A member of Frasers Property Group
APTITUDE
FORTITUDE
ANNUAL REPORT 2021
Contents
Overview
02
03
04
05
06
08
10
12
16
20
22
About Frasers Centrepoint Trust
Structure of FCT and Organisation
Structure of The Manager
Business Objectives and Growth
Strategies
FY2021 Highlights
Key Events
5-Year Performance at a Glance
Unit Price Performance
Letter to Unitholders
Board of Directors
Trust Management Team
Investor Relations
Business Review
24
30
36
38
Operations Review
Financial Review
Capital Resources
Retail Property Market Overview
Asset Portfolio
52
54
FCT Portfolio Overview
Causeway Point
56 Waterway Point
58
60
62
64
66
68
Tampines 1
Northpoint City North Wing and
Yishun 10 Retail Podium
Tiong Bahru Plaza
Century Square
Changi City Point
Hougang Mall
70 White Sands
72
74
75
Central Plaza
Property Directory
Investment in Hektar REIT
Risk Management, Sustainability Report &
Corporate Governance Report
77
80
Risk Management
Sustainability Report
109 Corporate Governance Report
Financial Information
145 Financial Statements
Other Information
224 Statistics of Unitholdings
228 Additional Information
Corporate Information
APTITUDE
FORTITUDE
At Frasers Centrepoint Trust, Aptitude and Fortitude drive our actions as we look to pursue new
opportunities, even as global markets are recovering and adapting to an endemic COVID-19
environment.
With resolve, we are staying ahead of macro trends and shifting consumer and corporate behaviours,
formulating strategies in anticipation of potential pathways and possible outcomes.
Through courage, a strong foundation of good people and a focus on customer-centricity, we continue
to evolve our businesses in an increasingly competitive and complex environment. Our shared
purpose – Inspiring experiences, creating places for good. – will enable us to achieve our business
objectives while bringing positive impact to our business, people, society and the planet.
We are now moving faster together. As we create a culture of innovation and continuous learning, we
continue building core capabilities, especially sustainability, technology and digitalisation that are
relevant for future readiness. We remain focused on developing quality products, services and places
that create value for our stakeholders.
2
About
Frasers Centrepoint Trust
Frasers Centrepoint Trust and its subsidiaries (“FCT”) is a leading developer-
sponsored retail real estate investment trust (“REIT”) and one of the largest
suburban retail mall owners in Singapore. FCT’s property portfolio comprises nine
retail malls and an office building located in the suburban regions of Singapore,
near homes and within minutes to transportation amenities. The retail portfolio
has approximately 2.3 million square feet of net lettable area with over 1,400
leases with a strong focus on providing necessity spending, food & beverage
and essential services. FCT’s malls enjoy stable and recurring shopper footfall
supported by commuter traffic and residential population in the catchment areas.
FCT also holds a 31.15% stake in Hektar Real Estate Investment Trust, a retail-
focused REIT in Malaysia listed on the Main Market of Bursa Malaysia Securities
Berhad.
FCT is index constituent of several benchmark indices including the FTSE EPRA/
NAREIT Global Real Estate Index Series (Global Developed Index), the FTSE ST
Real Estate Investment Trust Index, the MSCI Singapore Small Cap Index and the
SGX iEdge S-REIT Leaders Index.
Listed on the Main Board of the Singapore Exchange Securities Trading Limited
since 5 July 2006, FCT is managed by Frasers Centrepoint Asset Management Ltd.,
a real estate management company and a wholly-owned subsidiary of Frasers
Property Limited.
Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
3
Structure of
Frasers Centrepoint Trust
Frasers Centrepoint Trust
Unitholders
Holdings of Units in Frasers
Centrepoint Trust
Distributions
Manager
Frasers Centrepoint Asset
Management Ltd.
Management
Services
Management
Fees
Acts on behalf
of Unitholders
Trustee
Fees
Trustee
HSBC Institutional Trust
Services (Singapore)
Limited
Property Manager
Frasers Property
Retail Management
Pte Ltd.
Property
Management
Services
Property
Management
Fee
Ownership of Assets
Net Property Income
FCT Portfolio Properties
Causeway Point
Waterway Point (40% stake)
Tampines 1
Northpoint City North Wing and
Yishun 10 Retail Podium
Tiong Bahru Plaza
Century Square
Changi City Point
Hougang Mall
White Sands
Central Plaza
Organisation Structure
of The Manager
The Manager
Frasers Centrepoint Asset Management Ltd.
Nominating and
Remuneration Committee
The Board of Directors
Chief Executive Officer
Audit, Risk and
Compliance Committee
Investor Relations
Finance
Investment & Asset
Management
4
Business Objectives
and Growth Strategies
FCT is a real estate investment trust set up to own and invest in income producing properties or properties
that could be developed or redeveloped into income-producing properties, used primarily for retail purposes
in Singapore and overseas.
FCT’s objectives are to deliver regular and stable distributions to Unitholders of FCT (“Unitholders”) and to
achieve long-term growth in its net asset value, so as to provide Unitholders with competitive rate of returns
for their investments.
Frasers Centrepoint Asset Management Ltd. (“FCAM”), the Manager of FCT, sets the strategic direction for FCT
and this includes making recommendations to HSBC Institutional Trust Services (Singapore) Limited, as the Trustee
of FCT, on acquisitions, divestments and enhancement of assets. FCAM also oversees the overall management
of FCT’s portfolio of investment properties, including the capital and risk management.
FCT’s growth strategies comprise three growth drivers – acquisition growth, enhancement growth and
organic growth.
ACQUISITION GROWTH
Identifying and pursuing growth opportunities via acquiring additional
income-producing properties and properties that could be developed
or redeveloped into income-producing properties. The acquisitions
should meet FCT’s investment objectives to enhance yields and returns
for Unitholders while improving portfolio diversification. The acquisition
opportunities include Sponsor’s pipeline assets and third party assets, in
Singapore and overseas.
ENHANCEMENT GROWTH
This includes change of
configuration and layout of the
properties to achieve better
asset yield and sustainable
income growth, and to achieve
value creation through Asset
Enhancement Initiative (“AEI”) to
improve the income-producing
capability of the properties.
ORGANIC GROWTH
CAPITAL MANAGEMENT
RISK MANAGEMENT
Active lease management
to achieve positive rental
reversions, and maintaining
healthy portfolio occupancy to
provide steady rental growth.
FCAM adopts prudent capital
and risk management strategies
in its course of business.
FCAM continues to maintain a
prudent financial structure and
adequate financial flexibility
to ensure that it has access to
capital resources at competitive
cost.
FCAM proactively manages
FCT’s cash flows, financial
position, debt maturity profile,
costs of capital, interest rates
exposure and overall liquidity
position.
Effective risk management is
a fundamental part of FCT’s
business management. Key
risks, mitigating measures
and management actions are
continually identified, reviewed
and monitored by management
as part of FCAM’s enterprise-
wide risk management
framework.
Recognising and managing
risks are central to the business
and to protecting Unitholders’
interests.
Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
5
FY2021
Highlights
GROSS REVENUE
S$341.1
million
▲ 107.5% year-on-year
APPRAISED
VALUE OF
INVESTMENT
PROPERTY
PORTFOLIO
S$5,506.5
million
▲ 92.7% year-on-year
Total appraised value of
FCT’s portfolio of investment
properties as at 30 September
2021 stood at S$5,506.5 million,
registering an increase of
S$2,649.0 million as compared to
30 September 20201. Tiong Bahru
Plaza, Century Square, Hougang
Mall, Tampines 1, White Sands
and Central Plaza were included
in the Group’s portfolio following
the acquisition of the balance
63.11% stake in ARF on
27 October 2020. The increase
in portfolio value was offset
by the divestment of Bedok
Point, Anchorpoint and YewTee
Point during the financial year.
The largest mall, Causeway
Point registered an uplift in its
appraised value to S$1,312
million and two other properties
- Changi City Point and Yishun
10 Retail Podium saw declines
in their appraised values. The
appraised values of all other
properties were unchanged
compared with the previous year.
NET PROPERTY
INCOME
S$246.6
million
DISTRIBUTION
PER UNIT
12.085
S cents
▲ 122.4% year-on-year
▲ 33.7% year-on-year
Distribution per unit (“DPU”)
for FY2021 was 12.085 S cents,
which is 33.7% higher than the
9.042 S cents DPU in FY2020.
The increase in DPU was mainly
due to the improved financial
performance and enlarged
portfolio after the completion of
the ARF Acquisition on
27 October 2020.
GEARING
LEVEL
33.3%
▼ 2.6%-point year-on-year
FCT’s gearing stood at a healthy
level of 33.3%4, compared
to average of 37.3%5 in the
S-REITs industry.
FY2021 gross revenue and
net property income were up
107.5% and 122.4% year-on-year
(y-o-y), respectively. The financial
performance was boosted
mainly by contributions from
the properties in the AsiaRetail
Fund Limited (“ARF”) after
the completion of the 63.11%
remaining interest in ARF (“ARF
Acquisition”) on 27 October 2020.
The performance was partially
offset by the loss of contributions
from the three properties - Bedok
Point, Anchorpoint and YewTee
Point which were divested
in FY2021.
NET ASSET
VALUE AND
NET TANGIBLE
ASSET
PER UNIT
S$2.30
▲ 1.3% year-on-year
FCT’s NAV and NTA per unit as
at 30 September 2021 stood at
S$2.30 per unit2 which is 1.3%
higher than the NAV and NTA
per unit of S$2.27 per unit3
a year ago.
1
2
3
4
Includes Bedok Point which was classified as asset held for sale as at 30 September 2020.
Includes the distribution to be paid for the second half of financial year 2021.
Includes the distribution to be paid for the second half of financial year 2020.
In accordance with Property Funds Appendix, the gearing ratio included FCT’s proportionate share (40%) of deposited property value and
borrowings in Sapphire Star Trust (which owns Waterway Point).
