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management and internal controls

that address material risks, including

material financial, operational,

compliance and information

technology risks. No significant

weaknesses were noted from the

auditors’ respective reviews. The

findings were discussed, followed up

and where appropriate, rectifications

were made by Management.

The Board has also received

assurance from the CEO and CFO

of the Manager that:

(a) The financial records of Starhill

Global REIT have been properly

maintained and the consolidated

financial statements give a true

and fair view of Starhill Global

REIT’s operations and finances;

and

(b) Starhill Global REIT’s system of

risk management and internal

controls in place within the Group

were adequate and effective as

at 30 June 2017 in addressing

the material risks in the Group,

including material financial,

operational, compliance and

information technology risks.

Based on the system of risk

management and internal controls

established and maintained by

the Manager, work performed by

the internal and external auditors,

reviews performed by Management,

and the assurance from the CEO

and CFO of the Manager, the Board

with the concurrence of the Audit

Committee is of the opinion that

Starhill Global REIT’s system of risk

management and internal controls

in place within the Group were

adequate and effective as at 30

June 2017 in addressing the material

risks in the Group, including material

financial, operational, compliance

and information technology risks.

The CEO and the CFO of the

Manager have obtained similar

assurances from the function heads

of the Manager.

The Board notes that the system

of risk management and internal

controls provides reasonable, but

not absolute, assurance that Starhill

Global REIT will not be adversely

affected by any event that could be

reasonably foreseen as it works to

achieve its business objectives.

In this regard, the Board also notes

that no system of risk management

and internal controls can provide

absolute assurance against the

occurrence of material errors,

poor judgment in decision making,

human error, losses, fraud or

other irregularities.

Audit Committee

Principle 12:

The Board should establish an Audit

Committee with written terms of

reference which clearly set out its

authority and duties.

The Audit Committee is established

by the Board from amongst the

Directors of the Manager and

currently comprises three members,

all of whom are Independent Non-

Executive Directors. The members

of the Audit Committee as at 30

June 2017 are Mr Lim Kok Hoong

(Chairman), Dr Michael Hwang and

Mr Ching Yew Chye. Dr Michael

Hwang has since been succeeded

on the Audit Committee by Mr Tan

Woon Hum with effect from

1 August 2017. The members of the

Audit Committee, collectively, have

relevant accounting and financial

management expertise or experience

and are qualified to discharge the

Audit Committee’s responsibilities.

No former partner or director of the

Manager’s existing auditing firm or

audit corporation is a member of

the Audit Committee within a period

of 12 months commencing on the

date of his ceasing to be a partner

of the auditing firm or director of the

auditing corporation, or for as long

as he has any financial interest in the

auditing firm or auditing corporation.

The Audit Committee assists

the Board in overseeing the ERM

framework and any matters of

significance affecting financial

reporting and internal controls

of Starhill Global REIT.

The terms of reference for the

Audit Committee include:

1. reviewing audit reports to ensure

that where deficiencies in internal

controls have been identified,

appropriate and prompt remedial

action is taken by Management;

2. monitoring the procedures in

place to ensure compliance with

applicable legislation, the listing

manual of the SGX-ST and the

Property Funds Appendix;

3. reviewing and making

recommendations to the Board in

relation to the financial statements

and the audit report;

4. monitoring the procedures established

to regulate Related Party Transactions

(as defined below), including ensuring

compliance with the provisions of the

relevant regulations;

5. making recommendations to

the Board on the appointment,

reappointment and removal of the

external auditors, and approving

the remuneration and terms of

engagement of such auditors; and

6. ensuring that the internal audit

function is adequately resourced

through outsourcing the appointment

to a reputable accounting firm

where appropriate and approving

their appointment, removal and

remuneration.

During FY 2016/17, the Audit Committee

performed independent reviews of

the financial statements of Starhill

Global REIT before the announcement

of Starhill Global REIT’s quarterly and

full-year results, including key areas of

management judgment.

The Audit Committee also reviewed

and approved both the internal auditor’s

and the external auditor’s audit plans

of Starhill Global REIT for FY 2016/17. The

audit findings and recommendations

put up by the internal auditor and the

external auditor were reported and

discussed at the Audit Committee

meetings.

The Audit Committee is responsible

for the nomination of external auditors

and internal auditors, and reviewing the

adequacy and effectiveness of existing

audits in respect of cost, scope and

performance. The Audit Committee

meets with the internal auditor at least

once a year and with the external auditor

at least once every quarter without the

presence of Management, to discuss

any matters which the Audit Committee

or the auditors believe should be

discussed privately without the

presence of Management.

The Audit Committee is authorised to

investigate any matters within its terms

of reference. It has unfettered access to

and cooperation from Management and

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