Development Goals, Pages 87-88;
Ensuring and Managing Compliance, Page 99; Governance, Page 99 through the “Contact Us” link on views and estimates, analyses
103-2 The management approach and its components Sustainability Governance, Pages 86-87; Materiality and Our Sustainable our website. of Unitholders’ register and key
Development Goals, Pages 87-88; Ensuring and Managing Compliance, feedback from the market.
Page 99; Governance, Page 99
103-3 Evaluation of the management approach Sustainability Governance, Pages 86-87; Materiality and Our Sustainable
Development Goals, Pages 87-88; Ensuring and Managing Compliance,
Page 99; Governance, Page 99
419-1 Non-compliance with laws and regulations in the Ensuring and Managing Compliance, Page 99; Governance, Page 99
social and economic area
INVESTOR RELATIONS ACTIVITIES IN FY18/19 FINANCIAL & DISTRIBUTION CALENDAR FOR FY19/20 (TENTATIVE)
Second Quarter 7th AGM Singapore April 2020 4Q and FY19/20 Results Announcement
(period from May 2020 Payment of 4Q FY19/20 Distribution
1Q FY18/19 Results Investors Luncheon hosted by Credit Suisse Singapore
1 July 2018 to
30 September 2018) Citi-REITAS-SGX C-Suite Singapore REITs and Sponsors Forum Singapore
To subscribe to the latest news on MCT, please visit www.mapletreecommercialtrust.com
Mapletree Day in Bangkok hosted by DBS Bangkok
Third Quarter Analysts’ Results Briefing and ‘Live’ Webcast for 2Q and 1H FY18/19 Singapore UNITHOLDERS ENQUIRIES
(period from Results If you have any enquiries or would like to find out more about us, please contact:
1 October 2018 to
2Q and 1H FY18/19 Results Investors Luncheon hosted by CLSA Singapore THE MANAGER UNITHOLDER DEPOSITORY
31 December 2018)
SGX-UBS Corporate Day in Australia Melbourne, Sydney Ms Teng Li Yeng For depository-related matters, such as change of
Vice President personal details and unitholding records, please
Fourth Quarter 3Q and YTD FY18/19 Results Investors Tea hosted by Citigroup Singapore
Investor Relations contact directly:
(period from
Non-deal Roadshow hosted by Goldman Sachs Amsterdam, London The Central Depository (Pte) Limited
1 January 2019 to
31 March 2019) SGX-DBSV-NH Singapore Corporate Day Seoul T: +65 6377 6111 11 North Buona Vista Drive #01-19/20
F: +65 6274 3185 The Metropolis Tower 2
E: [email protected] Singapore 138589
FINANCIAL AND DISTRIBUTIONS CALENDAR SUBSTANTIAL UNITHOLDER’S NOTIFICATIONS AND T: (65) 6535 7511
RELATED ENQUIRIES E: [email protected]
24 April 2018 4Q and FY17/18 Results Announcement
E: [email protected] W: www.sgx.com/cdp
31 May 2018 Payment of 4Q FY17/18 Distribution
26 July 2018 1Q FY18/19 Results Announcement UNITHOLDER REGISTRAR
31 August 2018 Payment of 1Q FY18/19 Distribution Boardroom Corporate & Advisory Services Pte. Ltd.
50 Raffles Place #32-01
24 October 2018 2Q and 1H FY18/19 Results Announcement
Singapore Land Tower
29 November 2018 Payment of 2Q FY18/19 Distribution Singapore 048623
23 January 2019 3Q and YTD FY18/19 Results Announcement
28 February 2019 Payment of 3Q FY18/19 Distribution T: (65) 6536 5355
F: (65) 6536 8710
23 April 2019 4Q and FY18/19 Results Announcement
E: [email protected]
30 May 2019 Payment of 4Q FY18/19 Distribution
107 Report of the Trustee DBS Trustee Limited (the “Trustee”) is under a duty to take into custody and hold the assets of Mapletree Commercial
Trust (“MCT”) and its subsidiary (the “Group”) in trust for the holders of units in MCT (“Unitholders”). In accordance with
108 Statement by the Manager the Securities and Futures Act (Cap. 289), its subsidiary legislation and the Code on Collective Investment Schemes, the
Trustee shall monitor the activities of Mapletree Commercial Trust Management Ltd. (the “Manager”) for compliance
109 Independent Auditor’s Report with the limitations imposed on the investment and borrowing powers as set out in the Trust Deed in each annual
accounting period and report thereon to Unitholders in an annual report.
113 Statements of Profit or Loss
To the best knowledge of the Trustee, the Manager has, in all material respects, managed MCT and the Group during
114 Statements of Comprehensive Income the period covered by these financial statements, set out on pages 113 to 166, in accordance with the limitations
imposed on the investment and borrowing powers set out in the Trust Deed.
115 Statements of Financial Position
In the opinion of the directors of Mapletree Commercial Trust Management Ltd., the accompanying financial statements Our opinion
of Mapletree Commercial Trust (“MCT”) and its subsidiary (the “Group”) as set out on pages 113 to 166, comprising the
Statements of Financial Position and Portfolio Statement of MCT and the Group as at 31 March 2019, the Statements In our opinion, the accompanying consolidated financial statements of Mapletree Commercial Trust (“MCT”) and its
of Profit or Loss, Statements of Comprehensive Income, Distribution Statements and Statements of Movements in subsidiary (the “Group”) and the Statement of Profit or Loss, Statement of Comprehensive Income, Statement of Financial
Unitholders’ Funds of MCT and the Group, the Consolidated Statement of Cash Flows of the Group and Notes to the Position, Distribution Statement, Statement of Movements in Unitholders’ Funds and Portfolio Statement of MCT are
Financial Statements for the year then ended are drawn up so as to present fairly, in all material respects, the financial properly drawn up in accordance with the Singapore Financial Reporting Standards (International) (“SFRS(I)s”) and
position of MCT and of the Group as at 31 March 2019 and the profit or loss and other comprehensive income, applicable requirements of the Code on Collective Investment Schemes relating to financial reporting (the “CIS Code”),
amount distributable and movements of Unitholders’ funds of MCT and the Group and consolidated cash flows of the so as to present fairly, in all material respects, the consolidated financial position of the Group and the financial position
Group for the year then ended in accordance with Singapore Financial Reporting Standards (International) and relevant of MCT as at 31 March 2019 and the consolidated financial performance of the Group and the financial performance
requirements of the Code on Collective Investment Schemes issued by the Monetary Authority of Singapore. At the of MCT, the consolidated amount distributable of the Group and the amount distributable of MCT, the consolidated
date of this statement, there are reasonable grounds to believe that MCT and the Group will be able to meet its financial movements of unitholders’ funds of the Group and movements in unitholders’ funds of MCT, the consolidated portfolio
obligations as and when they materialise. holdings of the Group and portfolio holdings of MCT and the consolidated cash flows of the Group for the financial year
ended on that date.
Lim Hwee Li Sharon • the statements of comprehensive income of the Group and MCT for the financial year ended 31 March 2019;
Director
• the statements of financial position of the Group and MCT as at 31 March 2019;
Singapore, 23 April 2019
• the distribution statements of the Group and MCT for the financial year ended 31 March 2019;
• the consolidated statement of cash flows of the Group for the financial year ended 31 March 2019;
• the statements of movements in unitholders’ funds for the Group and MCT for the financial year ended
31 March 2019;
• the portfolio statement for the Group and MCT for the financial year ended 31 March 2019; and
• the notes to the financial statements, including a summary of significant accounting policies.
We conducted our audit in accordance with Singapore Standards on Auditing (“SSAs”). Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Statements section
of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Independence
We are independent of the Group in accordance with the Accounting and Corporate Regulatory Authority Code of
Professional Conduct and Ethics for Public Accountants and Accounting Entities (“ACRA Code”) together with the
ethical requirements that are relevant to our audit of the financial statements in Singapore, and we have fulfilled our
other ethical responsibilities in accordance with these requirements and the ACRA Code.
As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the
accompanying financial statements. In particular, we considered where management made subjective judgements;
for example, in respect of significant accounting estimates that involved making assumptions and considering future
events that are inherently uncertain. As in all of our audits, we also addressed the risk of management override of
internal controls, including among other matters consideration of whether there was evidence of bias that represented
a risk of material misstatement due to fraud.
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the The Manager is responsible for the other information. The other information comprises the information included in the
financial statements for the financial year ended 31 March 2019. These matters were addressed in the context of our Report of the Trustee, and Statement by the Manager (but does not include the financial statements and our auditor’s
audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate report thereon) which we obtained prior to the date of this auditor’s report, and other sections of MCT’s Report to
opinion on these matters. Unitholders 2019 (“Other Sections”), which are expected to be made available to us after that date.
Key Audit Matter How our audit addressed the Key Audit Matter Our opinion on the financial statements does not cover the other information and we do not and will not express any
form of assurance conclusion thereon.
Valuation of investment properties Our audit procedures included the following:
Refer to Note 12 - Investment Properties In connection with our audit of the financial statements, our responsibility is to read the other information identified
• assessed the competence, capabilities and above and, in doing so, consider whether the other information is materially inconsistent with the financial statements
As at 31 March 2019, the carrying value of the Group’s objectivity of the external valuers engaged by or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
investment properties of $7.04 billion accounted for the Group;
99.1% of the Group’s total assets. If, based on the work we have performed on the other information that we obtained prior to the date of this auditor’s
• obtained an understanding of the techniques report, we conclude that there is a material misstatement of this other information, we are required to report that fact.
The valuation of the investment properties was a key used by the external valuers in determining the We have nothing to report in this regard.
audit matter due to the significant judgement in the valuations of individual investment properties;
key inputs used in the valuation techniques. These key When we read the Other Sections, if we conclude that there is a material misstatement therein, we are required to
inputs include, capitalisation rates and discount rates • discussed the critical assumptions made by the communicate the matter to those charged with governance and take appropriate actions in accordance with SSAs.
and are dependent on the nature of each investment external valuers for the key inputs used in the
property and the prevailing market conditions. valuation techniques; Responsibilities of the Manager for the Financial Statements
The key inputs are disclosed in Note 12 to the • tested the integrity of information, including The Manager is responsible for the preparation and fair presentation of these financial statements in accordance with
accompanying financial statements. underlying lease and financial information SFRS(I)s, applicable requirements of the CIS Code and for such internal control as the Manager determines is necessary
provided to the external valuers; and to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or
error.
• assessed the reasonableness of the capitalisation
rates, discount rates and adjusted price per In preparing the financial statements, the Manager is responsible for assessing the Group’s ability to continue as a going
square feet by benchmarking these against those concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting
of comparable properties and prior year inputs. unless the Manager either intends to terminate the Group or to cease the Group’s operations, or has no realistic
alternative but to do so.
We have also assessed the adequacy of the disclosures
relating to the assumptions, as we consider them as The Manager’s responsibilities include overseeing the Group’s financial reporting process.
likely to be significant to users of the financial statements
given the estimation uncertainty and sensitivity of the Auditor’s Responsibilities for the Audit of the Financial Statements
valuations.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
We found the external valuer to be a member of material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
recognised bodies for professional valuers. We also Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
found that the valuation techniques used were SSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
appropriate in the context of the Group’s investment considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
properties and the critical assumptions used for the key decisions of users taken on the basis of these financial statements.
inputs were within the range of market data.
Auditor’s Responsibilities for the Audit of the Financial Statements (continued) Group MCT
2019 2018 2019 2018
As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism Note $’000 $’000 $’000 $’000
throughout the audit. We also:
Gross revenue 3 443,893 433,525 443,893 433,525
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, Property operating expenses 4 (96,266) (94,680) (96,266) (94,680)
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and Net property income 347,627 338,845 347,627 338,845
appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from
fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, Finance income 666 403 666 403
misrepresentations, or the override of internal control. Finance expenses 5 (70,014) (64,329) (70,014) (64,329)
Manager’s management fees
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are – Base fees (16,972) (16,087) (16,972) (16,087)
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the – Performance fees (13,905) (13,554) (13,905) (13,554)
Group’s internal control. Trustee’s fees (829) (794) (829) (794)
Other trust expenses 6 (1,104) (1,160) (1,111) (1,166)
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and Foreign exchange gain 574 1,618 574 1,618
related disclosures made by the Manager. Net change in fair value of financial derivatives (359) (1,573) (359) (1,573)
• Conclude on the appropriateness of the Manager’s use of the going concern basis of accounting and, based Profit before tax and fair value change in
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may investment properties 245,684 243,369 245,677 243,363
cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material
uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Net change in fair value of investment properties 12 336,618 324,204 336,618 324,204
financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based
on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may Profit for the financial year before tax 582,302 567,573 582,295 567,567
cause the Group to cease to continue as a going concern.
