54 | CITY DEVELOPMENTS LIMITED overseeing this policy to ensure that it is properly administered with the assistance of the Head of IA. Under these procedures, arrangements are in place for independent investigation of such matters raised and for appropriate follow-up action to be taken. The Company is committed to maintaining procedures for the confidential submission of reports and the identity of the whistle-blower concerned will not be disclosed if so requested by the whistle-blower who lodged the report. Investigations of such reports will be handled on a confidential basis to the extent permissible or deemed appropriate under the circumstances and involve persons who need to be involved in order to properly carry out the investigation and will, on a best-efforts basis, be carried out in a timely manner. To facilitate and encourage the reporting of such matters, the whistle-blowing policy, together with the dedicated whistleblowing communication channels (email and postal address as well as toll-free telephone contact numbers in various countries) are available on the Company’s corporate website and intranet and are easily accessible by all employees. The whistle-blowing policy and procedures are reviewed by the ARC from time to time to ensure that they remain current. For more information on the said policy and procedures, please refer to the Company’s corporate website. INTERESTED PERSON TRANSACTIONS The Company had obtained shareholders’ approval at its Annual General Meeting held on 23 April 2025 (“2025 AGM”) for the Company, its subsidiaries and its associated companies not listed on SGX-ST or an approved exchange, over which the Company, its subsidiaries and/or interested persons have control, to enter into transactions within the categories of Interested Person Transactions set out in the Company’s Letter to Shareholders dated 8 April 2025 (“Letter to Shareholders”), with such persons within the class or classes of Interested Persons as described in the Letter to Shareholders, provided that such transactions are entered into in accordance with the review procedures set out in the Letter to Shareholders (the “IPT Mandate”). The IPT Mandate is subject to annual renewal by the shareholders. Given that such Interested Person Transactions are expected to occur with some degree of frequency and may arise at any time, and to allow the Group to undertake such transactions in an expeditious manner, shareholders’ approval will be sought at the 2026 AGM for the renewal of the IPT Mandate. The ARC has confirmed that an independent financial adviser’s opinion is not required for the renewal of the IPT Mandate as the methods or procedures for determining the transaction prices of the IPTs conducted under the IPT Mandate have remained appropriate since shareholders approved the renewal of the IPT Mandate at the 2025 AGM, and the methods or procedures continue to be sufficient to ensure that these IPTs will be carried out on normal commercial terms and will not be prejudicial to the interests of the Company and its minority shareholders. Particulars of interested person transactions required to be disclosed under Rule 907 of the Listing Manual are as follows: Name of Interested Person (“IP”) Nature of Relationship Aggregate value of all interested person transactions conducted in FY 2025 under the IPT Mandate pursuant to Rule 920 (excluding transactions less than $100,000) $ Subsidiaries and associates of Hong Leong Investment Holdings Pte. Ltd. (“HLIH”) HLIH is a controlling shareholder of the Company. The IPs are associates of HLIH. Property-Related Transactions (a) Renewal of Master Lease Agreements with Interested Persons (b) Provision to Interested Persons of: (i) shared services; (ii) carpet maintenance services; (iii) cleaning and housekeeping services; and (iv) laundry and dry-cleaning services. (c) Lease of premises to Interested Persons 531,734,118.81 Management and Support Services (a) Provision to and from Interested Persons of cluster revenue shared service payroll for participating properties; and (b) Provision of investment management, consultancy services and corporate affairs services by Interested Person 747,021.51 Total: 532,481,140.32 CORPORATE GOVERNANCE
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