5 Weekly S-REITS Tracker, 1 November 2021, OCBC Investment Research.
6
Key
Events
OCTOBER 2020
NOVEMBER 2020
• FCT announced the issuance
of 244,681,000 new FCT
units pursuant to the private
placement under the Equity
Fund Raising (“EFR”)
• FCT announced the launch
of the non-renounceable
preferential offering
(“Preferential Offering”). The
issue price of each new FCT Unit
under the Preferential Offering
was S$2.34
• FCT raised gross proceeds
of approximately S$759.7
million through the Preferential
Offering. Together with the
gross proceeds from the private
placement, the EFR raised total
gross proceeds of approximately
S$1,334.7 million
• FCT published the minutes
of the EGM held on
28 September 2020
• FCT announced the issuance
of 324,639,666 new FCT units
pursuant to the Preferential
Offering under the EFR
• FCT announced the completion
of the acquisition of the
remaining 63.11% interest in
ARF on 27 October 2020
• FCT announced the full year
financial results for FY2020:
FY2020 DPU decreased 25.1%
year-on-year to 9.042 Singapore
cents due to COVID-19
pandemic
• FCT announced the completion
of the divestment of Bedok Point
DECEMBER 2020
• FCT announced the proposed
divestment of Anchorpoint
Shopping Centre for
S$110.0 million
JANUARY 2021
• FCT provided the business
updates for the first quarter
ended 31 December 2020
• FCT held its 12th Annual General
Meeting on 21 January 2021,
all resolutions proposed were
duly passed
MARCH 2021
• FCT announced the completion
of the divestment of Anchorpoint
Shopping Centre
• FCT announced the proposed
divestment of YewTee Point for
S$220.0 million
Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
7
APRIL 2021
SUBSEQUENT EVENTS
October 2021
• FCT announced the full year
financial results for FY2021 on
27 October 2021: FCT Reports
DPU of 12.085 Singapore Cents
for FY2021
• FCT received 5 Stars ratings
and achieved the highest
overall score of 92 in the 2021
Global Real Estate Sustainability
Benchmark (“GRESB”)
assessment
• FCT announced its financial
results for the second quarter
and half yearly results ended
31 March 2021
MAY 2021
• FCT announced the
completion of the divestment of
YewTee Point
• FCT announced that Ms Tay
Hwee Pio would step down as
Chief Financial Officer (“CFO”)
on 24 July 2021, to pursue
personal interests
JULY 2021
• FCT announced the
appointment of Ms Audrey Tan
as CFO, replacing outgoing CFO,
Ms Tay Hwee Pio
• Announcement of the extension
of Property Management
Agreement with Frasers Property
Retail Management Pte. Ltd. as
property manager of Causeway
Point, Changi City Point,
Northpoint City North Wing and
Yishun 10 Retail Podium for
another five years up to
4 July 2026
• FCT provided the business
updates for the third quarter
ended 30 June 2021 on
22 July 2021
8
5-Year Performance
at a Glance
Revenue
(S$ million)
Net Property Income
(S$ million)
341.1
246.6
181.6
193.3
196.4
164.4
129.6
137.2
139.3
110.9
FY2017
FY2018
FY2019
FY2020
FY2021
FY2017
FY2018
FY2019
FY2020
FY2021
Distribution per Unit
(S cents)
Net Asset Value per Unit
(S$)
11.9
12.015
12.07
12.085
2.02
2.08
2.21
2.27
2.30
9.042
FY2017
FY2018
FY2019
FY2020
FY2021
FY2017
FY2018
FY2019
FY2020
FY2021
Total Assets
(S$ million)
Gearing
(%)
2750.9
2840.4
3610.9
3883.4
5898.8
32.91
35.91
33.31
29.0
28.6
FY2017
FY2018
FY2019
FY2020
FY2021
FY2017
FY2018
FY2019
FY2020
FY2021
1
In accordance with Property Funds Appendix, the gearing ratio included FCT’s proportionate share (40%) of deposited property value and
borrowings in Sapphire Star Trust (which owns Waterway Point).
Contents
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Asset
Portfolio
Risk
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Sustainability
Corporate
Governance
Financial &
Other
Information
9
Distribution per Unit by Financial Reporting Periods
(S cents)
2.89 3.04 3.00 2.97
3.00 3.10 3.053 2.862
3.02 3.137 3.00 2.913
3.06
5.996 6.089
4.372
1.61
FY2017
FY2018
FY2019
FY2020
FY2021
Total DPU:
11.90 cents
Total DPU:
12.015 cents
Total DPU:
12.07 cents
Total DPU:
9.042 cents
Total DPU:
12.085 cents
Q1 | Q2 | Q3 | Q4 | 2H20202 | 1H20212 | 2H20212
2 FCT has moved to half-yearly financial announcement and half-yearly distribution payment with effect from the second half of its financial year
2020. The announcement was made on 13 May 2020. This follows the amendment of SGX’s listing manual (Rule 705(2)) that allows issuers to
move to half yearly reporting which took effect from 7 February 2020.
Group
For the Financial Year ended 30 September
FY2017
FY2018
FY2019
FY2020
FY2021
Selected Income Statement and Distribution Data
(S$‘000)
Gross Revenue
Net Property Income
Distributable Income
Selected Balance Sheet Data
(S$ million)
Total Assets
Total Borrowings
Net Assets
Value of Portfolio Properties1
Other Financial Indicators
Distribution per Unit (S cents)3
Net Asset Value per Unit (S$)3
Ratio of Total Borrowings to Total Assets (Gearing)4
Interest Coverage (Times)
Market Capitalisation (S$ million)
181,595
129,558
110,615
193,347
137,186
111,316
196,386
139,283
118,718
164,377
110,888
101,146
341,149
246,567
204,674
2,750.9
798.0
1,872.2
2,668.1
11.90
2.02
29.0%
6.85
1,946.4
2,840.4
813.0
1,933.8
2,749.0
12.015
2.08
28.6%
6.25
2,102.9
3,610.9
1,042.0
2,471.0
2,846.0
12.070
2.21
32.9%
5.74
3,058.6
3,883.4
1,255.0
2,538.3
2,749.5
9.042
2.27
35.9%
4.95
5,898.8
1,815.0
3,918.8
5,506.52
12.085
2.30
33.3%
5.11
2,675.5
3,857.35
1 The investment properties in FY2021 are: Causeway Point, Northpoint City North Wing (including Yishun 10 Retail Podium), Changi City Point,
Tiong Bahru Plaza, White Sands, Hougang Mall, Tampines 1, Century Square and Central Plaza. The 40%-interest in Waterway Point is held as
investment in joint venture. The investment properties in FY2020 excludes Bedok Point which was classified as asset held for sale.
2 The properties Tiong Bahru Plaza, White Sands, Hougang Mall, Tampines 1, Century Square and Central Plaza were included in FCT’s
3
investment property portfolio following the completion of the acquisition of the remaining 63.11% interest in AsiaRetail Fund Limited on 27
October 2020. The properties Bedok Point, Anchorpoint and YewTee Point were divested during FY2021.
Includes the distribution to be paid for the last quarter of the Financial Year for FY2017, FY2018 and FY2019. Includes the distribution to be
paid for the second half of the Financial Year for FY2020 and FY2021.
In accordance with the Property Funds Appendix, the gearing ratio includes FCT’s proportionate share (40%) of deposited property value and
assets and underlying borrowings (40%) in Sapphire Star Trust (which owns the retail property Waterway Point).
5 Based on total outstanding 1,699,268,583 issued units and FCT’s closing price of S$2.27 as at 30 September 2021.
4
10
Unit Price
Performance
FCT’S UNIT PRICE AND TOTAL RETURN WERE AFFECTED BY THE COVID-19 PANDEMIC
FCT unit price closed at S$2.27 on 30 September 2021. This represents a unit price decline of 5% (or -4.79% after
adjusting for issuance of new units under the preferential offering in October 2020) and a total return of -0.62%
during the year under review. FCT’s unit price underperformed the key benchmark indices. FCT unit price peaked
at S$2.64 on 27 January 2021 on hopes of economy re-opening, but it declined subsequently due to the resurgence
of community COVID-19 cases and implementation of tighter safe management measures under the Phase 2 and
Phase 3 (Heightened Alert) and Stabilisation Phase. The lowest closing unit price was S$2.08 on 2 November 2020.
Table: 1-Year FCT Unit price performance versus FTSE REIT Index and FTSE Straits Times index
140%
130%
120%
110%
100%
90%
80%
STI Index
125.1%
EGAS Index
114.9%
FSTREI Index
101.4%
FCT SP Equity
95.0%
Oct 20 Nov 20 Dec 20
Jan 21
Feb 21 Mar 21
Apr 21 May 21
Jun 21
Jul 21
Aug 21
Sep 21
Source: Bloomberg
During the year under review, FCT’s total return underperformed all 3 reference indices by between 7.3%-points
and 30.0%-points. Over a longer three- and five-year period, FCT’s total returns stood at 13.46% and 30.73%, which
outperformed the FTSE Straits Times Index and the FTSE EPRA/NAREIT Developed Asia Index (EGAS), as shown in
the table below:
1-year
3-years
5-years
1 October 2020 to 30 September 2021
1 October 2018 to 30 September 2021
1 October 2016 to 30 September 2021
Price Change
Total Return1
Price Change
Total Return1
Price Change
Total Return1
-4.79%
1.42%
25.14%
14.85%
-0.62%
6.69%
29.33%
19.35%
0.33%
5.80%
-5.23%
0.21%
13.46%
22.86%
6.07%
12.23%
3.52%
10.18%
7.57%
-3.68%
30.73%
44.58%
29.11%
15.84%
FCT
FTSE REIT Index
FTSE Straits Times Index
FTSE EPRA Nareit
Developed Asia Index
(EGAS)
Source: Bloomberg
1 Assumes the distributions are reinvested
ISSUANCE OF NEW UNITS IN FCT (“NEW UNITS”) AFTER THE COMPLETION OF THE EQUITY FUND RAISING
(“EFR”) IN OCTOBER 2020 INCREASED FCT’S TOTAL AND FREE-FLOAT MARKET CAPITALISATION
In October 2020, FCT launched an EFR comprising a private placement (“Private Placement”) and a
non-renounceable preferential offering (“Preferential Offering”) to raise gross proceeds of approximately
S$1,334.7 million. Approximately 244.68 million New Units were issued under the Private Placement, and
approximately 324.64 million New Units were issued under the Preferential Offering. The issuance of New Units
under the EFR raised FCT’s total issued units to approximately 1.69 billion units as at 27 October 2020 from
about 1.12 billion units before the EFR. The larger issue unit base led to an increase in total and free-float market
capitalisation of FCT, which raised FCT’s index weightage in indices such as the FTSE EPRA/NAREIT Global Real
Estate Index Series (Global Developed Index), of which FCT is an index constituent.
Contents
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11
FCT MONTHLY TRADING PERFORMANCE IN FY2021
FCT’s trading volume and the unit closing price for each month in FY2021 is shown in the chart below. The average
daily trading volume in FY2021 was 3.98 million units, which is about 21.2% higher compared with the same period
in the previous year.
Trading Performance in FY2021
Total volume traded in the month
(millions of units)
Closing price as at the last trading day of the month
(S$)
2.11
157.01
300
250
200
150
100
50
0
2.46
2.32
2.59
2.52
2.46
2.43
2.36
2.43
2.42
2.32
2.27
103.32
85.93
79.88
58.63
71.44
67.38
97.95
79.88
68.95
77.79
58.38
3.00
2.50
2.00
1.50
1.00
0.50
0.00
Oct 20 Nov 20 Dec 20
Jan 21
Feb 21 Mar 21
Apr 21 May 21
Jun 21
Jul 21
Aug 21
Sep 21
Volume for the month
TRADING PERFORMANCE IN THE PAST FIVE FINANCIAL YEARS
The table below shows the historical trading information of FCT units in the past five financial years.
Notwithstanding the muted unit price performance in FY2021 due mainly to investors’ concerns over the impact
from COVID-19, the trading liquidity of FCT units have improved consistently over the last five years. The average
daily trading volume has risen nearly 3.9 times from about 1 million units in FY2017 to 3.98 million units in FY2021.
The market capitalisation has also risen 98% from S$1.95 billion to S$3.86 billion.
Opening price (S$)
Closing price (S$)1
Highest closing price (S$)
Lowest closing price (S$)
Total volume traded (million Units)
Average daily trading volume (million units)
Market capitalisation (S$ billion)2
FY2017
FY2018
FY2019
FY2020
FY2021
2.200
2.110
2.190
1.870
254.5
1.014
1.946
2.110
2.270
2.360
2.120
271.2
1.085
2.103
2.270
2.740
2.850
2.140
478.5
1.916
3.059
2.730
2.390
3.040
1.640
820.8
3.283
2.675
2.390
2.270
2.640
2.080
1,006.5
3.978
3.857
Source: Bloomberg
1 Based on the closing price as at the last trading day for the respective financial year
2 Based on the closing price and issued Units as at the last trading day for the respective financial year
1212
Letter
to Unitholders
Dear Unitholders,
We are pleased to present
Frasers Centrepoint Trust and
its subsidiaries' (“FCT” and the
“Group”) Annual Report and
Sustainability Report for the
financial year ended 30 September
2021 (“FY2021”).