Income tax expense 7(a) (*) (*) – –
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures,
and whether the financial statements represent the underlying transactions and events in a manner that achieves Profit for the financial year after tax
fair presentation. before distribution 582,302 567,573 582,295 567,567
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business Earnings per unit (cents)
activities within the Group to express an opinion on the financial statements. We are responsible for the direction, – Basic 8 20.17 19.73
– Diluted 8 20.17 19.73
supervision and performance of the group audit. We remain solely responsible for our audit opinion.
* Amount is less than $1,000
We communicate with the Manager regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the Manager with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to
bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Manager, we determine those matters that were of most significance in the
audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters
in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the adverse consequences
of doing so would reasonably be expected to outweigh the public interest benefits of such communication.
The engagement partner on the audit resulting in this independent auditor’s report is Yeow Chee Keong.
PricewaterhouseCoopers LLP
Public Accountants and Chartered Accountants
LIABILITIES
Current liabilities
Derivative financial instruments 15 9 154 388 9 154 388
Trade and other payables 16 80,965 83,207 71,458 80,959 83,200 71,457
Borrowings 17 49,984 143,905 – – 143,905 –
Loans from a subsidiary 17 – – – 49,984 – –
Current income tax liabilities 7(c) * * * – – –
130,958 227,266 71,846 130,952 227,259 71,845
Non-current liabilities
Derivative financial instruments 15 1,612 1,483 4,906 1,612 1,483 4,906
Other payables 16 52,063 43,165 41,694 52,063 43,165 41,694
Borrowings 17 2,300,153 2,185,526 2,329,754 1,385,461 1,220,663 1,583,079
Loans from a subsidiary 17 – – – 914,692 964,863 746,675
2,353,828 2,230,174 2,376,354 2,353,828 2,230,174 2,376,354
Represented by:
Unitholders’ funds 4,615,979 4,283,373 3,957,453 4,615,937 4,283,338 3,957,424
The accompanying notes form an integral part of these financial statements. The accompanying notes form an integral part of these financial statements.
The accompanying notes form an integral part of these financial statements. The accompanying notes form an integral part of these financial statements.
Total Unitholders’ funds at end of financial year 4,615,979 4,283,373 4,615,937 4,283,338
The accompanying notes form an integral part of these financial statements. The accompanying notes form an integral part of these financial statements.
VivoCity N.A2 Leasehold 99 years 77 years 1 HarbourFront Walk 212,927 206,641 99.4 93.1 3,200,000 3,028,000 69.3 70.7
VivoCity
Singapore
Mapletree Business City I 25 August 20163 Leasehold 99 years 77 years 10, 20, 30 127,067 125,951 97.8 99.4 2,018,000 1,892,000 43.7 44.2
(“MBC I”) Pasir Panjang Road
Singapore
PSA Building 27 April 20113 Leasehold 99 years 77 years 460 Alexandra Road 50,540 48,893 96.4 96.1 763,000 740,000 16.5 17.3
(excludes 17th-21st, PSA Building
33rd and 39th storeys) Singapore
Mapletree Anson 4 February 20133 Leasehold 99 years 87 years 60 Anson Road 33,628 33,701 96.8 86.6 728,000 701,000 15.8 16.3
Mapletree Anson
Singapore
Bank of America 27 April 20113 Leasehold 99 years 77 years 2 HarbourFront Place 19,731 18,339 100.0 100.0 330,000 321,000 7.2 7.5
Merrill Lynch Bank of America Merrill
HarbourFront Lynch HarbourFront
(“MLHF”) Singapore
Gross revenue / Investment properties – Group 443,893 433,525 7,039,000 6,682,000 152.5 156.0
Other assets and liabilities (net) – Group (2,423,021) (2,398,627) (52.5) (56.0)
Notes:
1
Refers to the leasehold tenure of the land.
2
VivoCity was owned and developed by MCT prior to Listing Date.
3
MBC I, PSA Building, Mapletree Anson and MLHF were acquired from Mapletree Business City Pte. Ltd. (“MBCPL”), Heliconia Realty Pte. Ltd., Mapletree
Anson Pte. Ltd. and HarbourFront Place Pte. Ltd. respectively, which are direct and indirect wholly-owned subsidiaries of Mapletree Investments Pte Ltd.
Investment properties comprise a portfolio of commercial buildings that are leased to related and non-related parties
under operating leases.
The carrying amounts of the investment properties were based on independent valuations as at 31 March 2019
conducted by CBRE Pte. Ltd. (“CBRE”) for VivoCity and Knight Frank Pte. Ltd. (“Knight Frank”) for MBC I , PSA Building,
Mapletree Anson and MLHF (2018: the carrying amounts of the investment properties were based on independent
valuations as at 31 March 2018 conducted by CBRE for VivoCity and Knight Frank for MBC I, PSA Building, Mapletree
Anson and MLHF). CBRE and Knight Frank have appropriate professional qualifications and experience in the location
and category of the properties being valued. As at 31 March 2019, the valuations of the investment properties were
based on the income capitalisation method, discounted cash flow method and direct comparison method (31 March
2018: income capitalisation method and discounted cash flow method).
These notes form an integral part of and should be read in conjunction with the accompanying financial statements. 1. General (continued)
The principal investment activity of MCT is to invest directly or indirectly, in a diversified portfolio of properties The acquisition and divestment fees shall be paid in the form of cash and/or units and are payable as soon
with the primary objective of achieving an attractive level of return from rental income and for long-term capital as practicable after completion of the respective acquisition or disposal.
growth. The principal activities of its subsidiary are set out in Note 14.
(d) Fees under the Property Management Agreement
MCT has entered into several service agreements in relation to the management of MCT and its property
operations. The fee structures of these services are as follows: (i) Property management fees
(a) Trustee’s fees Under the property management agreement, the property management fees to be paid to
Mapletree Commercial Property Management Pte. Ltd. (the “Property Manager”), for each fiscal
The Trustee’s fee shall not exceed 0.1% per annum of the value of all the assets of the Group (“Deposited year (as defined in the Property Management Agreement), are as follows:
Property”) (subject to a minimum of $12,000 per month) or such higher percentage as may be fixed by an
Extraordinary Resolution of a meeting of Unitholders. The Trustee’s fees are payable monthly in arrears • 2.0% per annum of Gross Revenue for the properties;
out of the Deposited Property of the Group. The Trustee is also entitled to reimbursement of expenses
incurred in the performance of its duties under the Trust Deed. • 2.0% per annum of the NPI for the properties (calculated before accounting for the property
management fee in that financial period); and
Based on the current arrangement between the Manager and the Trustee, the Trustee’s fees are charged
on a scaled basis of up to 0.02% per annum of the value of the Deposited Property (subject to a minimum • 0.5% per annum of the NPI for the relevant property (calculated before accounting for the
of $12,000 per month). property management fee in that financial period) in lieu of leasing commissions otherwise
payable to the Property Manager and/or third party agents.
(b) Manager’s Management fees
The property management fees are payable to the Property Manager monthly in arrears and in the
Pursuant to the Trust Deed, the Manager is entitled to receive the following remuneration: form of cash.
(i) a base fee not exceeding 0.25% per annum of the value of the Group’s Deposited Property or such (ii) Project management fees
higher percentage as may be approved by an Extraordinary Resolution of a meeting of Unitholders;
and The Trustee will pay the Property Manager, for each development or redevelopment of a property
located in Singapore, a project management fee subject to:
(ii) a performance fee of 4.0% per annum of the Group’s net property income (“NPI”) or such higher
percentage as may be approved by an Extraordinary Resolution of a meeting of Unitholders. • a limit of up to 3.0% of the total construction costs; and
The management fees payable to the Manager shall be paid in the form of cash and/or units. The base fees • an opinion issued by an independent quantity surveyor, to be appointed by the Trustee
and performance fees paid in cash and/or units are paid quarterly and annually, in arrears respectively. upon recommendation by the Manager, that the agreed project management fee is within
The Manager has elected to receive 50% of its management fees in units and the balance in cash. market norms and reasonable range.
The project management fee is payable to the Property Manager in the form of cash.
The Monetary Authority of Singapore (“MAS”) has granted the Group a waiver from compliance with the (a) Optional exemptions applied (continued)
requirement under Paragraph 4.3 of Appendix 6 to the Code on Collective Investment Schemes (the “CIS Code”)
to prepare its financial statements in accordance with Singapore Financial Reporting Standards (“SFRS”). (ii) Practical expedients on adoption of SFRS(I) 15 Revenue from Contracts with Customers
The financial statements have been prepared in accordance with Singapore Financial Reporting Standards In accordance with the requirements of SFRS(I) 1, the Group adopted SFRS(I) retrospectively.
(International) (“SFRS(I)”), the applicable requirements of the CIS Code issued by MAS and the provisions of the The Group has elected to apply the transitional provisions under paragraph C5 of SFRS(I) 15 as
Trust Deed. at 1 April 2018.
These financial statements, which are expressed in Singapore Dollars (“SGD”) and rounded to the nearest (b) The adoption of SFRS(I) 9 and SFRS(I) 15 did not have a material impact on the Group’s and MCT’s
thousand, unless otherwise stated, have been prepared under the historical cost convention, except as disclosed financial statements.
in the accounting policies below.
(c) There were no material adjustments to the Group’s and MCT’s equity and total comprehensive income
The preparation of financial statements in conformity with SFRS(I) requires management to exercise its arising from the transition from SFRS to SFRS(I).
judgement, and make estimates and assumptions in the process of applying the Group’s accounting policies.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates (d) There were no material adjustments to the Group’s consolidated statement of cash flows arising from the
are recognised in the period in which the estimates are revised and in any future periods affected. transition from SFRS to SFRS(I).
The area involving a higher degree of judgement or complexity, where estimates and assumptions are significant 2.3 Revenue recognition
to the financial statements, and where uncertainty has the most significant risk of resulting in a material
adjustment within the next financial year is included in Note 12 – Investment properties. Revenue comprises the fair value of the consideration received or receivable for the rendering of services and is
presented net of goods and services tax, rebates and discounts.
2.2 Adoption of SFRS(I)
The Group recognises revenue when the amount of revenue and related cost can be reliably measured, it is
The Group has adopted SFRS(I) on 1 April 2018. These financial statements for the financial year ended 31 March probable that the collectability of the related receivables is reasonably assured and when the specific criteria for
2019 are the Group’s and MCT’s first set of financial statements prepared in accordance with SFRS(I). The Group’s each of the Group’s activities are met as follows:
previously issued financial statements for periods up to and including the financial year ended 31 March 2018
were prepared in accordance with SFRS. (a) Rental income and service charges from operating leases
In adopting SFRS(I) on 1 April 2018, the Group is required to apply all of the specific transition requirements in The Group classifies the leases of its investment properties as operating leases as the Group retains
SFRS(I) 1 First-time Adoption of Singapore Financial Reporting Standards (International). substantially all risks and rewards incidental to ownership.
Under SFRS(I) 1, these financial statements are required to be prepared using accounting policies that comply Rental income and service charges from operating leases are recognised on a straight-line basis over the
with SFRS(I) effective as at 31 March 2019. The same accounting policies are applied throughout all periods term of the lease, except where an alternative basis is more representative of the pattern of benefits to
presented in these financial statements, subject to the mandatory exceptions and optional exemptions under be derived from the leased assets. Lease incentives granted are recognised as an integral part of the total
SFRS(I) 1. rental income, over the term of the lease.
The Group’s opening balance sheet has been prepared as at 1 April 2017, which is the Group’s date of transition Contingent rents, which includes gross turnover rental, are recognised as income in profit or loss when
to SFRS(I) (“date of transition”). earned and the amount can be measured reliably.
(i) Short-term exemption on adoption of SFRS(I) 9 Financial Instruments Car parking income from the operation of car parks is recognised as it accrues on a time apportioned basis.
