CORPORATE GOVERNANCE Young and Ms Wong Su Yen, together with CDL’s Group CEO. The BSC’s terms of reference sets out, inter alia, the objectives, roles and responsibilities of the BSC. It also includes the BSC’s purview over matters relating to the Company’s ESG strategy, ESG targets, the sustainability reporting framework and also the Company’s policies, practices and performance on its material ESG factors which are significant and contribute to the Company’s performance, business activities and/or reputation as a global corporate citizen. The annual ISR is dedicated to reporting on CDL’s sustainability efforts and performance that addresses the social and environmental impacts pertinent to the Company’s stakeholders and business. Over the years, CDL’s robust sustainability reporting has evolved into a unique blended model using the Global Reporting Initiative (“GRI”) Standards as its core since 2008. To address the diverse expectations of stakeholders, CDL embraced CDP since 2010, Global Real Estate Sustainability Benchmark since 2013, the Integrated Reporting Framework since 2015, Sustainable Development Goals (“SDG”) Reporting since 2016, Task Force on Climate-related Financial Disclosures (“TCFD”) framework since 2017, Sustainability Accounting Standards Board (“SASB”) Standards for Real Estate Sector and the Climate Disclosure Standards Board (“CDSA”) Framework since 2020. In September 2023, the Taskforce on Nature-related Financial Disclosures (“TNFD”) released its final recommendations, providing a framework for how organisations can address naturerelated risks and opportunities. As biodiversity loss has been highlighted as an existential global threat, CDL has stepped up on its management of nature loss and is one of the pioneering companies in Singapore to report in alignment with the TNFD standards. CDL supports the formation of the International Sustainability Standards Board (“ISSB”) in providing a unified sustainability reporting framework that aims to fulfil the needs of investors and various stakeholders for credible, consistent and comparable data. The Company combined the 10 components of its CDL blended reporting framework into two pillars – capturing the ‘value’ and the ‘impact’ its business creates. With the launch of the IFRS S1 and S2 in June 2023, CDL has worked with an external consultant on a comprehensive gap analysis to identify the areas for alignment for reporting against S1 and S2. Moving forward, this will allow the Company to work towards full alignment with the IFRS’ standards, for eventual compliance. CDL’s ISRs are available on both its corporate website and the dedicated sustainability microsite. To enhance data credibility and instil confidence in readers, external assurance of its report started since 2009. ISR 2022, ISR 2023 and ISR 2024’s external audit has been further elevated in its scope against the GRI Standards, SASB Standards, as well as the TCFD and CDSB frameworks. Rights of Creditors The rights of the CDL Group’s creditors, comprising inter alia lending banks, contractors, service providers and vendors, are protected with an effective cash and liquidity management system. This includes processes to maintain an adequate level of cash and cash equivalents and available credit facilities, monitor debt maturity and financial metrics including gearing and interest cover ratios. Regular internal reviews are also conducted to ensure that the various capital management metrics and loan covenants are complied with. Further information on the Company’s approach to stakeholder engagement and its materiality assessment can be found on pages 47 to 58 of the annual report. CORPORATE VALUES AND CONDUCT OF BUSINESS The Board and Management are committed to conducting business with integrity and consistent with high standards of business ethics, and in compliance with all applicable laws and regulatory requirements. The Company has in place an Internal Code of Business Conduct and Ethics crystallising the Company’s business principles and practices with respect to matters which may have ethical implications. The code, which provides a communicable and understandable framework for employees to observe the Company’s principles such as honesty, integrity, responsibility and accountability at all levels of the organisation and in the conduct of the Company’s business in their relationships with customers, suppliers and amongst employees, is available on the Company’s intranet and is easily accessible by all employees. The code provides guidance on issues such as: • conflicts of interest and the appropriate disclosures to be made; • the Company’s zero-tolerance stance against corruption and bribery; • compliance with applicable laws and regulations including those relating to the protection of the environment and the conservation of energy and natural resources; • compliance with the Company’s policies and procedures, including those on internal controls and accounting; • safeguarding and proper use of the Company’s assets, confidential information and intellectual property rights, including the respect of the intellectual property rights of third parties; and • competition and fair dealing in the conduct of the Company’s business, in its relationships with customers, suppliers, competitors and towards its employees. CORPORATE GOVERNANCE REPORT CITY DEVELOPMENTS LIMITED 30
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