APTITUDE AND FORTITUDE
THROUGH THE CHALLENGES
FROM COVID-19
It has been 20 months since
COVID-19 was declared a
pandemic by the World Health
Organisation and it has since
reshaped the world, countries,
businesses, and how we re-think
the future. At the same time, the
devastating impact of COVID-19
has also demonstrated the devotion
to duty, and courage of our people
at different levels and in so many
ways. Our frontline colleagues
at mall management, customer
service, security staff and cleaning
service providers worked tirelessly
to ensure our properties remain
safe for shoppers and tenants.
Colleagues in other roles such as
asset management, finance and
property management, provided
unwavering support to our business,
our tenants and to our frontline
colleagues, even as they struggled
with increased workloads and family
commitments. We are heartened by
the display of aptitude and fortitude
of our people and we are proud of
them. We have emerged stronger as
an organisation as we move towards
the re-opening of the economy.
FY2021 PERFORMANCE REVIEW
Performance boosted by
acquisition of the remaining
63.11% interest in AsiaRetail Fund
Limited (the “ARF Acquisition”)
FCT has delivered a good set
of results for FY2021, helped
by contributions from the ARF
Acquisition completed on
27 October 2020. The ARF
Acquisition added five retail
properties and one office property
to our assets under management
and contributed 11 months of
income in FY2021.
Revenue and net property income
for FY2021 more than doubled to
new highs of S$341.1 million and
S$246.6 million, respectively, and
NPI margin for the year recovered
to 72.3%, from 67.5% in FY2020.
Distributable income for FY2021
doubled to S$204.7 million from
Contents
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We are heartened by the display of aptitude and
fortitude of our people and we are proud of them.
We have emerged stronger as an organisation as
we move toward the re-opening of the economy.
S$101.1 million in FY2020. The
improved full year financial
performance was attributed to the
ARF Acquisition and lower rental
rebates granted to tenants this
year, which was partially offset by
the loss of contribution from the
properties divested during the year.
The distribution per unit (“DPU”) for
FY2021 is 12.085 Singapore cents,
which is 33.7% higher year-on-
year, and higher than the FY2019
DPU (before COVID-19) of 12.07
Singapore cents.
Portfolio re-constitution in FY2021
Post-ARF Acquisition, five retail
properties, namely, Tampines 1,
Century Square, Tiong Bahru Plaza,
White Sands, Hougang Mall and one
office property Central Plaza were
added to the FCT property portfolio.
During the year, we divested three
retail properties, Bedok Point,
Anchorpoint and YewTee Point, in
line with FCT’s strategy of portfolio
re-constitution. FCT’s retail portfolio
now consists of nine suburban retail
malls1 with at least 150,000 square
feet of net lettable area each, all of
them located next to or above MRT
stations and/or at bus interchanges.
They serve a combined catchment
population of 2.6 million. The
completion of the portfolio re-
constitution consolidates our core
competence and market strength as
a leading suburban retail REIT
in Singapore.
Healthy financial position with
gearing at 33.3%
FCT’s financial position remains
healthy with gearing level of 33.3%
and average all-in cost of borrowing
stable at 2.2%. Total assets as
at 30 September 2021 stood at
approximately S$5.9 billion, an
increase of approximately S$2.0
billion due to the ARF Acquisition
but partially offset by the divestment
of Bedok Point, Anchorpoint and
YewTee Point in FY2021. Net asset
value per unit as at 30 September
2021 was up 1.3% to S$2.30 as
compared to a year ago. The
largest mall, Causeway Point,
saw a 0.5% uplift in its appraised
value to S$1,312 million, while
two other properties Changi City
Point and Yishun 10 Retail Podium
saw declines in their appraised
values. The appraised values of all
other properties were unchanged
compared with the previous year.
Operating performance
remained resilient
FCT’s portfolio performance
remained resilient in FY2021. The
committed occupancy of the
retail portfolio as at 30 September
2021 improved 0.9 percentage-
point quarter-on-quarter to 97.3%.
On a comparable basis, the four
properties: Causeway Point;
Northpoint City North Wing; Changi
City Point; and Waterway Point,
registered increased occupancy
of between 2 percentage points
and 5 percentage points from the
previous year. The improvement
in portfolio occupancy was in line
with the pickup in leasing activities
as Singapore continued to re-open,
though many retailers remained
cautious.
Retail portfolio tenants’ sale up
10.6% year-on-year
The retail portfolio tenants’ sales in
FY2021 grew 10.6% year-on-year
to S$2.08 billion, largely due to the
low base effect as FY2020 sales
were significantly affected by the
Circuit Breaker2. Tenants’ sales in
FY2021 were affected by a series
of tightened safe management
measures during Phase 2 and
Phase 3 Heightened Alerts and the
subsequent Stabilisation Phase in
September 2021. During the first six
months of FY2021 (October 2020 to
March 2021), tenants’ sales hovered
near pre-COVID levels.
The Retail Portfolio tenants’ sales
in the first four months in FY2021
(October 2020 – January 2021) were
tracking close to the same period
in FY2020. However, tenants’ sales
recovery started to lose momentum
as Singapore transited to Phase 2
(Heightened Alert) in May 2021
due to rising community COVID-19
cases and tightened restrictions.
Sales were further affected
by a series of tightened safe
management measures during the
Phase 3 and Phase 2 Heightened
1 These nine malls are Causeway Point; Northpoint City North Wing (including Yishun 10 Retail Podium); Changi City Point;
Waterway Point (FCT owns 40% interest in Sapphire Star Trust which holds Waterway Point); Tampines 1; Century Square;
Tiong Bahru Plaza; White Sands; and Hougang Mall.
2 The Circuit Breaker, announced by the Government on 3 April 2020, was implemented between 7 April 2020 and 1 June 2020.
https://www.moh.gov.sg/news-highlights/details/circuit-breaker-to-minimise-further-spread-of-covid-19
14
Letter
to Unitholders
Alerts and subsequent Stabilisation
Phase commencing from 27
September 2021. The adverse
impact on sales from the various
measures were felt in general
although the impact varied across
trades and businesses. Tenants’
sales started to recover in August
and September 2021, when dining
in was allowed and group size for
vaccinated persons was increased
from two to five.
Shopper traffic at 50-70% of
pre-COVID level
Overall shopper traffic in FY2021
was between 50% and 70% of the
pre-COVID level. On a comparable
basis, the aggregate shopper traffic
of Causeway Point, Northpoint City
North Wing, Changi City Point and
Waterway Point was reduced by
about 14% to 83.4 million from 96.6
million in FY2020.
The recovery of tenants’ sales and
shopper traffic will depend on how
COVID-19 develops, for better
or worse, and the government’s
response.
Well-spread lease renewal profile
FCT has a well-spread portfolio
lease expiry profile with low
concentration risk. FCT has about
36% of its leases (by gross rental
income) expiring in FY2022. As at
30 September 2021, one-quarter
of the renewals were under
advanced negotiation or under
documentation.
We expect tenants to remain
cautious in their lease negotiations,
considering market uncertainties
and the uneven pace of recovery
among the retail trade sectors. The
uncertainties in market conditions
would likely exert pressure on
asking rents for new and renewal
leases. We continue to adopt
differentiated approaches and
exercise flexibility in our lease
negotiations. This will allow tenants
to assess their situations before
committing to new leases and also
allow us as a landlord to price our
rents accordingly.
SUSTAINABILITY A CORE IN
FCT’S STRATEGY
The Board views sustainability as
a core of FCT’s business strategy.
As part of Frasers Property
Group (“Frasers Property”), the
management team works closely
with the Frasers Property’s
sustainability leadership and
working teams to attain net-zero
carbon, achieve Green Mark
certification for our properties, and
improve the health and well-being
of our people and stakeholders.
Details are outlined in the
Sustainability Report which is an
integral part of this Annual Report.
Eight of nine properties are
BCA Green Mark certified Gold
or Above
During the year, we attained several
key achievements. We completed
certification or re-certification of
several properties in our portfolio
during the year. At present, eight of
our nine retail properties are BCA
Green Mark certified Gold or above,
with four of the properties being
certified Green Mark Platinum. Work
is in progress to get the remaining
property, Hougang Mall, to be Green
Mark certified in due course. The
proportion of Green Mark certified
properties by gross floor area in
FCT’s portfolio is approximately
94%. This exceeds one of our
sustainability goals to green certify
at least 80% of our owned or
managed properties by 2024.
Five stars rating in GRESB
Assessment 2021
FCT has participated in the
Global Real Estate Sustainability
Benchmark (“GRESB”) annual
assessment since 2019. The
GRESB assesses and benchmarks
the Environmental, Social and
Governance (“ESG”) performance
of global funds, companies, and
assets within the real estate sector.
We are happy to report that FCT has
scored the highest rating of 5 Stars
in the 2021 GRESB assessment, a
significant improvement from the
rating of 3 Stars in the previous two
years. It has also improved its total
score to 92 points, from 69 points a
year ago.
SUPPORTING OUR TENANTS
TO TRANSIT TO OMNICHANNEL
RETAILING
The protracted COVID-19 situation
and safe management measures
have adversely affected tenants’
businesses and shopper traffic
to our malls. In this challenging
time, we see omnichannel retailing
as a viable way to help cushion
the impact on our tenants and to
generate additional sales. As part
of the tenants’ support scheme,
Frasers Property Retail and
FCT have provided support and
waivers of fees for tenants who
wish to onboard to the Frasers
omnichannel retail platforms,
namely the Frasers eStore and the
digital food and beverages (“F&B”)
app, the Makan Master. They allow
our tenants to tap into the near
900,000-strong membership base
of the Frasers Experience loyalty
programme to extend their digital
outreach.
Our malls as last mile
fulfilment hubs
The proximity of our malls to homes
is a competitive advantage as “last
mile fulfilment hub” for online
orders. This is especially so for F&B,
where time to delivery is critical.
Shoppers can order their food from
their favourite store in a mall near
them, and have the options to dine
in, takeaway or have food delivered
to their doorstep. All these options
are now possible on our digital
food concierge, Makan Master. Our
shoppers are embracing it; sales on
Makan Master went up seven-fold
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ACKNOWLEDGEMENTS
In closing, we thank our board
members for their stewardship
and advice, the management
and staff for their commitment
and hard work. We are grateful to
our stakeholders, including our
Unitholders, tenants and shoppers
as well as our business partners for
their confidence and support.
We thank Ms Tay Hwee Pio, who
relinquished her role as Chief
Financial Officer in July 2021 for
her invaluable contributions in the
past nine years. The Board wishes
Hwee Pio all the best in her future
endeavours.
Stay safe, stay healthy.
Cheong Choong Kong
Chairman
Richard Ng
Chief Executive Officer
since it was launched last year, and
average order size has doubled.
From the landlord’s perspective,
we are able to increase the sales
productivity of our real estate,
because of the additional digital
outreach via online sales. Our F&B
tenants enjoy additional sales from
the online channel to augment
their sales from dine-in customers.
The tenants also benefit from our
partnership with logistics service
providers, as our economies of
scale drive down the cost
of delivery.
STAYING VIGILANT ON FUTURE
GROWTH
While our immediate focus is
to improve the operations and
financial performance of the
enlarged FCT portfolio, we will
continue to explore and evaluate
acquisition opportunities that are
yield-accretive, strengthen business
fundamentals and contribute to
growth. Potential opportunities
include Northpoint City South Wing,
which is owned by Frasers Property
and the TCC Group, as well as
third-party owners looking to sell
their retail assets. At the same time,
FCT will also continue to refine its
portfolio, to optimise returns for the
Trust and its Unitholders.