In accordance with the requirements of SFRS(I) 1, the Group adopted SFRS(I) retrospectively. (c) Finance income
The Group has elected to apply the short-term exemption to adopt SFRS(I) 9 on 1 April 2018.
Accordingly, the requirements of SFRS 39 Financial Instruments: Recognition and Measurement Finance income is recognised on a time proportion basis using the effective interest method.
are applied to financial instruments up to the financial year ended 31 March 2018. The Group is
also exempted from complying with SFRS(I) 7 Financial Instruments: Disclosures to the extent that
the disclosures required by SFRS(I) 7 relate to the items within scope of SFRS(I) 9.
The accounting policies for financial instruments under SFRS(I) 9 are as disclosed in Note 2.9.
(a) Property operating expenses Deferred income tax assets and liabilities are measured:
Property operating expenses are recognised on an accrual basis. Included in property operating expenses (i) at the tax rates that are expected to apply when the related deferred income tax asset is realised or
are property management fees which are based on the applicable formula stipulated in Note 1(d). the deferred income tax liability is settled, based on tax rates and tax laws that have been enacted or
substantively enacted by the reporting date; and
(b) Manager’s management fees
(ii) based on the tax consequence that will follow from the manner in which the Group expects, at the
Manager’s management fees are recognised on an accrual basis using the applicable formula stipulated reporting date, to recover or settle the carrying amounts of its assets and liabilities.
in Note 1(b).
Current and deferred income taxes are recognised as income or expenses in profit or loss, except to the extent
(c) Trustee’s fees that the tax arises from a transaction which is recognised directly in equity.
Trustee’s fees are recognised on an accrual basis using the applicable formula stipulated in Note 1(a). The Inland Revenue Authority of Singapore (“IRAS”) has issued a tax ruling on the taxation of MCT for the income
earned and expenditure incurred after its listing on the SGX-ST. Subject to meeting the terms and conditions
2.5 Borrowing costs of the tax rulings which include a distribution of at least 90% of the taxable income of MCT, the Trustee will not
be taxed on the portion of taxable income of MCT that is distributed to Unitholders. Any portion of the taxable
Borrowing costs are recognised in profit or loss using the effective interest method, except for those costs that income that is not distributed to Unitholders will be taxed on the Trustee. In the event that there are subsequent
are directly attributable to the construction or development of properties. adjustments to the taxable income when the actual taxable income of MCT is finally agreed with the IRAS,
such adjustments are taken up as an adjustment to the taxable income for the next distribution following the
The actual borrowing costs on borrowings used to finance the construction or development of properties agreement with the IRAS.
incurred during the period up to the issuance of the temporary occupation permit less any investment income
on temporary investment of these borrowings, are capitalised in the cost of the property under development. Although MCT is not taxed on its taxable income distributed, the Trustee and the Manager are required to
Borrowing costs on general borrowings are capitalised by applying a capitalisation rate to construction or deduct income tax at the applicable corporate tax rate from the distributions of such taxable income of MCT
development expenditures that are financed by general borrowings. (i.e. which has not been taxed in the hands of the Trustee) to certain Unitholders. The Trustee and the Manager
will not deduct tax from the distributions made out of MCT’s taxable income to the extent that the beneficial
No such borrowing costs on construction or development of properties have been incurred during the Unitholder is:
financial year.
• An individual (excluding partnerships);
2.6 Income taxes
• A tax resident Singapore-incorporated company;
Current income tax for current and prior periods are recognised at the amount expected to be paid to or
recovered from the tax authorities, using the tax rates and tax laws that have been enacted or substantively • A body of persons (excluding companies or partnerships) registered or incorporated in Singapore
enacted by the reporting date. (e.g. town council, statutory board, registered charity, registered co-operative society, registered trade
union, management corporation, club and trade and industry association);
Deferred income tax is recognised for all temporary differences arising between the tax bases of assets and
liabilities and their carrying amounts in the financial statements except when the deferred income tax arises • A Singapore branch of a company incorporated outside Singapore;
from the initial recognition of an asset or liability in a transaction that is not a business combination and affects
neither accounting nor taxable profit or loss at the time of the transaction. • An international organisation that is exempt from tax on such distributions by reason of an order made
under the International Organisations (Immunities and Privileges) Act (Cap. 145); or
A deferred income tax liability is recognised on temporary differences arising on investments in subsidiary,
except where the timing of the reversal of the temporary differences can be controlled and it is probable that • A real estate investment trust exchange-traded fund which has been accorded the tax transparency
the temporary differences will not reverse in the foreseeable future. treatment.
Deferred income tax asset is recognised to the extent that it is probable that future taxable profit will be available The above tax transparency ruling does not apply to gains from sale of real properties. Such gains, if they are
against which the deductible temporary differences can be utilised. considered as trading gains, are assessable to tax on the Trustee. Where the gains are capital gains, the Trustee
will not be assessed to tax and may distribute the gains without tax being deducted at source.
(i) Consolidation Changes in the Group’s ownership interest in a subsidiary that do not result in a loss of control over the
subsidiary are accounted for as transactions with equity owners of MCT. Any difference between the
A subsidiary is an entity (including structured entity) over which the Group has control. The change in the carrying amounts of the non-controlling interest and the fair value of the consideration
Group controls an entity when the Group is exposed to, or has rights to, variable returns from its paid or received is recognised within equity attributable to the Unitholders of MCT.
involvement with the entity and has the ability to affect those returns through its power over the
entity. A subsidiary is fully consolidated from the date on which control is transferred to the Group. 2.8 Cash and cash equivalents
It is deconsolidated from the date on which control ceases.
For the purpose of presentation in the consolidated statement of cash flows, cash and cash equivalents include
In preparing the consolidated financial statements of the Group, transactions, balances and cash on hand and deposits with financial institutions which are subject to an insignificant risk of change in value.
unrealised gains on transactions between group entities are eliminated. Unrealised losses are
also eliminated but are considered an impairment indicator of the asset transferred. Accounting 2.9 Non-derivative financial assets
policies of MCT’s subsidiary have been changed where necessary to ensure consistency with the
policies adopted by the Group. (a) Policy applicable before 1 April 2018
The acquisition method of accounting is used to account for business combinations by the Group. Loans and receivables are non-derivative financial assets with fixed or determinable payments that are
not quoted in an active market. They are presented as current assets, except for those expected to be
The consideration transferred for the business acquisition of a subsidiary comprises the fair value realised later than 12 months after the reporting date, which are presented as non-current assets. Loans
of the assets transferred, the liabilities incurred and the equity interests issued by the Group. The and receivables include “cash and cash equivalents”, “trade and other receivables” and deposits presented
consideration transferred also includes the fair value of any contingent consideration arrangement in “other current assets” in the Statements of Financial Position.
and the fair value of any pre-existing equity interest in the subsidiary.
These loans and receivables are initially recognised at fair value plus transaction cost and subsequently
Acquisition-related costs are expensed as incurred. carried at amortised cost using the effective interest method, less accumulated impairment losses.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination Loans and receivables are assessed at each reporting date whether there is objective evidence that these
are, with limited exceptions, measured initially at their fair values at the acquisition date. financial assets are impaired and recognises an allowance for impairment when such evidence exists.
On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest in Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy, and default
the acquiree at the date of acquisition either at fair value or at the non-controlling interest’s or significant delay in payments are objective evidence that these financial assets are impaired.
proportionate share of the acquiree’s identifiable net assets.
The carrying amount of these loans and receivables are reduced through the use of an impairment
The excess of the consideration transferred, the amount of any non-controlling interest in the allowance account which is calculated as the difference between the carrying amount and the present
acquiree and the acquisition-date fair value of any previous equity interest in the acquiree over the value of estimated future cash flows, discounted at the original effective interest rate. When the asset
fair value of the identifiable net assets acquired is recorded as goodwill. becomes uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts
previously written off are recognised against the same line item in profit or loss.
(iii) Disposals
The allowance for impairment loss account is reduced through profit or loss in a subsequent period
When a change in the Group’s ownership interest in a subsidiary results in a loss of control over when the amount of impairment loss decreases and the related decrease can be objectively measured.
the subsidiary, the assets and liabilities of the subsidiary including any goodwill are derecognised. The carrying amount of the asset previously impaired is increased to the extent that the new carrying
Amounts previously recognised in other comprehensive income in respect of that entity are also amount does not exceed the amortised cost had no impairment been recognised in prior periods.
reclassified to profit or loss or transferred directly to Unitholders’ funds if required by SFRS(I).
Any retained equity interest in the entity is remeasured at fair value. The difference between
the carrying amount of the retained interest at the date when control is lost and its fair value is
recognised in profit or loss.
Please refer to Note 2.12 “Investment in a subsidiary” for the accounting policy on investments in
subsidiary in the financial statements of MCT.
(b) Policy applicable from 1 April 2018 Investment properties for the Group are held for long-term rental yields and/or for capital appreciation.
The Group classifies its non-derivative financial assets at amortised cost. The classification depends on Investment properties are accounted for as non-current assets and are initially recognised at cost and
the Group’s business model for managing the financial assets as well as the contractual terms of the cash subsequently carried at fair value. The investment properties are valued by independent registered valuers at
flows of the financial asset. The Group reclassifies debt instruments when and only when its business least once a year in accordance with the CIS Code. Changes in fair value are recognised in profit or loss.
model for managing those assets change.
Investment properties are subject to renovations or improvements from time to time. The costs of major
Financial assets at amortised cost renovations and improvements are capitalised while the carrying amounts of replaced components are
recognised in profit or loss. The costs of maintenance, repairs and minor improvements are recognised in profit
(i) At initial recognition or loss when incurred.
At initial recognition, the Group measures a financial asset at its fair value plus transaction costs On disposal of an investment property, the difference between the net disposal proceeds and the carrying
that are directly attributable to the acquisition of the financial asset. amount is taken to profit or loss.
(ii) At subsequent measurement If an investment property becomes substantially owner-occupied, it is reclassified as property, plant and
equipment, and its fair value at the date of reclassification becomes its cost for accounting purposes.
Debt instruments include “cash and cash equivalents”, “trade and other receivables” and deposits
presented in “other current assets” in the Statements of Financial Position. Debt instruments that For taxation purposes, MCT may claim capital allowances on assets that qualify as plant and machinery under
are held for collection of contractual cash flows where those cash flows represent solely payments the Income Tax Act.
of principal and interest are measured at amortised cost. A gain or loss on a debt instrument that
is subsequently measured at amortised cost and is not part of a hedging relationship is recognised 2.11 Plant and equipment
in profit or loss when the asset is derecognised or impaired. Interest income from these financial
assets is included in interest income using the effective interest rate method. (a) Measurement
(iii) Impairment Plant and equipment are initially recognised at cost and subsequently carried at cost less accumulated
depreciation and accumulated impairment loss.
The Group assesses on a forward looking basis the expected credit losses associated with its
debt financial assets carried at amortised cost. The impairment methodology applied depends The cost of an item of plant and equipment initially recognised includes its purchase price and any costs
on whether there has been a significant increase in credit risk. Note 21(c) details how the Group that are directly attributable to bringing the asset to the location and condition necessary for it to be
determines whether there has been a significant increase in credit risk. capable of operating in the manner intended by management.
For trade receivables, the Group applies the simplified approach permitted by SFRS(I) 9, which (b) Depreciation
requires expected lifetime losses to be recognised from initial recognition of the receivables, as
detailed in Note 21(c). Depreciation on plant and equipment is calculated using the straight-line method to allocate their
depreciable amounts over their estimated useful lives as follows:
(iv) Recognition and derecognition
Useful lives
Regular way purchases and sales of financial assets are recognised on trade date – the date on Plant and equipment 2 – 10 years
which the Group commits to purchase or sell the asset.
The residual values, estimated useful lives and depreciation method of plant and equipment are reviewed,
Financial assets are derecognised when the rights to receive cash flows from the financial assets and adjusted as appropriate, at each reporting date. The effects of any revision are recognised in profit or
have expired or have been transferred and the Group has transferred substantially all risks and loss for the financial year when the changes arise.
rewards of ownership.
(c) Subsequent expenditure
On disposal of a debt instrument, the difference between the carrying amount and the sale
proceeds is recognised in profit or loss. Any amount previously recognised in other comprehensive Subsequent expenditure relating to plant and equipment that has already been recognised is added
income relating to that asset is reclassified to profit or loss. to the carrying amount of the asset only when it is probable that future economic benefits in excess
of the originally assessed standard of performance of the existing asset will flow to the Group and the
cost can be reliably measured. Other subsequent expenditure is recognised as an expense in profit or
loss when incurred.