GOING FORWARD
While the suburban retail sector in
Singapore has remained relatively
resilient through the various
COVID-19 phases, the endemic
continues to pose uncertainties
for FCT’s business and financial
performance. The easing of the
safe management measures by
the authorities will help to support
the recovery of tenants’ sales and
shopper traffic at our malls. In
the near-term, the Manager will
continue to focus on managing
the operating and financial
performance of FCT’s portfolio,
taking into consideration the
evolving COVID-19 situation.
16
Board of
Directors
DR CHEONG CHOONG KONG, 80
Chairman, Non-Executive and
Independent Director
Date of appointment as a Director
18 May 2016
Length of service as Director
(as at 30 September 2021)
5 years and 4 months
Board committees served on
• Audit, Risk and Compliance Committee
(Member)
• Nominating and Remuneration
Committee (Member)
Academic & professional qualifications
• Bachelor of Science, Adelaide University
• Master of Science, Australian National
University
• Doctor of Philosophy, Australian National
University
• Doctor of Science (Honorary), Australian
National University
• Degree of Doctor of the University
(Honorary), Adelaide University
Present Directorships in other
companies (as at 30 September 2021)
Listed companies
• Nil
Listed REITs/Trusts
• Nil
Others
• Director, Board of National Council of
Social Services
Major appointments
(other than Directorships)
• Chairman, NUS Mind Science Centre
Advisory Board
Past Directorships in listed companies
held over the preceding 3 years (from
1 October 2018 to 30 September 2021)
• Nil
Past major appointments
• Chairman, Oversea-Chinese Banking
Corporation Limited
• Chairman, Singapore Broadcasting
Corporation
• Chairman, NUS Council
• Deputy Chairman and CEO, Singapore
Airlines Limited
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MR HO CHAI SENG, 61
Non-Executive and
Independent Director
Date of appointment as a Director
30 June 2017
Length of service as Director
(as at 30 September 2021)
4 years and 3 months
Board committees served on
• Nominating and Remuneration
Committee (Chairman)
• Audit, Risk and Compliance Committee
(Member)
Academic & professional qualifications
• Bachelor of Commerce, University of
Windsor, Canada
• Member, Singapore Institute of Directors
• Member, International Bankers
Association of Japan
Present Directorships in other
companies (as at 30 September 2021)
Listed companies
• Nil
Listed REITs/Trusts
• Nil
Others
• Nil
Major appointments
(other than Directorships)
• Executive Director and Country Manager,
United Overseas Bank Ltd, Tokyo Branch
Past Directorships in listed companies
held over the preceding 3 years (from
1 October 2018 to 30 September 2021)
• Frasers Property (UK) Limited
Past major appointments
• Vice President, BHF-Bank, New York
• Assistant General Manager, BHF-Bank,
Singapore
• General Manager, DBS Bank, London
• General Manager, United Overseas Bank
Ltd. London
• Executive Director, United Overseas
Bank Ltd. Singapore
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Board of
Directors
MR HO CHEE HWEE SIMON, 60
Non-Executive and
Non-Independent Director
MS KOH CHOON FAH, 63
Non-Executive and
Independent Director
Date of appointment as a Director
9 February 2017
Length of service as Director
(as at 30 September 2021)
4 years and 7 months
Board committees served on
• Audit, Risk and Compliance Committee
(Member)
• Nominating and Remuneration
Committee (Member)
Academic & professional qualifications
• Bachelor of Science (Estate
Management) (Honours), National
University of Singapore
• Master of Real Estate, National University
of Singapore
Present Directorships in other
companies (as at 30 September 2021)
Listed companies
• Nil
Listed REITs/Trusts
• Nil
Others
• Allgreen Properties Limited
• ALPS Pte. Ltd. (formerly known as Agency
for Healthcare Supply Chain Pte. Ltd.)
• Frasers Hospitality International Pte. Ltd.
• MOH Holdings Pte. Ltd. (as representative
of ALPS Pte. Ltd.)
• Frasers Property (Singapore) Pte. Ltd.
Major appointments
(other than Directorships)
• Nil
Past Directorships in listed companies
held over the preceding 3 years (from
1 October 2018 to 30 September 2021)
• Nil
Past major appointments
• Deputy CEO of CapitaLand Mall Asia
Limited (formerly known as CapitaMalls
Asia Limited)
• CEO of the Manager of CapitaLand Mall
Trust (formerly known as CapitaMall
Trust)
Others
• Previously on the Board of directors
of the managers of CapitaLand Mall
Trust (which is listed on the Singapore
Exchange Securities Trading Limited) and
CapitaLand Malaysia Mall Trust (which is
listed on Bursa Malaysia)
Date of appointment as a Director
1 October 2019
Length of service as Director
(as at 30 September 2021)
2 years
Board committees served on
• Audit, Risk and Compliance Committee
(Chairperson)
• Nominating and Remuneration
Committee (Member)
Academic & professional qualifications
• Bachelor of Science (Estate
Management) (Honours), National
University of Singapore
Others
• Edmund Tie Holdings Pte. Ltd.
• New Horizons Holdings Pte. Ltd.
Major appointments
(other than Directorships)
• Executive Committee Member and
Chairperson of Nominations Committee,
Urban Land Institute Singapore Council,
Singapore
• Management Board Member, National
University of Singapore Institute of Real
Estate and Urban Studies, Singapore
• Council Member and Vice-Chairperson
of Professional Development Committee,
Council for Estate Agencies, Singapore
• Master of Arts (Business Administration),
University of Georgia (Athens) / United
States of America
• Fellow, Royal Institute of Chartered
Past Directorships in listed companies
held over the preceding 3 years (from
1 October 2018 to 30 September 2021)
• Nil
Surveyors
• Fellow, Singapore Institute of Surveyors &
Valuers
Past major appointments
• Chief Executive Officer, Edmund Tie &
• Registered Salesperson, Council for
Company (SEA) Pte. Limited
Estate Agencies
• Licensed Valuer, Inland Revenue
Authority of Singapore
• Chief Operating Officer, DTZ Debenham
Tie Leung (SEA) Pte. Ltd. (now known
as Edmund Tie & Company (SEA) Pte.
Limited)
Present Directorships in other
companies (as at 30 September 2021)
• Chairperson, Urban Land Institute
Singapore Council, Singapore
Listed companies
• Nil
Listed REITs/Trusts
• Nil
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Date of appointment as a Director
3 January 2020
Length of service as Director
(as at 30 September 2021)
1 year and 9 months
Board committees served on
• Nil
Academic & professional qualifications
• Bachelor of Economics, Monash
University
• Bachelor of Laws, Monash University
• Fellow of CPA Australia
• Fellow of Chartered Accountant of
Singapore
Present Directorships in other
companies (as at 30 September 2021)
MR LOW CHEE WAH, 56
Non-Executive and
Non-Independent Director
Listed companies
• Nil
Listed REITs/Trusts
• Nil
Others
• Chairman, Audit, Risk and Governance
Committee, Dover Park Hospice
• Vice President, Real Estate Investment
Trust Association of Singapore
• Board Member, Singapore River One
Limited
Major appointments
(other than Directorships)
• Chief Executive Officer, Frasers Property
Retail, Frasers Property (Singapore) Pte.
Ltd.
Past Directorships in listed companies
held over the preceding 3 years (from
1 October 2018 to 30 September 2021)
• Frasers Commercial Asset Management
Ltd., Manager of Frasers Commercial
Trust1
Past major appointments
• Senior Executive Vice President, Head of
Retail and Commercial Division, Frasers
Property Limited
• Chief Executive Officer of Frasers
Commercial Asset Management Ltd.,
Manager of Frasers Commercial Trust
• Chief Executive Officer of BNP Paribas
Peregrine (Singapore) Ltd., investment
banking arm of BNP Paribas Singapore
Date of appointment as a Director
27 January 2006
Length of service as Director
(as at 30 September 2021)
15 years and 8 months
Board committees served on
• Nominating and Remuneration
Committee (Member)
Academic & professional qualifications
• Bachelor of Science, National University
of Singapore
• Master of Business Administration,
National University of Singapore
Present Directorships in other
companies (as at 30 September 2021)
Past Directorships in listed companies
held over the preceding 3 years (from
1 October 2018 to 30 September 2021)
• Frasers Commercial Asset Management
Ltd., Manager of Frasers Commercial
Trust1
Past major appointments
• Chief Executive Officer, Singapore,
Frasers Property Limited
• Chief Executive Officer, Frasers
Centrepoint Commercial, Frasers
Centrepoint Limited
• Chief Executive Officer, China, Frasers
Centrepoint Limited
• Chief Executive Officer of Frasers
Centrepoint Asset Management Ltd., the
Manager of Frasers Centrepoint Trust
MR CHRISTOPHER
TANG KOK KAI, 60
Non-Executive and
Non-Independent Director
Listed companies
• Nil
Listed REITs/Trusts
• Nil
Others
• Ren Ci Hospital
Major appointments
(other than Directorships)
• Senior Adviser, Frasers Property
(Singapore) Pte. Ltd.
1 Frasers Commercial Trust has been merged with Frasers Logistics & Industrial Trust with effect from 15 April 2020, to form Frasers Logistics &
Commercial Trust.
20
Trust Management Team
Richard is responsible for the overall business direction, investment strategies and the
operations of FCT. He leads the FCAM management team to ensure that FCT’s finance,
investment, asset management, investor relations and other plans and initiatives are
executed successfully.
Richard has 29 years of experience in the Singapore and regional property markets,
spanning the areas of marketing, investment, asset and REIT management. Prior to joining
Frasers Property, he was Executive Director, Asset Management, at PGIM (Singapore)
Pte. Ltd., where he oversaw the asset management of portfolio comprising retail and
commercial properties in Singapore and Malaysia. Richard has held senior management
appointments during his 14 years at the CapitaLand Group, including 10 years at
CapitaLand Mall Trust (CMT) where he was part of the team that oversaw the initial public
offering of CMT in 2002. At CMT, Richard was the Head of Asset Management, responsible
for overall performance of CMT’s assets.
Richard holds a Bachelor of Science (Honours) degree in Estate Management and a Master
of Science degree in Real Estate, both from the National University of Singapore.
Audrey is responsible for the financial, taxation, treasury and compliance functions of FCT.
She has over 20 years of financial experience in locally-listed and multinational companies.
Prior to joining FCAM, she was Head of Finance (Frasers Property Retail) at Frasers
Property Limited. Prior to joining Frasers Property Limited, she held various positions
at CapitaLand Limited (including its subsidiaries) for more than 10 years. Audrey holds
a Bachelor’s degree of Business (Accountancy) from RMIT and is a Certified Practising
Accountant with CPA Australia.
MR RICHARD NG
Chief Executive Officer
MS AUDREY TAN1
Chief Financial Officer
1 Ms Tan was appointed Chief Financial Officer with effect from 24 July 2021, taking over from Ms Tay Hwee Pio
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Pauline is responsible for the management of FCT’s portfolio of retail assets in Singapore.
She has over 20 years of real estate experience. Prior to joining FCAM, she was the
Executive Director at PGIM Real Estate (“PGIM”) and was responsible for the portfolio
management of PGIM Real Estate AsiaRetail Fund and another private equity co-
investment which together own several malls in Singapore and Malaysia. Before PGIM,
Pauline was Vice-President, Investment Management of GIC Real Estate (GIC RE),
where she was responsible for investment and asset management in the office, retail
and residential sectors in various Asia Pacific markets, and supported GIC RE senior
management in global portfolio reporting, asset strategy and planning. Prior to GIC RE, she
held various roles at DBS and Jones Lang LaSalle in Singapore and Hong Kong.
Pauline holds an MBA degree from the University of Western Australia and a Bachelor’s
degree in Business Administration from the National University of Singapore.
Fung Leng is responsible for FCT’s investor relations function. He has more than 10 years
of experience in the field of investor relations and he is responsible for forging relations
and the communications between FCT and its Unitholders, the investment community and
the media. He also provides market intelligence and research to the management team.
Fung Leng holds a Master of Science degree in Industrial and Systems Engineering and a
Bachelor’s degree in Mechanical Engineering (Honours), both from the National University
of Singapore.
MS PAULINE LIM
Head, Investment & Asset Management
MR CHEN FUNG LENG
Vice President, Investor Relations
22
Investor
Relations
OPEN AND TRANSPARENT COMMUNICATIONS
WITH UNITHOLDERS
Frasers Centrepoint Asset Management Ltd. (“FCAM”),
as Manager of Frasers Centrepoint Trust (“FCT”),
is committed to maintaining open and transparent
communications with its Unitholders (“Unitholders”),
media and the investors. FCAM provides factual and
timely disclosure on all material information concerning
FCT. General information on FCT including annual
reports, portfolio information and investor presentations
are updated regularly on FCT’s website. All news
releases and company announcements are also
available on the SGX-ST website.
ANNUAL GENERAL MEETING (AGM)
The AGM and EGM are important communication
platforms between the board of directors, the
management of FCAM and the Unitholders. FCT
convened its 12th AGM on 21 January 2021, by way
of electronics means pursuant to the COVID-19
(Temporary Measures) (Alternative Arrangements for
Meetings for Companies, Variable Capital Companies,
Business Trusts, Unit Trusts and Debenture Holders)
Order 2020. All resolutions tabled at the AGM were
duly passed.
Unitholders who wished to attend the AGM were
requested to pre-register electronically for the AGM to
enable the Manager to verify their status as Unitholders.
Following the verification, authenticated Unitholders
will each receive an email, which will contain a user ID
and password details as well as instructions on how to
access the live audio-visual webcast and live audio-only
stream of the AGM proceedings.
In place of the usual “live” question and answer session
during an AGM in normal times, Unitholders were
invited to submit questions related to the resolutions
to be tabled for approval at the AGM to the Chairman
of the AGM prior to the AGM. The responses to the
substantial and relevant questions received from
Unitholders were published on FCT’s website and on
SGXNET, prior to the AGM, on 21 January 2021. Some
of the questions were also addressed during the AGM.
All resolutions were duly passed and the results were
announced on SGXNET and FCT’s website on the same
day of the AGM.
The minutes of the AGM and the responses to the
substantial and relevant questions received from
Unitholders were also published on FCT’s website
subsequently.
PROACTIVE OUTREACH TO INVESTORS THROUGH
MANY CHANNELS
FCAM proactively engages investors and the research
analysts through various channels to extend its
outreach and to raise the profile of FCT among
investors.
Due to the COVID-19 restriction orders in Singapore,
all investor events which FCT participated during
FY2021 were organised on electronic platforms such
as Zoom or Microsoft Teams. These include the
investor roadshow and post results analysts’ briefings.
The adoption of virtual meetings has no significant
compromise on the efficacy of investor engagements.
During FY2021, we participated in the following investor
relations activities:
Time Frame
Key Investor Relations Events
Date
Release of 4QFY20 and full year FY2020 results and post-results analysts’ briefing
3 November 2020
1QFY21
1 October –
31 December 2020
2QFY21
1 January – 31
March 2021
3QFY21
1 April –
30 June 2021
Post-results investors’ luncheon
UBS Global Real Estate CEO/CFO Virtual Conference
12th Annual General Meeting
1QFY21 Business Update
Post- results analysts’ conference call and investors’ call
S-REIT Corporate Day 2021 hosted by SGX (Virtual)
Release of 2QFY21 results, post-results analysts’ briefing and investor call (Virtual)
Post-results call with investors (Virtual)
DBS-REITAS panel: “Eat, Work, Play in the New Normal” (Virtual)
Bank of America 2021 APAC Financial, Real Estate Equity and Credit Conference
(Virtual)
4QFY21
1 July –
30 September 2021
3QFY21 Business Updates
Post-results analysts’ conference call and investors’ call
Citi-SGX-REITAS REIT/Sponsors Forum
Subsequent event: The 2HFY2021 and full year results were announced on 27 October 2021.
3 November 2020
2-3 December 2020
21 January 2021
21 January 2021
22 January 2021
24 March 2021
23 April 2021
23 April 2021
19 May 2021
24 May 2021
23 July 2021
23 July 2021
25 August 2021
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ACCOLADE
5 Stars rating in the 2021 GRESB Assessment
FCT achieved the top 5 Stars rating in the 2021 Global
Real Estate Sustainability Benchmark (“GRESB”)
Assessment with a total score of 92 points. It is ranked
third out of eight in the Asia Retail Centres (Listed)
category. This is a significant improvement from the
previous year which FCT achieved 3 Stars rating with a
score of 69 points.
Coverage by equity research houses
As at 12 November 2021, there were 20 equity research
firms which provided equity research coverage on FCT.
The research firms which cover FCT (in alphabetical
order) are:
Bank of America-Merrill Lynch
1.
2. CGS-CIMB Research
3. Citi Investment Research
4. CLSA
5. Credit Suisse
6. Daiwa Capital Markets
7. DBS Vickers Securities
8. HSBC
9.
10. KGI Securities (Singapore)
11. Macquarie
12. Maybank Kim Eng Research
13. Morgan Stanley Research
J.P. Morgan
FY2022 Financial Calendar
(Dates are indicative and are subject to change)
18 January 2022
Annual General Meeting
January 2022
April 2022
1QFY22 Business Updates
1HFY22 Results Announcement
End May 2022
1HFY22 Distribution Payment
July 2022
October 2022
3QFY22 Business Updates
2HFY22 and Full Year FY2022
results announcements
End November 2022
2HFY22 Distribution Payment
ENQUIRIES
For general enquiries on FCT, please contact:
Mr Chen Fung Leng
Vice President, Investor Relations
Frasers Centrepoint Asset Management Ltd.
Tel: (65) 6277-2657
Email: ir@fraserscentrepointtrust.com
UNIT REGISTRAR
Boardroom Corporate & Advisory Services Pte Ltd
Phone: (65) 6536-5355
Fax: (65) 6536-1360
Website: www.boardroomlimited.com
(initiated coverage on 12 November 2021)
14. MorningStar
15. OCBC Investment Research
16. Phillip Securities Research (Singapore)
17. RHB
18. Soochow CSSD Capital Markets (SCCM)
19. UBS
20. UOB Kay Hian Research
Note: Mizuho Securities Asia Limited ceased to provide equity coverage on FCT in 2021.
24
Operations
Review
PORTFOLIO RE-CONSTITUTION IN FY2021
In FY2021, FCT completed the acquisition of the
remaining 63.11% interest in AsiaRetail Fund Limited
(the “ARF Acquisition”) on 27 October 2020. Post the
ARF Acquisition, five retail properties, namely, Tampines
1, Century Square, Tiong Bahru Plaza, White Sands,
Hougang Mall and one office property Central Plaza
were added to the FCT property portfolio. FCT divested
three retail properties in FY2021 as part of its portfolio
re-constitution strategy. These three properties were
Bedok Point, Anchorpoint and YewTee Point.
After the portfolio re-constitution, FCT portfolio
comprises nine retail properties: Causeway Point,
Northpoint City North Wing (including Yishun 10 Retail
Podium), Changi City Point, Tampines 1, Tiong Bahru
Plaza, Century Square, Hougang Mall, White Sands and
Waterway Point (40%-owned by FCT) (together, the
“Retail Portfolio”) and one office property Central Plaza.
LEASE RENEWALS AND RENTAL REVERSIONS
A total of 459 leases in the Retail Portfolio and nine
leases at Central Plaza were renewed or newly leased
in FY2021. The number of renewals and new leases was
substantially higher than the previous year (FY2020:
235 renewed leases) due to the enlarged portfolio after
the ARF Acquisition. The retail leases accounted for
538,800 square feet or 24.6% of FCT’s Retail Portfolio
net lettable area1 (‘‘NLA”). The NLA of the nine renewed
leases at Central Plaza in FY2021 represented 28.5% of
its total NLA.
Flattish rental reversion for Retail Portfolio in FY2021
The average rental reversion for the Retail Portfolio
in FY2021 was relatively flat at -0.6%, based on the
variance between the rent in the first year of the
incoming lease and the rent in the final year of the
outgoing lease (“incoming versus outgoing”). The rental
reversion was +2.1%, based on the variance between
the average rent of the incoming lease and the average
rent of the outgoing lease (“average-to-average”). The
average rent includes the step-up rents during the
respective lease tenure, which the incoming versus
outgoing method does not. Rental reversion in FY2021
was lower than previous years, due to weaker retailer
sentiments affected by COVID-19 disruptions.
Notwithstanding the overhang of COVID-19, leasing
demand remained resilient at dominant malls like
Causeway Point, Northpoint City North Wing and
Waterway Point. White Sands, Tiong Bahru Plaza and
Hougang Mall also registered positive rental reversions
due to their prime locations in populous residential
catchment with connectivity to public transport
including buses and MRT trains. Changi City Point
suffered sharper negative rental reversion due to weak
shopper traffic and sales. Its catchment, which includes
nearby residents, workers from Changi Business Park
and visitors to Singapore Expo, was diluted by default
work-from-home and absence of large-scale exposition
events.
Summary of lease renewals and rental reversion in FY2021
(Excluding newly created and reconfigured area)
Property
Causeway Point
Northpoint City North Wing3
Changi City Point
Waterway Point
Tampines 1
Tiong Bahru Plaza
Century Square
Hougang Mall
White Sands
FCT Retail Portfolio
Central Plaza
Number of
Renewals / New
Leases
54
67
44
40
55
35
76
47
41
459
9
NLA
FY2021 rental reversion
Area
(sq ft)
46,743
64,649
58,712
73,942
92,599
33,547
77,044
65,583
25,981
538,800
41,180
as % of
property
(Incoming versus
outgoing)
(Average-to-
average)
11.1%
28.1%
28.6%
19.9%
34.5%
15.6%
38.0%
43.8%
20.2%
24.6%
28.5%
0.6%
0.3%
-9.8%
1.3%
-0.1%
0.8%
-2.8%
0.2%
2.5%
-0.6%
1.9%
3.5%
3.2%
-4.4%
5.7%
2.3%
2.7%
-0.7%
1.5%
3.9%
2.1%
3.1%
1
Including Waterway Point, which FCT holds 40%-interest
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LEASE EXPIRY PROFILE
Well-spread lease expiry profile
The portfolio lease expiry from FY2022 to FY2027 and
beyond, and the lease expiry by property in FY2022 are
presented in tables below. Our leases have an average
lease duration of 3 years although certain key or anchor
tenancies may be of longer tenure.
FCT has a well-spread portfolio lease expiry profile with
low concentration risk. The leases which will be due
over the next two years in FY2022 and FY2023 account
for 35.6% and 26.6% of FCT’s Gross Rental Income
(“GRI”), respectively. As at 30 September 2021, the
weighted average lease expiry (“WALE”2) of the Retail
Portfolio stood at 1.64 years (FY2020: 1.55 years) by
NLA and 1.64 years (FY2020: 1.51 years) by GRI.