2.11 Plant and equipment (continued) 2.16 Derivative financial instruments and hedging activities
(d) Disposal The Group holds derivative financial instruments to hedge its foreign currency and interest rate risk exposures.
The Group does not hold or issue derivative financial instruments for trading purposes.
On disposal of an item of plant and equipment, the difference between the disposal proceeds and its
carrying amount is recognised in profit or loss. A derivative financial instrument is initially recognised at its fair value on the date the contract is entered into and
is subsequently carried at its fair value. The method of recognising the resulting gain or loss depends on whether
2.12 Investment in a subsidiary the derivative is designated as a hedging instrument, and if so, the nature of the item being hedged.
Investment in a subsidiary is carried at cost less accumulated impairment losses in MCT’s Statement of Financial Fair value changes on derivatives that are not designated or do not qualify for hedge accounting are recognised
Position. On disposal of the investment in subsidiary, the difference between net disposal proceeds and the in profit or loss when the changes arise.
carrying amount of the investment is recognised in profit or loss.
The Group documents at the inception of the transaction the relationship between the hedging instruments
2.13 Impairment of non-financial assets and hedged items as well as its risk management objective and strategies for undertaking various hedging
transactions. The Group also documents its assessment, both at hedge inception and on an ongoing basis, of
Plant and equipment and investment in a subsidiary are reviewed for impairment whenever there is any objective whether the derivatives designated as hedging instruments are highly effective in offsetting changes in cash
evidence or indication that this asset may be impaired. flows of the hedged items.
For the purpose of impairment testing, the recoverable amount (i.e. the higher of the fair value less cost to sell The carrying amount of a derivative designated as a hedge is presented as a non-current asset or liability if
and the value-in-use) is determined on an individual asset basis unless the asset does not generate cash inflows the remaining expected life of the hedged item is more than 12 months and as a current asset or liability if the
that are largely independent of those from other assets. If this is the case, the recoverable amount is determined remaining expected life of the hedged item is less than 12 months.
for the cash generating unit (“CGU”) to which the asset belongs.
The following hedges in place as at 31 March 2018 qualified as cash flow hedges under SFRS(I) 9. The Group’s
If the recoverable amount of the asset (or CGU) is estimated to be less than its carrying amount, the carrying management strategies and hedge documentation are aligned with the requirements of SFRS(I) 9 and hence are
amount of the asset (or CGU) is reduced to its recoverable amount. treated as continuing hedges.
The difference between the carrying amount and recoverable amount is recognised as an impairment loss in Cash flow hedge – Interest rate swaps
profit or loss.
The Group has entered into interest rate swaps that are cash flow hedges to manage the Group’s exposure to
An impairment loss for an asset is reversed if, and only if, there has been a change in the estimates used interest rate risk on its borrowings. These contracts entitle the Group to receive interest at floating rates on
to determine the asset’s recoverable amount or if there is a change in the events that had given rise to the notional principal amounts and oblige the Group to pay interest at fixed rates on the same notional principal
impairment since the last impairment loss was recognised. The carrying amount of this asset is increased to its amounts, thus allowing the Group to raise borrowings at floating rates and swap them into fixed rates.
revised recoverable amount, provided that this amount does not exceed the carrying amount that would have
been determined had no impairment loss been recognised for the asset in prior years. A reversal of impairment The fair value changes on the effective portion of interest rate swaps designated as cash flow hedges are
loss for an asset is recognised in profit or loss. recognised in other comprehensive income, accumulated in the hedging reserve and reclassified to profit or
loss when the hedged interest expense on the borrowings is recognised in profit or loss. The fair value changes
2.14 Borrowings on the ineffective portion of interest rate swaps are recognised immediately in profit or loss.
Borrowings are presented as current liabilities unless the Group has an unconditional right to defer settlement 2.17 Fair value estimation of financial assets and liabilities
for at least 12 months after the reporting date, in which case they are presented as non-current liabilities.
The fair values of financial instruments that are not traded in an active market are determined by using valuation
Borrowings are initially recognised at fair value (net of transaction costs) and subsequently carried at amortised techniques. The Group uses a variety of methods and makes assumptions that are based on market conditions
cost. Any difference between the proceeds (net of transaction costs) and the redemption value is recognised in existing at each reporting date. Where appropriate, quoted market prices or dealer quotes for similar instruments
profit or loss over the period of the borrowings using the effective interest method. are used. Valuation techniques, such as discounted cash flow analysis, are also used to determine the fair values
of the financial instruments, where appropriate.
2.15 Trade and other payables
The fair values of derivative financial instruments are calculated as the present value of the estimated future cash
Trade and other payables represent liabilities for goods and services provided to the Group prior to the end of the flows discounted at actively quoted interest rates.
financial year which are unpaid. They are classified as current liabilities if payment is due within one year or less
(or in the normal operating cycle of the business if longer). If not, they are presented as non-current liabilities. The fair values of current financial assets and liabilities carried at amortised cost approximate their
carrying amounts.
Trade and other payables are initially recognised at fair value (net of transaction costs) and subsequently carried
at amortised cost, using the effective interest method.
2.21 Segment reporting The Group and MCT do not have any employee on its payroll because its daily operations and administrative
functions are provided by the Manager and Property Manager. Staff costs relate to reimbursements paid/payable
Operating segments are reported in a manner consistent with the internal reports provided to management who to the Property Manager in respect of agreed employee expenditure incurred by the Property Manager for
is responsible for allocating resources and assessing performance of the operating segments. providing its services as provided for in the Property Management Agreement.
2.22 Distribution policy All of the Group’s and MCT’s investment properties generate rental income and the above expenses are direct
operating expenses arising from its investment properties.
MCT’s distribution policy is to distribute at least 90.0% of its adjusted taxable income, comprising substantially
its income from the letting of its properties and related property services income, interest income from the
placement of periodic cash surpluses in bank deposits and after deducting allowable expenses and allowances. 5. Finance expenses
The actual level of distribution will be determined at the Manager’s discretion, having regard to MCT’s funding
requirements, other capital management considerations and the overall stability of distributions. Distributions, Group MCT
when made, will be in SGD. 2019 2018 2019 2018
$’000 $’000 $’000 $’000
The current income tax liabilities refer to income tax provision based on the taxable income of MCTTC.
7. Income taxes
(b) The tax on the results for the financial year differs from the theoretical amount that would arise using the Group MCT
Singapore standard rate of income tax as follows: 31 March 1 April 31 March 1 April
2019 2018 2017 2019 2018 2017
Group MCT $’000 $’000 $’000 $’000 $’000 $’000
2019 2018 2019 2018
$’000 $’000 $’000 $’000 Cash at bank and on hand 16,619 18,092 23,907 16,571 18,050 23,874
Short–term bank deposits 32,500 27,000 30,000 32,500 27,000 30,000
Profit before tax 582,302 567,573 582,295 567,567 49,119 45,092 53,907 49,071 45,050 53,874
Tax calculated at a tax rate of 17% (2018: 17%) 98,991 96,487 98,990 96,486 Short-term bank deposits at the reporting date have a weighted average maturity of 1.8 months (31 March 2018:
Effects of: 1.9 months; 1 April 2017: 0.8 months) from the end of the financial year. The effective interest rate at reporting
– Expenses not deductible for tax purposes 3,359 3,165 3,359 3,165 date is 1.7% (31 March 2018: 1.1%; 1 April 2017: 0.8%) per annum.
– Income not subject to tax due to tax
transparency ruling (Note 2.6) (44,884) (44,261) (44,884) (44,261)
– Income not subject to tax (57,466) (55,391) (57,465) (55,390)
– Under provision in prior years * * – –
* * – –
The table below analyses recurring non-financial assets carried at fair value. The different levels are defined
The non-trade receivables due from a subsidiary and related parties are unsecured, interest free and repayable
as follows:
on demand.
• Level 1 quoted prices (unadjusted) in active markets for identical assets or liabilities;
11. Other current assets
• Level 2 inputs other than quoted prices included within Level 1 that are observable for the asset or
liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
Group and MCT
31 March 1 April
• Level 3 unobservable inputs for the asset or liability.
2019 2018 2017
$’000 $’000 $’000
All properties within MCT’s and the Group’s portfolio are classified within Level 3. The reconciliation between
Deposits 93 109 106 the balances at the beginning of the financial year and end of the financial year is disclosed in the investment
Prepayments 889 309 314 properties movement table presented as part of this note.
982 418 420
• The higher the discount rate, the lower the fair value. Mapletree Commercial Trust Provision of treasury Singapore/
Treasury Company Pte. Ltd.(a) services Singapore 100 100 100
• The higher the adjusted price per square feet, the higher the fair value.
(a)
Audited by PricewaterhouseCoopers LLP, Singapore
There were no significant inter-relationships between unobservable inputs. * Amount is less than $1,000
Non-hedging instrument:
In March 2019, the interest rate swaps include a forward start interest rate swap contract for notional amount of
Cross currency interest rate swap March 2023 100,000 4,597 –
$65,000,000 that will mature in April 2023, which the Group has entered into for the purpose of fixing the interest
Total 1,301,000 7,532 1,621
rate of the floating rate borrowings.
Current portion 93 9
Non-current portion 7,439 1,612 Cross currency interest rate swap
31 March 2018 Cross currency interest rate swaps are transacted to hedge foreign currency interest rate risk arising from foreign
Cash-flow hedges: denominated borrowings.
Interest rate swaps April 2018 – August 2022 976,000 5,230 1,637
As at 31 March 2019, the Group held a Japanese Yen (“JPY”)/SGD cross currency interest rate swap to provide
Non-hedging instrument: SGD variable rate funding. The cross currency interest rate swap matures on the same date as the borrowings.
Cross currency interest rate swap March 2023 100,000 4,956 – Fair value changes on the cross currency interest rate swap are recognised in profit or loss when the changes arise.
Total 1,076,000 10,186 1,637
Hedging instruments used in the Group’s hedging strategy in 2019 were as follows:
Current portion – 154
Non-current portion 10,186 1,483 Changes in fair value
used for calculating
1 April 2017 Carrying Amount hedge ineffectiveness
Cash-flow hedges: Hedge Weighted
Contract Financial ineffectiveness average
Interest rate swaps April 2017 – August 2022 1,149,800 4,324 4,954
notional statement Hedging Hedged recognised in hedged Maturity
amount Assets Liabilities line item instruments item profit or loss rate date
Non-hedging instrument: $’000 $’000 $’000 $’000 $’000 $’000
Cross currency interest rate swap March 2023 100,000 6,870 –
Interest rate swap March 2018 100,000 – 340 Group and MCT
Total 1,349,800 11,194 5,294
Cash flow hedges
Interest rate risk
Current portion – 388 – Interest rate swaps Derivative
Non-current portion 11,194 4,906 to hedge floating financial April 2019 –
rate borrowings 1,201,000 2,935 1,621 instruments (2,809) 2,809 – 1.82% April 2023
16. Trade and other payables 17. Borrowings and loans from a subsidiary
Current Borrowings
Trade payables 1,159 773 603 1,159 773 603 Current
Amounts due to Bank loans – 144,000 – – 144,000 –
related parties: Medium term notes 50,000 – – – – –
– trade 106 116 542 106 116 542 Transaction cost
– non-trade – – * – – * to be amortised (16) (95) – – (95) –
Non-trade amounts due to 49,984 143,905 – – 143,905 –
a subsidiary – – – – 83 1
Accrued capital Non-current
expenditure 3,959 5,142 3,308 3,959 5,142 3,308 Bank loans 1,389,001 1,223,601 1,587,600 1,389,001 1,223,601 1,587,600
Accrued operating Medium term notes 916,453 967,027 748,645 – – –
expenses 39,320 37,440 32,622 39,312 37,349 32,614 Transaction cost
Interest payable 9,200 8,846 9,127 9,200 8,846 9,127 to be amortised (5,301) (5,102) (6,491) (3,540) (2,938) (4,521)
Tenancy related deposits 13,066 15,610 12,613 13,066 15,610 12,613 2,300,153 2,185,526 2,329,754 1,385,461 1,220,663 1,583,079
Other deposits 204 246 246 204 246 246
Rental received in advance 5,437 4,521 4,680 5,437 4,521 4,680 Loans from a subsidiary
Net Goods and Services Current
Tax payable 6,210 5,621 5,520 6,212 5,622 5,526 Loans from a subsidiary – – – 50,000 – –
Other payables 2,304 4,892 2,197 2,304 4,892 2,197 Transaction cost
80,965 83,207 71,458 80,959 83,200 71,457 to be amortised – – – (16) – –
– – – 49,984 – –
Non-current
Tenancy related deposits 52,063 43,165 41,694 52,063 43,165 41,694 Non-current
Loans from a subsidiary – – – 916,453 967,027 748,645
133,028 126,372 113,152 133,022 126,365 113,151 Transaction cost
to be amortised – – – (1,761) (2,164) (1,970)
* Amount is less than $1,000 – – – 914,692 964,863 746,675
The non-trade payables due to related parties and a subsidiary are unsecured, interest free and repayable 2,350,137 2,329,431 2,329,754 2,350,137 2,329,431 2,329,754
on demand.