The WALE (by GRI) of the new leases entered during
FY2021, based on duration to lease expiry as at 30
September 2021 was 2.50 years (FY2020: 2.27 years).
The weighted average lease tenure (by NLA) of these
new leases is 2.45 years (FY2020: 2.16 years). These new
leases account for 30.7% (FY2020: 31.5%) of the total
GRI of the Retail Portfolio as at 30 September 2021.
The aggregate NLA of the leases in the Retail Portfolio,
including that of Waterway Point, due for renewal in
FY2022 is 825,083 sq ft. As at the start of FY2022,
approximately 25% of the expiring leases in FY2021
were already under advanced negotiation or under
documentation. Even as the Singapore COVID-19
situation stabilises and the economy gradually re-
opens, we expect tenants to remain cautious in their
renewal and expansion plans. The market uncertainties
is expected to exert pressure on rents for both new
and renewal leases. As such, we have adopted targeted
Retail Portfolio Lease Expiry as at 30 September 2021
Lease expiry as at
30 September 2021
FY2022
FY2023
FY2024
FY2025
FY2026
FY2027
and beyond
Number of leases expiring
554
384
442
66
10
3
Total
1,459
Leased area expiring (sq ft)
825,083
528,515
565,412
106,634
65,631
38,808
2,130,083
Expiries as % of total leased area
Expiries as % of GRI
38.7%
35.6%
24.8%
26.6%
26.5%
29.8%
5.0%
4.9%
3.1%
2.6%
1.8%
0.6%
100.0%
100.0%
Calculation based on committed leases as at 30 September 2021; vacant floor area and Community and Sports Facilities Scheme (CSFS) leases
are excluded.
Lease Expiry for FY2022 as at 30 September 2021
Lease Expiries in FY2022
(As at 30 September 2021)
Causeway Point
Northpoint City North Wing3
Changi City Point
Waterway Point
Tampines 1
Tiong Bahru Plaza
Century Square
Hougang Mall
White Sands
FCT Retail Portfolio
Central Plaza
FCT Portfolio
Number of
leases expiring
Lease area
expiring
(sq ft)
as % of
leased area of
property
as % of
total GRI of
property
81
49
59
96
61
72
41
42
53
554
8
562
207,512
60,364
91,232
156,672
93,859
69,882
51,930
43,028
50,604
825,083
78,320
903,403
50.2%
26.3%
47.0%
42.9%
36.0%
33.1%
27.9%
29.4%
41.2%
38.7%
59.2%
39.9%
40.9%
25.3%
45.5%
39.4%
33.6%
40.5%
23.4%
29.7%
37.3%
35.6%
58.8%
36.3%
Calculation based on committed leases as at 30 September 2021; vacant floor area and Community and Sports Facilities Scheme (CSFS) leases
are excluded.
2 Computation of WALE is as follows:
WALENLA = Sum of (Remaining Lease Tenure x NLA of Individual leases) / Total Leased Area
WALEGRI = Sum of (Remaining Lease Tenure x GRI of Individual leases) / Total GRI
Remaining lease Tenure = time period between reporting date and the lease expiry date
Includes Yishun 10 Retail Podium.
3
26
Operations
Review
approaches in our lease negotiations. These could
include concessionary rents for an initial short period
before rents revert to market or shorter leases to enable
suitable tenants to assess their trading viability before
committing to a standard lease. Such proactive leasing
would in turn, allow FCT as a landlord to gain clarity
on Singapore’s phased re-opening momentum and to
calibrate rents to market more expediently. Despite the
challenges, we are also focused on bringing new retail
concepts or brands from both F&B and non-F&B trades
into our malls. A sampling of new brands which had
entered FCT portfolio malls over FY2021 include the
popular Osaka pancake café Gram Café at Waterway
Point; Singapore’s leading omnichannel fashion brand
Playdress at Tampines 1; popular Taiwanese bubble tea
chain At Tea at Tiong Bahru Plaza (first in Singapore);
popular Japanese Grocer Don Don Donki at Tampines
1; and French roast chicken specialist Poulet at
White Sands.
PORTFOLIO TENANTS’ SALES AND OCCUPANCY
COST
FY2021 Retail Portfolio Tenants’ Sales improved
10.6% year-on-year
FCT Retail Portfolio’s total tenants’ sales in FY2021
stood at S$2.08 billion, which is approximately 10.6%
higher than the S$1.88 billion achieved in FY2020.
The year-on-year growth was largely due to the lower
base effect, as the FY2020 sales was significantly
affected by the Circuit Breaker from 7 April 2020 to 1
June 2020, during which many retailers, except those
categorised as essential services, were ordered to
close. The Retail Portfolio tenants’ sales in the first four
months in FY2021 (October 2020 – January 2021) were
tracking close to the same period in FY2020 which was
prior to COVID-19. However, tenants’ sales recovery
started to lose momentum as Singapore transited
to Phase 2 (Heightened Alert) in May due to rising
community spread and tightened restrictions including
FCT Portfolio Tenants’ Sales year-on-year comparison
FCT Retail Portfolio Tenants’ sales in S$ Millions
the reduction of social group size from 8 to 5 persons.
The momentum was further disrupted by a series of
tightened safe management measures during the Phase
3 and Phase 2 Heightened Alerts and subsequent
Stabilisation Phase commencing from 27 September
2021. The transition between the different heightened
phases and safe management measures have disrupted
retail businesses in general although the impact varied
across trades and businesses. Tenants’ sales started to
recover in August and September 2021, when dining
in was allowed and group size for vaccinated persons
was increased from two to five. (Note: On 27 September
2021, the Government announced the transition to
Stabilisation Phase with tighter restrictions on social
group size from five to two, and work-from-home as the
default mode of work).
FCT, together with Frasers Property Retail, continue to
provide various assistance schemes for its tenants to
help support their sales during FY2021. These schemes
included marketing support, waiver of on-boarding fees
to Frasers Experience omnichannel platforms Makan
Master and Frasers eStore as well as waiver of carpark
charges for certain duration to facilitate pick-ups by
delivery service providers and shoppers.
Performance among the trade sectors was uneven
and polarised
Performance among the trade sectors was uneven and
polarised. The top five trades which constituted 77% of
FCT’s Retail Portfolio GRI traded well. F&B, the largest
trade sector of FCT Retail Portfolio registered stronger
sales year-on-year in FY2021. F&B sub-trades including
Takeaways & Deliveries and Bakeries registered double-
digit year-on-year increase as retailers successfully
adapt their business models to cater to takeaways and
delivery demand.
250
200
150
100
50
0
▼1.4%
▲2.9%
▼0.1%
▲0.7%
▲12.4%
▲6.1%
▲81.7%
▲115.2%
▲20.9%
▼5.4%
▼5.7%
▲3.0%
Oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
FY2021 | FY2020
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The average occupancy cost of the Retail Portfolio
in FY2020 rose to 19.2% due to the decline in sales
and the disruptions to the tenants’ businesses
during the Circuit Breaker period in FY2020. With
the improvement in tenants’ sales in FY2021 and an
enlarged retail portfolio, the average occupancy cost of
the Retail Portfolio moderated to 17.5% which is within
sustainable range for suburban retail malls.
Occupancy cost refers to the ratio of gross rental
(including turnover rent) paid by the tenants to the
tenant’s sales turnover (excluding Goods & Services
Tax). The average occupancy cost of FCT Retail
Portfolio for FY2021 and the preceding 5 financial years
are presented in the chart below:
FCT Retail Portfolio Average Occupancy Cost
15.7%
16.6%
16.6%
17.0%
19.2%
17.5%
FY2016
FY2017
FY2018
FY2019
FY2020
FY2021
LEASES WITH GROSS TURNOVER RENT AND
STEP-UP CLAUSES
Approximately 93.2% (FY2020: 89.9%) of our leases
include step-up rent clauses that provide for annual
rental increment of between 1% and 2% over the lease
term. Of the occupied leases, 90.4% (FY2020: 92.2%)
include Gross Turnover rent (the “GTO”) clauses,
which the tenants would pay between 0.5% and 1%
of their sales as part of the gross rent under the lease
agreements. The slight variances in the proportion with
GTO and step-up rent clauses are mainly due to the
inclusion of additional retail properties following the
completion of the ARF Acquisition.
PORTFOLIO OCCUPANCY
The portfolio committed occupancy stood at 97.3%
as at 30 September 2021, representing a 0.9%-point
increase over the 96.4% as at 30 June 2021. On a
comparable basis, the four properties, Causeway
Point, Northpoint City North Wing, Changi City Point
and Waterway Point, registered improved year-on-year
occupancy of between 2%-point and 5%-point. The
improvement in portfolio occupancy was in tandem
with the pickup in leasing activities as Singapore re-
opens and embarks on its journey towards endemicity,
although retailers generally remain cautious due to the
prevailing high number of COVID-19 cases and safe
management measures.
The occupancy by property is tabulated in the table
below:
Occupancy by Property1
Causeway Point
Northpoint City North Wing*
Changi City Point
Waterway Point
Tampines 1
Tiong Bahru Plaza
Century Square
Hougang Mall
White Sands
FCT Retail Portfolio
Central Plaza (office)
* Includes Yishun 10 Retail Podium
As at
30 September 2021
As at
30 June 2021
As at
30 September 2020
98.6%
100.0%
94.7%
98.4%
97.1%
98.3%
91.8%
97.8%
95.4%
97.3%
91.8%
96.6%
95.0%
90.4%
96.0%
These properties
were acquired on
27 October 2020;
hence they were not part
of FCT’s portfolio as at
30 September 2020.
98.1%
99.7%
94.6%
93.8%
99.2%
96.3%
91.6%
97.8%
96.3%
96.4%
90.9%
1 Refers to physical occupancy. Occupancy as at 30 September 2021 and 30 June 2021 refer to committed occupancy, which include occupied
units and vacant units with committed leases.
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Operations
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SHOPPER TRAFFIC
The Retail Portfolio shopper traffic was impacted by the implementation of the safe management measures
under the Phase 2 (Heightened Alert), the Phase 3 (Heightened Alert) and the Stabilisation Phase. In particular,
the reduction of social group size from five to two persons; the restrictions on dining in; and the tightening of
mall capacity from 10 square metres to 16 square metres per shopper had significantly reduced shopper traffic
to FCT malls. The aggregate shopper traffic to Causeway Point, Northpoint City North Wing, Changi City Point and
Waterway Point was reduced by about 14% from 96.6 million in FY2020 to 83.4 million in FY2021. Among these
malls, Changi City Point which is adjacent to a business park and Singapore Expo suffered a steep 30% drop in
shopper traffic due to default work-from-home and the suspension of large-scale exposition events. The recovery
of shopper traffic is dependent on the easing or lifting of the safe management measures by the Government and
the normalisation of business and social activities.
Shopper Traffic by Property
(million)
Causeway Point
Northpoint City North Wing*
Changi City Point
Waterway Point
Tampines 1
Tiong Bahru Plaza
Century Square
Hougang Mall
White Sands
* Includes Yishun 10 Retail Podium
FY2021
(1 Oct 2020 – 30 Sep 2021)
FY2020
(1 Oct 2019 – 30 Sep 2020)
21.0
46.9
9.1
19.6
Increase /
(Decrease)
(10.5%)
(8.3%)
(29.7%)
(22.4%)
These properties were acquired on
27 October 2020; hence they were not part of
FCT’s portfolio in FY2020. Accordingly,
there is no year-on-year comparison.