The above bank loans and borrowings are unsecured. In accordance with the various facility agreements,
VivoCity, MBC I and Mapletree Anson (31 March 2018 and 1 April 2017: VivoCity, MBC I and Mapletree Anson)
are subject to a negative pledge.
The non-current bank loans mature between 2020 and 2024 (31 March 2018: 2019 and 2023; 1 April
2017: 2018 and 2022). The non-current medium term notes and loans from a subsidiary will mature
between 2020 and 2027 (31 March 2018: 2019 and 2027; 1 April 2017: 2019 and 2026).
17. Borrowings and loans from a subsidiary (continued) 17. Borrowings and loans from a subsidiary (continued)
In 2012, the Group established a $1,000,000,000 MTN Programme via its subsidiary, MCTTC. The MCTTC has on-lent the proceeds from the issuance of the notes to MCT, which has in turn used these
Programme limit has been increased to $3,000,000,000 with effect from 29 June 2018. Under the MTN proceeds to re-finance its floating rate borrowings.
Programme, MCTTC may, subject to compliance with all relevant laws, regulations and directives, from
time to time issue notes and senior or subordinated perpetual securities in series or tranches in SGD or The loans are unsecured and repayable in full, consisting of:
any other currency.
Interest Interest 31 March 31 March 1 April
Each series of notes may be issued in various amounts and tenors, and may bear fixed, floating, variable rate payment 2019 2018 2017
or hybrid rates of interest or may not bear interest. Maturity date per annum in arrears ’000 ’000 ’000
The notes shall constitute at all times direct, unconditional, unsecured and unsubordinated obligations of (i) 24 August 2020 3.60% Semi-annually $160,000 $160,000 $160,000
MCTTC ranking pari passu, without any preference or priority among themselves, and pari passu with all (ii) 12 April 2021 3.20% Semi-annually $70,000 $70,000 $70,000
other present and future unsecured obligations of MCTTC. All sums payable in respect of the notes issued (iii) 7 November 2019 2.65% Semi-annually $50,000 $50,000 $50,000
by MCTTC will be unconditionally and irrevocably guaranteed by DBS Trustee Limited, in its capacity as (iv) 3 February 2023 3.25% Semi-annually $100,000 $100,000 $100,000
Trustee of MCT. (v) 24 August 2026 3.11% Semi-annually $175,000 $175,000 $175,000
(vi) 15 November 2023 2.795% Semi-annually $85,000 $85,000 $85,000
(vii) 27 August 2027 3.045% Semi-annually $100,000 $100,000 –
Total notes outstanding as at 31 March 2019 under the MTN Programme is $966,453,000 (31 March 2018:
(viii) 23 September 2024 3.28% Semi-annually $120,000 $120,000 –
$967,027,000; 1 April 2017: $748,645,000), consisting of:
3 month JPY
(ix) 16 March 20231 Quarterly JPY8,700,000 JPY8,700,000 JPY8,700,000
LIBOR + 0.30%
Interest Interest 31 March 31 March 1 April
rate payment 2019 2018 2017
1
A cross currency interest rate swap has been entered into to hedge the JPY8,700,000,000 (31 March 2018 and 1 April 2017:
Maturity date per annum in arrears ’000 ’000 ’000 JPY8,700,000,000) Floating Rate Notes into notional principal amount of $100,000,000 (31 March 2018 and 1 April 2017:
$100,000,000) at a floating rate SGD basis payable semi-annually in arrears.
(i) 24 August 2020 3.60% Semi-annually $160,000 $160,000 $160,000
(ii) 12 April 2021 3.20% Semi-annually $70,000 $70,000 $70,000 (d) Effective interest rates
(iii) 7 November 2019 2.65% Semi-annually $50,000 $50,000 $50,000
(iv) 3 February 2023 3.25% Semi-annually $100,000 $100,000 $100,000 The weighted average all-in cost of borrowings, including amortised cost charged on the loans were as
(v) 24 August 2026 3.11% Semi-annually $175,000 $175,000 $175,000 follows:
(vi) 15 November 2023 2.795% Semi-annually $85,000 $85,000 $85,000
(vii) 27 August 2027 3.045% Semi-annually $100,000 $100,000 – Group MCT
(viii) 23 September 2024 3.28% Semi-annually $120,000 $120,000 – 31 March 1 April 31 March 1 April
3 month JPY 2019 2018 2017 2019 2018 2017
(ix) 16 March 2023 1
Quarterly JPY8,700,000 JPY8,700,000 JPY8,700,000
LIBOR + 0.30%
Bank loans 2.91% 2.71% 2.47% 2.91% 2.71% 2.47%
1
A cross currency interest rate swap has been entered into to hedge the JPY8,700,000,000 (31 March 2018 and 1 April 2017:
Medium term notes 3.20% 3.15% 3.17% – – –
JPY8,700,000,000) Floating Rate Notes into notional principal amount of $100,000,000 (31 March 2018 and 1 April 2017:
$100,000,000) at a floating rate SGD basis payable semi-annually in arrears. Loans from a subsidiary – – – 3.20% 3.15% 3.17%
17. Borrowings and loans from a subsidiary (continued) 18. Units in issue
During the financial year, 9,534,167 new units (31 March 2018: 9,013,274; 1 April 2017: 5,137,620) were issued
Carrying amount Fair value
at the issue price range of $1.5519 to $1.6840 (31 March 2018: $1.5081 to $1.6262; 1 April 2017: $1.3936 to
31 March 1 April 31 March 1 April
2019 2018 2017 2019 2018 2017 $1.5797) per unit, in respect of the payment of management fees to the Manager in units. The issue prices were
$’000 $’000 $’000 $’000 $’000 $’000 determined based on the volume weighted average traded price for all trades done on SGX-ST in the ordinary
course of trading for the last 10 business days of the relevant period on which the fees were accrued. These
Group issuances represent non-cash transactions.
Medium term notes
(non-current) 810,000 860,000 640,000 811,395 855,931 648,003 Each unit in MCT represents an undivided interest in MCT. The rights and interests of Unitholders are contained
in the Trust Deed and include the right to:
MCT
Loans from a subsidiary • Receive income and other distributions attributable to the units held;
(non-current) 810,000 860,000 640,000 811,395 855,931 648,003
• Participate in the termination of MCT by receiving a share of all net cash proceeds derived from the
realisation of the assets of MCT less any liabilities, in accordance with their proportionate interests in
The fair value above is determined from the cash flow analysis, discounted at market borrowing rates of MCT. However, a Unitholder does not have the right to require that any assets (or part thereof) of MCT be
an equivalent instrument at the reporting date at which the Manager expects to be available to the Group transferred to him; and
and MCT as follows:
• Attend all Unitholders’ meetings. The Trustee or the Manager may (and the Manager shall at the request
31 March 1 April in writing of not less than 50 Unitholders or Unitholders representing not less than 10.0% of the total units
2019 2018 2017 issued) at any time convene a meeting of Unitholders in accordance with the provisions of the Trust Deed.
A Unitholder’s liability is limited to the amount paid or payable for any units in MCT. The provisions of the Trust
(f) Undrawn committed borrowing facilities
Deed provide that no Unitholder will be personally liable to indemnify the Trustee or any creditor of the Trustee
in the event that the liabilities of MCT exceed its assets.
Group and MCT
31 March 1 April
2019 2018 2017
$’000 $’000 $’000
Group and MCT The Group’s activities expose it to a variety of financial risks, including the effects of changes in interest rates
2019 2018 and foreign exchange rates.
$’000 $’000
Risk management is carried out under policies approved by the Manager. The Manager provides written principles
Beginning of financial year 3,593 (629) for overall risk management as well as policies covering specific areas, such as interest rate risk, currency risk,
Fair value losses (2,809) (3,406) credit risk and liquidity risk. Risk management policies and systems are reviewed regularly to reflect changes in
Reclassification to profit or loss market conditions and the Group’s activities.
– Finance expenses (Note 5) 530 7,628
End of financial year 1,314 3,593
(a) Market risk – cash flow and fair value interest rate risks
Capital expenditures contracted for at the reporting date but not recognised in the financial statements
The Group’s exposure to cash flow interest rate risks arises mainly from variable rate bank borrowings
amounted to $5,022,000 (31 March 2018: $16,566,000; 1 April 2017: $10,500,000).
and medium term notes. The Group manages these cash flow interest rate risks using floating-to-fixed
interest rate swaps.
(b) Operating lease commitments – where the Group is a lessor
The exposure of the unhedged borrowings of the Group to interest rate changes and the contractual
The Group and MCT lease out offices and retail spaces under non-cancellable operating leases. The
repricing dates at the reporting dates are as follows:
leases have varying terms, escalation clauses and renewal rights. Some lessees are required to pay
contingent rents computed based on their sales achieved during the lease period.
Group MCT
31 March 1 April 31 March 1 April
The future minimum lease receivables under non-cancellable operating leases contracted for at the
2019 2018 2017 2019 2018 2017
reporting date but not recognised as receivables, are as follows:
$’000 $’000 $’000 $’000 $’000 $’000
Some of the operating leases are subject to revision of lease rentals at periodic intervals. For the purposes
(i) Interest rate swaps, with notional contract amounts of $1,201,000,000 (31 March 2018:
of the above disclosure, the prevailing lease rentals are used.
$976,000,000; 1 April 2017: $1,149,800,000) whereby it receives variable rates equal to the
Singapore swap offer rate on the notional amounts and pays fixed interest rates ranging from
The contingent lease payments recognised as revenue during the financial year were $12,938,000 1.40% to 2.33% (31 March 2018: 1.40% to 2.33%; 1 April 2017: 0.91% to 2.33%) per annum.
(31 March 2018: $13,498,000; 1 April 2017: $14,353,000).
(ii) Cross currency interest rate swap, with a notional contract amount of $100,000,000 (31 March 2018
and 1 April 2017: $100,000,000) whereby it receives a variable rate of JPY LIBOR + 0.3% (31 March
2018 and 1 April 2017: JPY LIBOR + 0.3%) per annum on the notional amount and pays a variable
rate of Singapore swap offer rate + 1.08% (31 March 2018 and 1 April 2017: Singapore swap offer
rate + 1.08%) per annum. During the previous financial year, interest rate swap with notional contract
amount of $100,000,000 (1 April 2017: $100,000,000) entered into to receive this variable rate and
pay fixed interest rate of 1.705% (1 April 2017: 1.705%) per annum, had expired.
21. Financial risk management (continued) 21. Financial risk management (continued)
(a) Market risk – cash flow and fair value interest rate risks (continued) (c) Credit risk
Sensitivity analysis Credit risk refers to the risk that tenants or counterparties of the Group will default on its contractual
obligations resulting in a financial loss to the Group. The major classes of financial assets of the Group
The Group’s borrowings at variable rates on which effective hedges have not been entered into are and MCT are cash and bank deposits and trade receivables. For trade receivables, the Group’s credit risk
denominated in SGD. If the SGD interest rates increase/(decrease) by 0.50% (31 March 2018 and 1 policy is to deal only with customers of appropriate credit history, and obtaining sufficient security where
April 2017: 0.50%) with all other variables including tax rate being held constant, the profit after tax and appropriate to mitigate credit risk. For other financial assets, the Group adopts the policy of dealing with
hedging reserve attributable to Unitholders will (decrease)/increase by the amounts as follows, as a result high credit quality counterparties.
of higher/lower interest expenses and higher/lower fair value of interest rate swaps and cross currency
interest rate swap respectively: As at 31 March 2019, 31 March 2018 and 1 April 2017, there was no significant concentration of credit
risk. The maximum exposure to credit risk is represented by the carrying value of each financial asset on
Increase / (Decrease) the Statements of Financial Position.