18.8
43.0
6.4
15.2
14.4
11.6
10.2
8.9
7.5
RETAIL PORTFOLIO TRADE SECTORS
F&B is the largest sector accounting for 29.1% of FCT’s total NLA (FY2020: 30.6%) and 37.8% of the GRI (FY2020:
38.2%). The second and the third largest trade categories by GRI are Beauty & Healthcare at 14.6% (FY2020: 12.0%)
and Fashion & Accessories at 12.1% (FY2020: 13.0%).
Trade Classifications
(by order of decreasing FY2021 GRI)
Food & Beverage
Beauty & Healthcare
Fashion & Accessories
Sundry & Services
Supermarket & Grocers
Homeware & Furnishing
Information & Technology
Leisure & Entertainment
Books, Music, Arts & Craft, Hobbies
Electrical & Electronics
Jewellery & Watches
Education
Sports Apparel & Equipment
Department Store
Vacant
FCT Retail Portfolio
Note: Total may not add up due to rounding differences.
As % of total NLA
As % of total GRI
29.1%
10.8%
11.3%
5.7%
8.2%
4.5%
2.6%
6.2%
4.0%
3.1%
0.8%
3.5%
2.4%
2.7%
5.0%
37.8%
14.6%
12.1%
8.5%
5.6%
3.0%
3.0%
2.7%
2.7%
2.4%
2.2%
1.9%
1.8%
1.7%
0.0%
100.0%
100.0%
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TOP 10 TENANTS BY GRI
The top ten tenants collectively accounted for 19.5% of the total GRI as at 30 September 2021 (FY2020: 23.6%).
Our largest tenant NTUC, the operator of NTUC Fairprice supermarkets and Unity Pharmacy in FCT malls,
accounted for 3.3% of the portfolio GRI (FY2020: 3.6%).
Top 10 Tenants by GRI as at 30 September 2021
Tenants
1
2
3
4
NTUC1
Dairy Farm Group2
Kopitiam Group3
Breadtalk Group4
5 Metro (Private) Limited5
6
Hanbaobao Pte Ltd6
Trade Category
Supermarket & Grocers
Supermarket & Grocers, Beauty & Healthcare
Food & Beverage
Food & Beverage
Department Store
Food & Beverage
7 Courts (Singapore) Pte. Ltd.
Electrical & Electronics
8 Oversea-Chinese Banking
Sundry & Services
Corporation Ltd
9
Yum!7
Food & Beverage
10 United Overseas Bank Limited
Sundry & Services
Total for Top 10
As % of total NLA
As % of total GRI
4.3%
3.0%
3.1%
1.8%
2.6%
0.9%
1.5%
0.7%
0.9%
0.6%
19.5%
3.3%
2.8%
2.7%
2.3%
1.7%
1.6%
1.4%
1.3%
1.3%
1.2%
19.5%
Includes NTUC FairPrice, FairPrice Finest and Unity Pharmacy.
Includes Cold Storage supermarkets, Guardian Pharmacy and 7-Eleven.
Note: Total may not add up due to rounding differences.
1
2
3 Operator of Kopitiam food courts, includes Kopitiam, Bagus, Mei Shi Mei Ke and Food Tempo.
4
5
6 Operator of Mcdonald’s restaurants.
7 Operator of KFC and Pizza Hut outlets.
Includes Food Republic, Breadtalk, Toast Box, The Foodmarket and Din Tai Fung.
Includes leases for Metro Department Store and Clinique Service Centre.
30
Financial
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INVESTMENT PROPERTY PORTFOLIO
Following completion of the acquisition of the balance 63.11% stake in AsiaRetail Fund Limited (“ARF” and the
acquisition “ARF Acquisition”) on 27 October 2020, the investment property portfolio of FCT and its subsidiaries
(“FCT”) comprises Causeway Point, Northpoint City North Wing (including Yishun 10 Retail Podium), Changi City
Point, Tampines 1, Tiong Bahru Plaza, Century Square, Hougang Mall, White Sands and Central Plaza. The properties
are strategically located in suburban regions of Singapore and have a diversified tenant base covering a wide
variety of trade sectors. Three properties - Bedok Point, Anchorpoint and YewTee Point, which were previously
part of FCT’s investment property portfolio, were divested on 9 November 2020, 22 March 2021 and 28 May 2021,
respectively.
INVESTMENTS HELD IN ASSOCIATES AND JOINT VENTURES
Sapphire Star Trust (“SST”)
FCT owns a 40.00% interest in the ownership and voting rights in a joint venture, SST, a private trust that owns
Waterway Point, a suburban shopping mall located in Punggol. FCT jointly controls the venture with other partners
under the contractual agreement and requires unanimous consent for all major decisions over the relevant
activities.
Hektar Real Estate Investment Trust (“H-REIT”)
FCT holds 31.15% of the units in H-REIT, an associate of FCT. H-REIT is a retail-focused REIT in Malaysia listed on
the Main Market of Bursa Malaysia Securities Berhad. Its property portfolio comprises Subang Parade (Selangor),
Mahkota Parade (Melaka), Wetex Parade (Johor), Central Square (Kedah), Kulim Central (Kedah) and Segamat Central
(Johor).
Changi City Point
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FINANCIAL PERFORMANCE OF INVESTMENT PROPERTY PORTFOLIO
The tables presented below show the gross revenue, property expenses and net property income for FCT’s
investment property portfolio for FY2021 and FY2020.
FY2021
1 Oct 2020 - 30 Sep 2021
FY2020
1 Oct 2019 - 30 Sep 2020
Increase /
(Decrease)
Gross Revenue S$’000
Causeway Point
Tampines 1 **
Northpoint City North Wing *
Tiong Bahru Plaza **
Century Square **
Changi City Point
Hougang Mall **
White Sands **
Central Plaza **
Other investment properties ***
Total
Property Expenses S$’000
Causeway Point
Tampines 1 **
Northpoint City North Wing *
Tiong Bahru Plaza **
Century Square **
Changi City Point
Hougang Mall **
White Sands **
Central Plaza **
Other investment properties ***
Total
Net Property Income S$’000
Causeway Point
Tampines 1 **
Northpoint City North Wing *
Tiong Bahru Plaza **
Century Square **
Changi City Point
Hougang Mall **
White Sands **
Central Plaza **
Other investment properties ***
Total
82,583
41,464
50,837
36,268
30,951
22,393
26,639
25,448
10,898
13,668
341,149
21,678
11,668
13,094
9,187
6,591
8,958
8,384
7,572
3,348
4,102
94,582
60,905
29,796
37,743
27,081
24,360
13,435
18,255
17,876
7,550
9,566
246,567
73,237
-
44,396
-
-
21,734
-
-
-
12.8%
n.m.
14.5%
n.m.
n.m.
3.0%
n.m.
n.m.
n.m.
25,010
164,377
(45.3%)
107.5%
20,308
-
12,865
-
-
8,631
-
-
-
6.7%
n.m.
1.8%
n.m.
n.m.
3.8%
n.m.
n.m.
n.m.
11,685
53,489
(64.9%)
76.8%
52,929
-
31,531
-
-
13,103
-
-
-
15.1%
n.m.
19.7%
n.m.
n.m.
2.5%
n.m.
n.m.
n.m.
13,325
110,888
(28.2%)
122.4%
Includes Yishun 10 Retail Podium.
*
** These properties were included in the Group’s portfolio following the ARF Acquisition on 27 October 2020.
*** Other investment properties comprise Bedok Point (until its divestment on 9 November 2020), Anchorpoint (until its divestment on
22 March 2021), and YewTee Point (until its divestment on 28 May 2021).
32
Financial
Review
PERFORMANCE COMPARISON BETWEEN FY2021
AND FY2020
Gross revenue for the year ended 30 September 2021
("FY2021") totalled S$341.1 million, an increase of
S$176.8 million or 107.5% over the corresponding
period last year. The increase was mainly due to
the contributions from the enlarged retail portfolio,
following the ARF Acquisition on 27 October 2020
and lower rental rebates assistance granted to tenants
in FY2021. It was partially offset by the loss of gross
revenue from the investment properties which were
divested during the year ended 30 September 2021.
Property expenses for the year ended 30 September
2021 totalled S$94.6 million, an increase of S$41.1
million or 76.8% compared to the corresponding period
last year. The increase was mainly due to the enlarged
retail portfolio with the ARF Acquisition on 27 October
2020 and was partially offset by the absence of property
expenses from the investment properties which were
divested during the year ended 30 September 2021.
Net property income for FY2021 was therefore higher at
S$246.6 million, being S$135.7 million or 122.4% higher
than the corresponding period last year.
Net non-property expenses of S$80.8 million was
S$35.3 million or 77.6% higher than the corresponding
period last year mainly due to higher borrowing costs
from higher borrowings and increase in Manager’s
management fees arising from the increase in net
property income and total assets of the enlarged retail
portfolio with the ARF Acquisition on 27 October 2020.
Interest income from joint venture of S$0.8 million, was
63.8% lower than last year due to the conversion of the
interest-bearing loan to joint venture of S$113.8 million
to Redeemable Preference Units.
Total return included:
• Gain from fair valuation of derivatives of S$2.9
million was S$4.0 million or 369.2% higher than the
corresponding period last year mainly due to the
fair valuation of interest rate swaps for the hedging
of interest rate in respect of the loans and the
realisation of hedging reserve upon expiry of the
interest rate swaps contract.
• Share of associates’ results loss of S$1.4 million
was S$76.7 million or 101.8% lower than the
corresponding period last year mainly due
to the reduced contribution from ARF, upon
the reclassification of investment in ARF from
“investment in associates” to “investment in
subsidiaries” following the acquisition of ARF on 27
October 2020, lower share of results from H-REIT,
and share of H-REIT revaluation loss of S$3.9 million
during the year.
• For the year ended 30 September 2021, the Group
provided for an impairment loss of S$12.0 million to
write down the carrying amount of the investment in
H-REIT to the estimated recoverable amount.
• Share of joint ventures’ results of S$16.9 million
was S$5.7 million or 50.8% higher than the
corresponding period last year due to higher share
of SST’s results in current period, partially offset by
the share of SST’s revaluation loss of S$0.5 million.
• For the year ended 30 September 2021, the Group
recognised a S$3.3 million revaluation loss on its
investment properties, of which S$10.0 million
related to the fair value surplus recognised for
YewTee Point, offset by the capital expenditure
written off of S$25,769 for Anchorpoint.
• The gain on disposal of properties of S$17.2 million
mainly arose from the gain on disposal of YewTee
Point, net of transaction costs of S$18.8 million,
offset by the transaction cost arising from the sale of
Bedok Point and Anchorpoint.
• The net gain on step acquisition of S$11.5 million
related to the re-measurement of the Group’s pre-
existing interest in ARF and bargain purchase on the
ARF Acquisition on 27 October 2020.
• Expenses in relation to acquisition of subsidiaries
and an associate of S$25.3 million arising from the
acquisition fee, legal fees and due diligence costs
incurred on the ARF Acquisition on 27 October
2020.
• The Tax Ruling grants tax transparency to FCT, Tiong
Bahru Plaza Trust 1, White Sands Trust 1, Hougang
Mall Trust 1, Tampines 1 Trust 1 and Central Plaza
Trust 1 on their taxable income that is distributed to
Unitholders such that the aforementioned entities
would not be taxed on such taxable income.
Correspondingly, no provision has been made for
tax at the aforementioned entities as it is assumed
that 100% of the taxable income available for
distribution to Unitholders in the next financial
year will be distributed. The Group’s tax expenses
of S$3.6 million consist of S$0.1 million of over-
provision in relation to prior year, mainly arising from
the tax exposure of certain subsidiaries prior to the
conversion to LLP structure.