Profit after tax Hedging Reserve The Group provides for lifetime expected credit losses for all trade receivables, using a provision matrix.
Increase Decrease Increase Decrease The provision rates are determined based on the Group’s historical observed default rates analysed in
by 0.50% by 0.50% by 0.50% by 0.50% accordance to days past due. The expected credit losses also incorporate forward looking information
$’000 $’000 $’000 $’000 such as forecast of macro-economic conditions. The loss allowance for trade receivables as at 31 March
2019 was assessed as not material.
Group and MCT
The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that
31 March 2019
there is no realistic prospect of recovery. This is generally the case when the Group determines that the
Interest bearing borrowings (1,765) 1,765 – –
debtor does not have assets or sources of income that could generate sufficient cash flows to repay the
Interest rate swaps – – 9,854 (9,854)
Cross currency interest rate swap 28 (29) – – amounts subject to the write-off. However, financial assets that are written off could still be subject to
(1,737) 1,736 9,854 (9,854) enforcement activities in order to comply with the Group’s procedures for recovery of amounts due.
When recoveries are made, these are recognised in profit or loss.
31 March 2018
Interest bearing borrowings (2,458) 2,458 – – The ageing of trade receivables at the reporting date was:
Interest rate swaps – – 8,868 (8,868)
Cross currency interest rate swap 321 (324) – – Gross
(2,137) 2,134 8,868 (8,868) Carrying Impairment
Amount Loss
1 April 2017 $’000 $’000
Interest bearing borrowings (2,189) 2,189 – –
Interest rate swaps 455 (457) 10,795 (10,795) Group and MCT
Cross currency interest rate swap 88 (90) – – 31 March 2019
(1,646) 1,642 10,795 (10,795) Past due < 3 months 1,002 –
Past due over 3 months 7 –
(b) Market risk – currency risk 1,009 –
The Group is exposed to foreign currency risk on interest bearing borrowings that are denominated in a 31 March 2018
currency other than the functional currency of the entities within the Group. The Group hedges this risk Past due < 3 months 1,231 39
by entering into a cross currency interest rate swap with notional contract amount of JPY8,700,000,000 Past due over 3 months 45 3
into SGD amounting to $100,000,000. The cross currency interest rate swap matures on the same date 1,276 42
that the JPY medium term notes are due for repayment.
21. Financial risk management (continued) 21. Financial risk management (continued)
The movement in allowance for expected credit losses of trade receivables computed based on lifetime Previous accounting policy for impairment of trade receivables (continued)
expected credit losses are as follows:
The Group’s and MCT’s credit risk exposure in relation to trade receivables under SFRS 39 as at 31 March
Group and MCT 2018 and 1 April 2017 are set out in the provision matrix as follows:
2019 2018
$’000 $’000 Past due Past due over
< 3 months 3 months Total
Expected credit loss allowance $’000 $’000 $’000
Beginning of financial year 42 1
Allowance made 61 159 Group and MCT
Allowance utilised (103) (118)
End of financial year – 42 As at 31 March 2018
Trade receivables
Cash and cash equivalents, other receivables and amounts due from related parties are subject to Gross carrying amount
immaterial credit loss. – Past due but not impaired 1,192 42 1,234
– Past due and impaired 39 3 42
Previous accounting policy for impairment of trade receivables 1,276
Less: Allowance for impairment (42)
In the previous financial year, the impairment of financial assets was assessed based on the incurred Net carrying amount 1,234
loss impairment model. Individual receivables which were known to be uncollectible were written off by
reducing the carrying amount directly. The other receivables were assessed collectively, to determine As at 1 April 2017
whether there was objective evidence that an impairment had been incurred but not yet identified. Trade receivables
Gross carrying amount
– Past due but not impaired 1,107 43 1,150
The Group considered that there was evidence if any of the following indicators were present:
– Past due and impaired – 1 1
1,151
• Significant financial difficulties of the debtor;
Less: Allowance for impairment (1)
Net carrying amount 1,150
• Probability that the debtor will enter bankruptcy; and
Financial assets that are neither past due nor impaired
• Default or significant delay in payments.
Financial assets that are neither past due nor impaired are mainly deposits with banks with high credit
ratings assigned by international credit rating agencies. Trade receivables that are neither past due nor
impaired are substantially companies with a good collection track record with the Group.
Based on the above, there were no credit loss allowance for other financial assets at amortised cost as at
31 March 2018 and 1 April 2017.
21. Financial risk management (continued) 21. Financial risk management (continued)
The Group and MCT adopt prudent liquidity risk management by maintaining sufficient cash to fund their The table below analyses the Group’s and MCT’s derivative financial instruments for which contractual
working capital and financial obligations. maturities are essential for an understanding of the timing of the cash flows into relevant maturity
groupings based on the remaining period from the reporting date to the contractual maturity date. The
The following table analyses non-derivative financial liabilities of the Group and MCT into relevant maturity amounts disclosed in the table are the contractual undiscounted cash flows associated with financial
groupings based on the remaining period from the reporting date to the contractual maturity date. The derivatives which are expected to impact profit or loss.
amounts disclosed in the table are the contractual undiscounted cash flows of non-derivative financial
liabilities, including interest payments. Balances due within 12 months equal their carrying amounts as Less than Between 1 More than
the impact of discounting is not significant. 1 year and 5 years 5 years
$’000 $’000 $’000
Less than Between 1 More than
1 year and 5 years 5 years Group and MCT
$’000 $’000 $’000
As at 31 March 2019
Group Net-settled interest rate swaps
– Net cash inflows (2,040) (1,196) –
As at 31 March 2019 Gross-settled cross currency interest rate swap
Trade and other payables 69,318 44,991 7,072 – Cash inflows (242) (107,168) –
Borrowings 118,270 1,888,755 596,211 – Cash outflows 3,060 109,022 –
187,588 1,933,746 603,283 778 658 –
As at 31 March 2018
Trade and other payables 73,057 41,448 1,717
Borrowings 129,552 1,224,047 100,019
Loans from a subsidiary 27,642 573,244 519,245
230,251 1,838,739 620,981
As at 1 April 2017
Trade and other payables 61,251 40,821 873
Borrowings 29,998 1,389,331 265,865
Loans from a subsidiary 20,706 348,295 499,494
111,955 1,778,447 766,232
21. Financial risk management (continued) 21. Financial risk management (continued)
The Manager’s objective when managing capital is to optimise the Group’s capital structure within The following table presents assets and liabilities measured at fair value and classified by level of the
the borrowing limits set out in the CIS Code to fund acquisitions and asset enhancement works at the following fair value measurement hierarchy:
Group’s properties. To maintain or achieve an optimal capital structure, the Manager may issue new units
or source additional borrowings from both financial institutions and capital markets. • Level 1 quoted prices (unadjusted) in active markets for identical assets or liabilities;
The Group is subject to the aggregate leverage limit as defined in the Appendix 6 of the CIS Code • Level 2 inputs other than quoted prices included within Level 1 that are observable for the
(“Property Funds Appendix”). The Property Funds Appendix stipulates that the total borrowings and asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
deferred payments (together the “Aggregate Leverage”) of a property fund should not exceed 45.0%
(31 March 2018 and 1 April 2017: 45.0%) of its Deposited Property. The Group currently has a corporate • Level 3 unobservable inputs for the asset or liability.
family rating of Baa1 Stable (31 March 2018 and 1 April 2017: Baa1 Stable) by Moody’s Investors Service.
Level 1 Level 2 Level 3 Total
The Group has complied with the Aggregate Leverage requirements for the financial years ended $’000 $’000 $’000 $’000
31 March 2019, 31 March 2018 and as at 1 April 2017.
Group and MCT
Group and MCT
31 March 1 April As at 31 March 2019
2019 2018 2017 Assets
$’000 $’000 $’000 Derivative financial instruments
– Interest rate swaps – 2,935 – 2,935
Total gross borrowings 1
2,349,001 2,327,601 2,327,600 – Cross currency interest rate swap – 4,597 – 4,597
Total deposited property 7,100,765 6,740,813 6,405,653 – 7,532 – 7,532
There were no changes in the Group’s approach to capital management during the financial year. As at 31 March 2018
Assets
The Group is in compliance with externally imposed capital requirements for the financial years ended Derivative financial instruments
31 March 2019, 31 March 2018 and as at 1 April 2017. – Interest rate swaps – 5,230 – 5,230
– Cross currency interest rate swap – 4,956 – 4,956
– 10,186 – 10,186
Liabilities
Derivative financial instruments
– Interest rate swaps – (1,637) – (1,637)
– (1,637) – (1,637)
As at 1 April 2017
Assets
Derivative financial instruments
– Interest rate swaps – 4,324 – 4,324
– Cross currency interest rate swap – 6,870 – 6,870
– 11,194 – 11,194
Liabilities
Derivative financial instruments
– Interest rate swaps – (5,294) – (5,294)
– (5,294) – (5,294)
21. Financial risk management (continued) 23. Significant related party transactions
(f) Fair value measurements (continued) For the purpose of these financial statements, parties are considered to be related to the Group when the Group
has the ability, directly or indirectly to control the party or exercise significant influence over the party in making
The fair value of the derivative financial instruments not traded in an active market is determined by financial and operating decisions, or vice versa, or where the Group and the party are companies that are under
using valuation techniques based on market conditions existing at each reporting date. The fair values common control with a Unitholder that has significant influence. The Manager and the Property Manager are
of interest rate swaps and cross currency interest rate swap are calculated as the present value of the indirect wholly-owned subsidiaries of the intermediate holding company.
estimated future cash flows.
During the financial year, in addition to those disclosed elsewhere in the financial statements, the following
The carrying values of trade and other receivables, other current assets and trade and other payables significant related party transactions took place at terms agreed between the parties:
(including non-current tenancy related deposits) approximate their fair values. The fair value of financial
liabilities is estimated by discounting the future contractual cash flows at the current market interest rate 2019 2018
that is available to the Group for similar financial instruments. The fair value of borrowings approximates $’000 $’000
their carrying amounts as the interest rates of such loans are adjusted for changes in relevant market interest
rate except for the fixed rate medium term notes as disclosed in Note 17(e) to the financial statements. Manager’s management fees paid/payable to the Manager 30,877 29,641
Property operating expenses recovered/recoverable from and paid/payable to
(g) Financial instruments by category related party of the Manager1 2,274 2,085
Property and project management fees paid/payable to the Property Manager 18,433 17,657
The carrying amount of the different categories of financial instruments is as disclosed on the face of Staff costs paid/payable to the Property Manager 9,875 9,311
the Statements of Financial Position and in Note 15 to the financial statements, except for the following: Trustee’s fees paid/payable to the Trustee 829 794
Rental and other related income received/receivable from related parties 21,382 26,095
Other products and service fees paid/payable to related parties 3,079 4,530
Group MCT
Interest expenses and financing fees paid/payable to a related party 19,064 14,346
31 March 1 April 31 March 1 April
2019 2018 2017 2019 2018 2017
1
This amount reflects the costs relating to the provision of shared services to MBC I for contracts procured by MCT and MBCPL respectively
$’000 $’000 $’000 $’000 $’000 $’000 pursuant to the Shared Services Agreement for the provision of property maintenance services for MBC I. The costs and expenses
apportionment is based on agreed terms as set out in the Shared Services Agreement.
Financial assets at
amortised cost 53,216 – – 53,168 – –
Loans and 24. Financial ratios
receivables – 48,147 56,984 – 48,105 56,954
Financial liabilities at 31 March
amortised cost 2,471,518 2,445,661 2,432,706 2,471,510 2,445,653 2,432,699 2019 2018
Consequentially, the intermediate and ultimate holding companies are Mapletree Investments Pte Ltd and
1
The annualised ratios are computed in accordance with the guidelines of Investment Management Association of Singapore dated
25 May 2005.
Temasek Holdings (Private) Limited respectively. The intermediate and ultimate holding companies are
incorporated in Singapore. The expenses used in the computation relate to expenses of the Group, excluding property expenses, borrowing costs, net foreign exchange
differences and income tax expense.
2
The annualised ratio is computed based on the lesser of purchases or sales of underlying investment properties of the Group expressed as
a percentage of daily average net asset value in accordance with the formulae stated in the CIS Code. The portfolio turnover ratio was Nil
for the financial years ended 31 March 2019 and 31 March 2018 as there were no sales of investment properties.
For the purpose of making resource allocation decisions and the assessment of segment performance, MCT’s PSA Mapletree
management reviews internal/management reports of its investment properties. VivoCity MBC I Building Anson MLHF Total
$’000 $’000 $’000 $’000 $’000 $’000
MCT’s management monitors and assesses the performance of the individual property within the Group’s
portfolio. This forms the basis of identifying the operating segments of the Group. Segment assets
– Investment properties 3,200,000 2,018,000 763,000 728,000 330,000 7,039,000
Segment revenue comprises mainly of income generated from its tenants. Segment net property income – Plant and equipment 94 2 * 32 – 128
represents the income earned by each segment after allocating property operating expenses. This is the – Trade receivables 1,326 1,408 288 239 535 3,796
measure reported to the management for the purpose of assessment of segment performance. In addition, the 3,201,420 2,019,410 763,288 728,271 330,535 7,042,924
management monitors the non-financial assets as well as financial assets attributable to each segment when
Unallocated assets
assessing segment performance.
– Cash and cash equivalents 49,119
– Other receivables 208
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be
– Other current assets 982
allocated on a reasonable basis. Unallocated items comprise mainly management fees, trust expenses, finance – Derivative financial instruments 7,532
income and finance expenses. Total assets 7,100,765
Information regarding the Group’s reportable segments is presented in the following tables. Segment liabilities 48,516 9,356 9,546 6,274 1,209 74,901
The segment information provided to management for the reportable segments for the financial year ended Unallocated liabilities
31 March 2019 is as follows: – Trade and other payables 58,127
– Borrowings 2,350,137
PSA Mapletree – Current income tax liabilities *
VivoCity MBC I Building Anson MLHF Total – Derivative financial instruments 1,621
$’000 $’000 $’000 $’000 $’000 $’000 Total liabilities 2,484,786
Gross revenue 212,927 127,067 50,540 33,628 19,731 443,893 Other segmental information
Property operating expenses (50,659) (22,875) (12,002) (6,753) (3,977) (96,266) Additions to:
Segment net property income 162,268 104,192 38,538 26,875 15,754 347,627 – Investment properties 14,697 627 4,649 287 262 20,522
– Plant and equipment 27 2 – – – 29
Finance income 666
* Amount is less than $1,000
Finance expenses (70,014)
Manager’s management fees (30,877)
Trustee’s fees (829)
Other trust expenses (1,104)
Foreign exchange gain 574
Net change in fair value of
financial derivatives (359)
Profit before tax and
fair value change in
investment properties 245,684
The segment information provided to management for the reportable segments for the financial year ended PSA Mapletree
31 March 2018 is as follows: VivoCity MBC I Building Anson MLHF Total
$’000 $’000 $’000 $’000 $’000 $’000
PSA Mapletree
VivoCity MBC I Building Anson MLHF Total Segment assets
$’000 $’000 $’000 $’000 $’000 $’000 – Investment properties 3,028,000 1,892,000 740,000 701,000 321,000 6,682,000
– Plant and equipment 120 – 2 49 – 171
Gross revenue 206,641 125,951 48,893 33,701 18,339 433,525 – Trade receivables 1,823 150 12 224 626 2,835
Property operating expenses (49,985) (22,223) (11,845) (6,688) (3,939) (94,680) 3,029,943 1,892,150 740,014 701,273 321,626 6,685,006
Segment net property income 156,656 103,728 37,048 27,013 14,400 338,845
Unallocated assets
Finance income 403 – Cash and cash equivalents 45,092
Finance expenses (64,329) – Other receivables 111
Manager’s management fees (29,641) – Other current assets 418
Trustee’s fees (794) – Derivative financial instruments 10,186
Other trust expenses (1,160) Total assets 6,740,813
Foreign exchange gain 1,618
Net change in fair value of Segment liabilities 43,753 9,058 8,929 6,845 772 69,357
financial derivatives (1,573)
Profit before tax and fair value Unallocated liabilities
change in investment properties 243,369 – Trade and other payables 57,015
– Borrowings 2,329,431
Net change in fair value of – Current income tax liabilities *
investment properties 271,504 38,607 655 10,734 2,704 324,204 – Derivative financial instruments 1,637
Total liabilities 2,457,440
Profit for the financial year
Other segmental information
before tax 567,573
Additions to:
Income tax expense (*)
– Investment properties 15,746 393 4,345 266 296 21,046
Profit for the financial year after
– Plant and equipment 60 – – 21 – 81
tax before distribution 567,573
* Amount is less than $1,000
* Amount is less than $1,000
26. New or revised recommended accounting practice, accounting standards and The transactions entered into with interested persons during the financial year, which fall under the Listing Manual
interpretations of the Singapore Exchange Securities Trading Limited (“SGX-ST”) and the Property Funds Appendix of the Code on
Collective Investment Schemes (excluding transactions of less than S$100,000 each) are as follows:
Below are the mandatory standards that have been published, and are relevant for the Group’s accounting
periods beginning on or after 1 April 2019 or later periods and which the Group had not early adopted: Aggregate value of
all interested person transactions
• SFRS(I) 16 Leases (effective for annual periods beginning on or after 1 January 2019) during the financial year under Aggregate value of
review (excluding transactions all interested person transactions
SFRS(I) 16 will result in almost all leases being recognised on the balance sheet, as the distinction between less than S$100,000 and conducted under unitholders’
operating and finance leases is removed. Under the new standard, an asset (the right to use the leased transactions conducted under mandate pursuant to Rule 920
item) and a financial liability to pay rentals are recognised. The only exceptions are short-term and low- unitholders’ mandate pursuant (excluding transactions less
value leases. The accounting for lessors will not change significantly. to Rule 920) than S$100,000)
Name of Interested Person S$’000 S$’000
Some of the commitments may be covered by the exception for short-term and low-value leases and
some commitments may relate to arrangements that will not qualify as leases under SFRS(I) 16. Mapletree Investments Pte Ltd
and its subsidiaries
The new standard also introduces expanded disclosure requirements and changes in presentation. – Manager’s management fees 30,877 –
– Property and project management fees 18,433 –
The Group will adopt the new standard retrospectively on 1 April 2019 and in line with the transition – Staff costs 9,875 –
provisions permitted under the standard, the cumulative effect of initial application will be recognised as – Lease related income 942 –
an adjustment to the opening unitholders’ funds as at 1 April 2019. The Group does not expect the impact – Property operating expenses under
on the financial statements to be significant. Shared Service Agreement 2,274 –
For the purpose of the disclosure, the full contract sum was used where an interested person transaction had a
fixed term and contract value, while the annual amount incurred and accrued was used where an interested person
transaction had an indefinite term or where the contract sum was not specified.
Save as disclosed above, there were no interested person transactions (excluding transactions of less than S$100,000
each), nor material contracts entered into by MCT and its subsidiary that involved the interests of the CEO or Director
of the Manager, or any controlling unitholder of MCT, during the financial year under review.
As set out in MCT’s Prospectus dated 18 April 2011, fees and charges payable by MCT to the Manager and the Trustee
under the Trust Deed (as amended) and to the Property Manager under the Property Management Agreement are not
subject to Rules 905 and 906 of the SGX-ST’s Listing Manual. Accordingly, such payments are not to be included in
the aggregate value of total interested person transactions as governed by Rules 905 and 906 of the of the SGX-ST’s
Listing Manual.
Please also see Significant Related Party Transactions on Note 23 in the financial statements.
Manager’s Management Fees Paid and Payable in Units ISSUED AND FULLY PAID UNITS
A summary of Units issued and issuable for payment of the Manager’s management fees during or in respect of the 2,894,546,775 units (voting rights: one vote per unit)
financial year are as follows: Market Capitalisation: S$5,528,584,340.25 (based on closing price of S$1.910 per unit on 31 May 2019)
For Period Issue Date Units issued Issue Price* DISTRIBUTION OF UNITHOLDINGS
Manager’s Base Management Fee Size of Unitholdings No. of Unitholders % No. of Units %
1 April 2018 to 30 June 2018 8 August 2018 1,356,244 1.5519
1 July 2018 to 30 September 2018 7 November 2018 1,307,811 1.6275 1 – 99 271 1.58 11,918 0.00
1 October 2018 to 31 December 2018 8 February 2019 1,265,362 1.6840 100 – 1,000 2,599 15.17 2,284,900 0.08
1 January 2019 to 31 March 2019 7 May 2019 1,135,524 1.8687 1,001 – 10,000 9,993 58.35 44,814,771 1.55
10,001 – 1,000,000 4,226 24.68 168,314,397 5.81
Manager’s Performance Fee 1,000,001 and above 37 0.22 2,679,120,789 92.56
1 April 2018 to 31 March 2019 7 May 2019 3,720,528 1.8687 Total 17,126 100.00 2,894,546,775 100.00
* Based on the volume weighted average traded price for a Unit for all trades on the SGX-ST in the ordinary course of trading on the SGX-ST for the
last ten business days of the relevant period in which the management fees accrued. LOCATION OF UNITHOLDERS
(4) (unless revoked or varied by Unitholders in a general meeting) the authority conferred by this Resolution (c) the Central Provident Fund Board (“CPF Board”) established by the Central Provident Fund Act, Chapter 36
shall continue in force until (i) the conclusion of the next Annual General Meeting of MCT or (ii) the of Singapore, in respect of Units purchased under the subsidiary legislation made under that Act providing
date by which the next Annual General Meeting of MCT is required by applicable regulations to be for the making of investments from the contributions and interest standing to the credit of members of the
held, whichever is earlier; Central Provident Fund, if the CPF Board holds those Units in the capacity of an intermediary pursuant to or in
accordance with that subsidiary legislation.
(5) where the terms of the issue of the Instruments provide for adjustment to the number of Instruments or
Units into which the Instruments may be converted in the event of rights, bonus or other capitalisation 3. The instrument appointing a proxy or proxies (the “Proxy Form”) must be deposited at the office of MCT’s Unit
issues or any other events, the Manager is authorised to issue additional Instruments or Units pursuant Registrar, Boardroom Corporate & Advisory Services Pte. Ltd., 50 Raffles Place, #32-01 Singapore Land Tower,
to such adjustment notwithstanding that the authority conferred by this Resolution may have ceased Singapore 048623 not later than 2.30 p.m. on 21 July 2019 being 72 hours before the time fixed for the Annual
to be in force at the time the Instruments or Units are issued; and General Meeting.
(6) the Manager and the Trustee be and are hereby severally authorised to complete and do all such acts Personal data privacy:
and things (including executing all such documents as may be required) as the Manager or, as the case
By submitting an instrument appointing a proxy(ies) and/or representative(s) to attend, speak and vote at the Annual
may be, the Trustee may consider expedient or necessary or in the interest of MCT to give effect to the
General Meeting and/or any adjournment thereof, a Unitholder (i) consents to the collection, use and disclosure of
authority conferred by this Resolution.
the Unitholder’s personal data by the Manager and the Trustee (or their agents) for the purpose of the processing,
(Please see Explanatory Note) (Ordinary Resolution 3) administration and analysis by the Manager and the Trustee (or their agents) of proxies and representatives appointed for
the Annual General Meeting (including any adjournment thereof) and the preparation and compilation of the attendance
lists, minutes and other documents relating to the Annual General Meeting (including any adjournment thereof), and
BY ORDER OF THE BOARD in order for the Manager and the Trustee (or their agents) to comply with any applicable laws, listing rules, regulations
Mapletree Commercial Trust Management Ltd. and/or guidelines (collectively, the “Purposes”), (ii) warrants that where the Unitholder discloses the personal data of
(Company Registration No. 200708826C) the Unitholder’s proxy(ies) and/or representative(s) to the Manager and the Trustee (or their agents), the Unitholder
As Manager of Mapletree Commercial Trust has obtained the prior consent of such proxy(ies) and/or representative(s) for the collection, use and disclosure by
the Manager and the Trustee (or their agents) of the personal data of such proxy(ies) and/or representative(s) for the
Purposes, and (iii) agrees that the Unitholder will indemnify the Manager and the Trustee in respect of any penalties,
Wan Kwong Weng
liabilities, claims, demands, losses and damages as a result of the Unitholder’s breach of warranty.
Joint Company Secretary
Explanatory Note:
Singapore
28 June 2019 Ordinary Resolution 3
Notes: The Ordinary Resolution 3 above, if passed, will empower the Manager from the date of this Annual General Meeting
1. A Unitholder who is not a Relevant Intermediary (as defined herein) entitled to attend and vote at the Annual until (i) the conclusion of the next Annual General Meeting of MCT, (ii) the date by which the next Annual General
General Meeting is entitled to appoint one or two proxies to attend and vote in his/her stead. A proxy need not be Meeting of MCT is required by the applicable regulations to be held, or (iii) the date on which such authority is revoked
a Unitholder. Where a Unitholder appoints more than one proxy, the appointments shall be invalid unless he/she or varied by the Unitholders in a general meeting, whichever is the earliest (the “Mandated Period”), to issue Units, to
specifies the proportion of his/her holding (expressed as a percentage of the whole) to be represented by each make or grant Instruments and to issue Units pursuant to such Instruments, up to a number not exceeding fifty per
proxy. cent. (50%) of the total number of issued Units of which up to twenty per cent. (20%) of the total number of issued Units
may be issued other than on a pro rata basis to Unitholders.
2. A Unitholder who is a Relevant Intermediary entitled to attend and vote at the Annual General Meeting is entitled
to appoint more than one proxy to attend and vote instead of the Unitholder, but each proxy must be appointed to The Ordinary Resolution 3 above, if passed, will also empower the Manager to issue Units during the Mandated Period,
exercise the rights attached to a different Unit or Units held by such Unitholder. Where such Unitholder appoints as either full or partial payment of fees which the Manager is entitled to receive for its own account pursuant to the
more than one proxy, the appointments shall be invalid unless the Unitholder specifies the number of Units in Trust Deed.
relation to which each proxy has been appointed in the Proxy Form (defined below).
For determining the aggregate number of Units that may be issued, the percentage of issued Units will be calculated
“Relevant Intermediary” means: based on the total number of issued Units at the time the Ordinary Resolution 3 above is passed, after adjusting for new
Units arising from the conversion or exercise of any Instruments which are outstanding or subsisting at the time the
(a) a banking corporation licensed under the Banking Act, Chapter 19 of Singapore, or a wholly-owned subsidiary
Ordinary Resolution 3 is passed and any subsequent bonus issue, consolidation or subdivision of Units.
of such a banking corporation, whose business includes the provision of nominee services and who holds
Units in that capacity; Ordinary Resolution 3 is in line with Rule 806 of the Listing Manual of the SGX-ST.
(b) a person holding a capital market services licence to provide custodial services for securities under the
Fund raising by issuance of new Units may be required in instances of property acquisitions or debt repayments. In
Securities and Futures Act, Chapter 289 of Singapore, and who holds Units in that capacity; or
any event, if the approval of Unitholders is required under the Listing Manual of the SGX-ST and the Trust Deed or any
applicable laws and regulations, in such instances, the Manager will then obtain the approval of Unitholders accordingly.
IMPORTANT
PROXY FORM 1. A Relevant Intermediary may appoint more than one proxy to attend and vote at the Annual
General Meeting (please see Note 2 for the definition of “Relevant Intermediary”).
2. For CPF/SRS investors who have used their CPF monies to buy Units of Mapletree Commercial
8TH ANNUAL GENERAL MEETING Trust, this Report is forwarded to them at the request of their CPF Agent Banks/SRS Operators
and is sent solely FOR INFORMATION only.
3. This Proxy Form is not valid for use by CPF/SRS investors and shall be ineffective for all intents
and purposes if used or is purported to be used by them.
4. PLEASE READ THE NOTES TO THE PROXY FORM.
I/We
of (Address)
being a Unitholder/Unitholders of Mapletree Commercial Trust (“MCT”), hereby appoint:
or, both of whom failing, the Chairman of the 8th Annual General Meeting as my/our proxy/proxies to attend and to vote for
me/us on my/our behalf and if necessary, to demand a poll, at the 8th Annual General Meeting of MCT to be held on 24 July
2019 (Wednesday) at 2.30 p.m. at 20 Pasir Panjang Road, Mapletree Business City, Town Hall – Auditorium, Singapore 117439
and at any adjournment thereof. I/We direct my/our proxy/proxies to vote for or against the resolutions to be proposed at the
8th Annual General Meeting as indicated hereunder. If no specific direction as to voting is given, the proxy/proxies will vote or
abstain from voting at his/her/their discretion, as he/she/they may on any other matter arising at the 8th Annual General Meeting.
Postage will
be paid by CORPORATE
addressee.
For posting
DIRECTORY
in Singapore
MANAGER BOARD OF DIRECTORS MANAGEMENT
only.
Mapletree Commercial Trust Mr Tsang Yam Pui Ms Sharon Lim
Management Ltd. Non-Executive Chairman and Chief Executive Officer
Director
REGISTERED OFFICE Ms Janica Tan
Business Reply Service 10 Pasir Panjang Road Ms Kwa Kim Li Chief Financial Officer
Permit No. 08742 #13-01 Mapletree Business City Lead Independent Non-Executive
Singapore 117438 Director and Chairperson of the Mr Koh Wee Leong
Nominating and Remuneration Head, Investments & Asset
T: +65 6377 6111 Committee Management
F: +65 6274 3185
The Company Secretary
W: www.mapletreecommercialtrust.com Mrs Jennifer Loh CORPORATE SERVICES
Mapletree Commercial Trust Management Ltd.
E: [email protected] Chairperson of the Audit and Risk Mr Wan Kwong Weng
(as Manager of Mapletree Commercial Trust)
Committee and Independent Joint Company Secretary
c/o Boardroom Corporate & Advisory Services Pte. Ltd.
Non-Executive Director
50 Raffles Place
Ms See Hui Hui
#32-01 Singapore Land Tower
Mr Kan Shik Lum Joint Company Secretary
Singapore 048623
Independent Non-Executive
Director and Member of the UNIT REGISTRAR
Nominating and Remuneration Boardroom Corporate & Advisory
Committee Services Pte. Ltd.
50 Raffles Place #32-01
Mr Koh Cheng Chua Singapore Land Tower
Independent Non-Executive Singapore 048623
Director and Member of the Audit
and Risk Committee T: +65 6536 5355
F: +65 6438 8710
2nd fold Mr Premod P. Thomas E: [email protected]
Independent Non-Executive
IMPORTANT: PLEASE READ THE NOTES TO PROXY FORM BELOW
Director and Member of the Audit TRUSTEE
Notes to Proxy Form
1. A unitholder of MCT (“Unitholder”) who is not a Relevant Intermediary (as defined herein) entitled to attend and vote at the Annual General Meeting is entitled to appoint and Risk Committee DBS Trustee Limited
one or two proxies to attend and vote in his/her stead. A proxy need not be a Unitholder. Where a Unitholder appoints more than one proxy, the appointments shall be 12 Marina Boulevard
invalid unless he/she specifies the proportion of his/her holding (expressed as a percentage of the whole) to be represented by each proxy.
2. A Unitholder who is a Relevant Intermediary entitled to attend and vote at the Annual General Meeting is entitled to appoint more than one proxy to attend and vote Mr Alvin Tay Level 44
instead of the Unitholder, but each proxy must be appointed to exercise the rights attached to a different Unit or Units held by such Unitholder. Where such Unitholder Independent Non-Executive DBS Asia Central @Marina Bay
appoints more than one proxy, it should annex to the Proxy Form (defined below) the proxy, or the list of proxies, setting out, in respect of each proxy, the name, address,
NRIC/Passport Number and proportion of unitholding (number of units and percentage) in relation to which the proxy has been appointed. For the avoidance of doubt, a Director Financial Centre Tower 3
CPF Agent Bank/SRS Operator who intends to appoint CPF/SRS investors as its proxies shall comply with this Note. The appointments shall be invalid unless the Unitholder Singapore 018982
specifies the number of Units in relation to which each proxy has been appointed in the Proxy Form (defined below).
Mr Wu Long Peng
“Relevant Intermediary” means:
(a) a banking corporation licensed under the Banking Act, Chapter 19 of Singapore, or a wholly-owned subsidiary of such a banking corporation, whose business Independent Non-Executive T: +65 6878 8888
includes the provision of nominee services and who holds Units in that capacity; Director F: +65 6878 3977
(b) a person holding a capital market services licence to provide custodial services for securities under the Securities and Futures Act, Chapter 289 of Singapore, and
who holds Units in that capacity; or
(c) the Central Provident Fund Board (“CPF Board”) established by the Central Provident Fund Act, Chapter 36 of Singapore, in respect of Units purchased under the Mr Hiew Yoon Khong AUDITOR
subsidiary legislation made under that Act providing for the making of investments from the contributions and interest standing to the credit of members of the
Central Provident Fund, if the CPF Board holds those Units in the capacity of an intermediary pursuant to or in accordance with that subsidiary legislation. Non-Executive Director PricewaterhouseCoopers LLP
3. A Unitholder should insert the total number of Units held in the Proxy Form (defined below). If the Unitholder has Units entered against his/her name in the Depository and Member of the Nominating 7 Straits View
Register maintained by The Central Depository (Pte) Limited (“CDP”), he/she should insert that number of Units. If the Unitholder has Units registered in his/her name in
the Register of Unitholders of MCT, he/she should insert that number of Units. If the Unitholder has Units entered against his/her name in the said Depository Register and and Remuneration Committee Marina One
registered in his/her name in the Register of Unitholders, he/she should insert the aggregate number of Units. If no number is inserted, the proxy form will be deemed to East Tower
relate to all the Units held by the Unitholder.
4. The instrument appointing a proxy or proxies (the “Proxy Form”) must be deposited at the office of MCT’s Unit Registrar, Boardroom Corporate & Advisory Services Pte. Ltd., 50 Mr Wong Mun Hoong Level 12
Raffles Place, #32-01 Singapore Land Tower, Singapore 048623 not later than 2.30 p.m. on 21 July 2019, being 72 hours before the time set for the Annual General Meeting. Non-Executive Director Singapore 018936
5. Completion and return of the Proxy Form shall not preclude a Unitholder from attending and voting at the Annual General Meeting. Any appointment of a proxy or proxies
shall be deemed to be revoked if a Unitholder attends the Annual General Meeting in person, and in such event, the Manager reserves the right to refuse to admit any
person or persons appointed under the Proxy Form, to the Annual General Meeting. Ms Amy Ng T: +65 6236 3388
6. The Proxy Form must be executed under the hand of the appointor or of his/her attorney duly authorised in writing. Where the Proxy Form is executed by a corporation,
it must be executed either under its common seal or under the hand of its attorney or a duly authorised officer. Non-Executive Director F: +65 6236 3300
7. Where the Proxy Form is signed on behalf of the appointor by an attorney or a duly authorised officer, the power of attorney or other authority (if any) under which it is
signed, or a duly certified copy of such power of attorney must (failing previous registration with the Manager) be lodged with the Proxy Form, failing which the Proxy
Form may be treated as invalid. Ms Sharon Lim Partner-in-charge
8. The Manager shall be entitled to reject any Proxy Form which is incomplete, improperly completed or illegible or where the true intentions of the appointor are not Executive Director and Mr Yeow Chee Keong
ascertainable from the instructions of the appointor specified on and/or attached to the Proxy Form (including any related attachment). In addition, in the case of
Unitholders whose Units are entered against their names in the Depository Register, the Manager may reject any Proxy Form if the Unitholder, being the appointor, is not Chief Executive Officer (since financial year ended
shown to have Units entered against his/her name in the Depository Register as at 72 hours before the time appointed for holding the Annual General Meeting, as certified 31 March 2015)
by CDP to the Manager.
9. All Unitholders will be bound by the outcome of the Annual General Meeting regardless of whether they have attended or voted at the Annual General Meeting.
10. On a poll, every Unitholder who is present in person or by proxy shall have one vote for every Unit of which he/she is the Unitholder. There shall be no division of votes
between a Unitholder who is present in person and voting at the Annual General Meeting and his/her proxy(ies). A person entitled to more than one vote need not use all
his/her votes or cast them the same way.
3rd fold