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33
DISTRIBUTION
Distribution to Unitholders for the year ended 30 September 2021 was S$204.7 million, which was S$103.5 million
or 102.4% higher compared with the last financial year. The increase was attributed to the enlarged portfolio after
the completion of the ARF Acquisition, partially offset by the loss of gross revenue from the properties divested in
FY2021.
The breakdown and comparison of the DPU for FY2021 and FY2020 are presented below:
Distribution per Unit (S cents)1
First half (1 October – 31 March)2
Second half (1 April – 30 September)
Full Year (1 October – 30 September)
FY2021
1 Oct 2020 - 30 Sep 2021
FY2020
1 Oct 2019 - 30 Sep 2020
Increase /
(Decrease)
5.996
6.089
12.085
4.670
4.372
9.042
28.4%
39.3%
33.7%
1 FCT has moved to half-yearly reporting and half-yearly distribution payment from 2HFY2020 onwards
2 1HFY2020 comprises of 3.060 Singapore cents and 1.610 Singapore cents declared for period 1 October 2019 to 31 December 2019
and 1 January 2020 to 31 March 2020 respectively
TOTAL ASSETS, NET ASSET VALUE ("NAV") PER UNIT AND NET TANGIBLE ASSET ("NTA") PER UNIT
As at 30 September 2021, the total assets stood at S$5,899 million, an increase of approximately S$2,016 million
from S$3,883 million a year ago. The increase was mainly attributed to the addition of the ARF properties to FCT’s
portfolio following the completion of the ARF acquisition on 27 October 2020, and partially offset by the divestment
of Bedok Point, Anchorpoint and YewTee Point during the financial year.
FCT’s net assets stood at S$3,919 million as at 30 September 2021, an increase of approximately S$1,381 million
compared with S$2,538 million a year ago. The increase in net assets was mainly attributed to the completion of the
ARF Acquisition, which was funded by part of the proceeds from the equity fund raising in FY2021. Approximately
S$1,020.6 million from the gross proceeds of S$1,334.7 million, was utilised to fund the ARF Acquisition.
Correspondingly, the NAV and the NTA of FCT increased to S$2.30 per Unit from S$2.27 per Unit a year ago. The
NAV and NTA per Unit are calculated based on the following:
NAV / NTA (S$’000)
Total issued and issuable Units (‘000)
NAV/ NTA per Unit (S$)
APPRAISED VALUE OF PROPERTIES
30 September 2021
30 September 2020
3,918,808
1,700,859
2.30
2,538,276
1,120,330
2.27
Independent valuations of the investment properties were undertaken by Jones Lang LaSalle Property Consultants
Pte Ltd (“JLL”) and Savills Valuation and Professional Services (S) Pte Ltd (“Savills”) (2020: CBRE Pte Ltd, Colliers
International Consultancy & Valuation (Singapore) Pte Ltd (“Colliers”) and Savills).
The Manager believes that these independent valuers possess appropriate professional qualifications and recent
experience in the location and category of the investment properties being valued. Valuation methods used for
the investment properties include the capitalisation approach and discounted cash flow analysis (and direct
comparison method as a cross-check) in determining the fair values of the properties.
Annual valuations are required by the Code on Collective Investment Schemes.
34
Financial
Review
The total appraised value of FCT’s investment property
portfolio as at 30 September 2021 stood at S$5,506.5
million, compared with S$2,857.5 million a year ago.
This is mainly due to the inclusion of Tampines 1, Tiong
Bahru Plaza, Century Square, Hougang Mall, White
Sands and Central Plaza in the portfolio following the
acquisition of the balance 63.11% stake in ARF on 27
October 2020, however offset by the divestment of
Bedok Point, Anchorpoint and YewTee Point during the
financial year.
The appraised values of Causeway Point saw an
increase of S$7.0 million, while Changi City Point and
Yishun 10 Retail Podium saw declines of S$13.0 million
and S$2.0 million in their respective appraised values.
The remaining properties in the investment portfolio
were relatively stable compared to a year ago. The
appraised value of Waterway Point remained unchanged
at S$1,300 million (FCT’s 40.0% interest via a joint
venture amounts to S$520 million).
Properties
Causeway Point
Northpoint City North Wing
Changi City Point
Yishun 10 Retail Podium1
Anchorpoint2
YewTee Point3
Bedok Point4
Tampines 15
Tiong Bahru Plaza5
Century Square5
Hougang Mall5
White Sands5
Central Plaza5
Total
Waterway Point6
As at 30 September 2021
As at 15 September 2020
Appraised Value
(S$ million)
Capitalisation
rate
Appraised Value
(S$ million)
Capitalisation
rate
1,312.0
771.5
325.0
33.0
-
-
-
762.0
654.0
574.0
432.0
428.0
215.0
5,506.5
1,300.0
4.75%
4.75%
5.00%
3.75%
-
-
-
4.75%
4.75%
4.75%
4.75%
4.75%
3.75%
4.50%
1,305.0
771.5
338.0
35.0
110.0
190.0
108.0
-
-
-
-
-
-
4.75%
4.75%
5.00%
3.75%
4.50%
5.00%
Not applicable
-
-
-
-
-
-
2,857.5
1,300.0
4.50%
1 Yishun 10 Retail Podium comprises 10 strata-titled retail units at Yishun 10 Cinema Complex
2 On 22 March 2021, FCT completed the divestment of Anchorpoint to Copperdome Pte Ltd and Copper Hills Pte Ltd for a total consideration
of S$110.0 million, and recorded a loss on disposal of S$1.1 million, after taking into account divestment fee and other related expenses.
The independent valuation of Anchorpoint valued it at S$110.0 million, and the methods used were the income capitalisation method and
discounted cash flow analysis method
3 On 28 May 2021, FCT completed the divestment of YewTee Point to Wellspring Holdings Pte Ltd for a total consideration of S$220.0 million,
and recorded a revaluation gain of S$10.0 million and gain on disposal of S$18.8 million, after taking into account divestment fee and
other related expenses. The independent valuation of YewTee Point valued it at S$200.0 million, and the methods used were the income
capitalisation method and discounted cash flow analysis method
4 On 9 November 2020, FCT completed the divestment of Bedok Point to Chempaka Development Pte Ltd for a total consideration of S$108.0
million and recorded a loss on disposal of S$0.5 million, after taking into account divestment fee and other related expenses. The sale price
was arrived at after taking into account the independent valuations conducted by JLL (commissioned by HSBC Institutional Trust Services
(Singapore) Limited (in its capacity as trustee of FCT)) and Colliers (commissioned by the Manager). JLL, in its report dated 1 August 2020, had
stated that the open market value of Bedok Point as at 1 August 2020 was S$108.9 million and Colliers, in its report dated 1 August 2020, had
stated that the open market value of Bedok Point as at 1 August 2020 was S$107.2 million. Bedok Point was classified as asset held for sale as
at 30 September 2020
5 On 27 October 2020, FCT Holdings (Sigma) Pte Ltd, a wholly-owned subsidiary of FCT, completed (a) the acquisition of approximately 63.11%
of the total issued share capital of AsiaRetail Fund Limited from Frasers Property Investments (Bermuda) Limited for a total consideration of
approximately S$1,060.3 million, including FCT’s share of the profit reserve adjustment for the acquisition of 63.11% interest in AsiaRetail Fund
Limited paid to Frasers Property Investments (Bermuda) Limited, and (b) the divestment of 100% of the total issued share capital of Mallco Pte
Ltd which holds a retail mall in Malaysia, being Setapak Central, to Frasers Property Gold Pte Ltd for a sale price of approximately
S$39.7 million
The independent valuations of the Singapore assets in the AsiaRetail Fund Limited portfolio valued them at S$3,082 million and S$3,052
million, and the methods used were the income capitalisation method and discounted cash flow analysis method. The independent valuation
of Setapak Central valued it at RM 300 million and RM 335 million, and the basis of valuation used by both valuers was the investment method.
Tampines 1, Tiong Bahru Plaza, Century Square, Hougang Mall, White Sands and Central Plaza were included in the Group’s portfolio following
the acquisition of the balance 63.11% stake in ARF
6 FCT owns 40.0% of SST which holds Waterway Point. The value reflected in this table is the total value of Waterway Point and FCT’s 40.0%
interest amounts to S$520 million
Northpoint City North Wing
36
Capital
Resources
OVERVIEW
SOURCES OF FUNDING
The Manager of Frasers Centrepoint Trust (“FCT”)
continues to maintain a prudent financial structure and
adequate financial flexibility to ensure that it has access
to capital resources at competitive cost. The Manager
proactively manages FCT Group’s cash flows, financial
position, debt maturity profile, cost of funds, interest
rates exposure and overall liquidity position. The
Manager monitors and maintains a level of cash and
cash equivalents deemed adequate by management to
meet its operational needs. It also maintains an amount
of available banking facilities with reputable banks
deemed sufficient by management to ensure
FCT Group has access to diversified sources of
bank borrowings.
FCT Group relies on the debt capital and syndicated
loan market, equity market and bilateral bank facilities
for its funding needs. The Manager maintains active
relationship with banks which are located in Singapore.
The principal bankers of FCT Group are BNP Paribas,
Citibank, N.A., Singapore Branch, Credit Industriel
et Commercial, Singapore Branch, DBS Bank Ltd.,
Oversea-Chinese Banking Corporation Limited and
Standard Chartered Bank.
As at 30 September 2021, FCT Group has a total
capacity of S$6,252 million from its sources of funding,
of which S$1,815 million or 29.0% has been utilised.
The following table summarises the capacity and the
amount utilised for each of the sources of funding:
Sources of Funding
Revolving credit facilities
Revolving credit facilities
Type
Capacity
Amount Utilised
% Utilised
Unsecured
S$745 million
S$131 million
Secured
S$299 million
S$176 million
Medium Term Note Programme
Unsecured
S$1,000 million
S$100 million
Bank borrowings
Bank borrowings
Unsecured
S$430 million
S$430 million
Secured
S$778 million
S$778 million
Multicurrency Debt Issuance Programme
Unsecured
S$3,000 million
S$200 million
Total
S$6,252 million
S$1,815 million
17.6%
58.9%
10.0%
100.0%
100.0%
6.67%
29.0%
CREDIT RATINGS
FCT has corporate credit ratings from S&P Global
Ratings (“S&P”) and Moody’s Investors Service
(“Moody’s”). FCT has been assigned a corporate rating
of “BBB” with a stable outlook by S&P and a corporate
rating of “Baa2” with a stable outlook by Moody’s. In
addition, FCT’s Medium Term Note Programme (“MTN
Programme”) has been rated “BBB” by S&P.
DEBT PROFILE
During the year, FCT Group obtained S$1,334.7 million
proceeds through private placement and preferential
offering of which S$304.2 million was used to pare
down existing indebtedness. Following the acquisition
of balance 63.11% interest in ARF on 27 October 2020,
FCT Group assumed S$1,410.6 million of secured term
loans and revolving credit facilities ("RCF"). FCT Group
also repaid the S$50 million bond issued under its
MTN Programme and bank loans of S$386 million using
the net proceeds from the divestment of Bedok Point,
Anchorpoint and YewTee Point. In addition, FCT Group
entered into new term loan and bank facilities of S$120
million and S$270 million for working capital and to re-
finance the existing bank loans.
FCT Group’s total debt stood at S$1,815 million on
30 September 2021 for which it comprised S$954
million secured bank borrowings, S$561 million
unsecured bank borrowings and S$300 million
unsecured Notes. The interest cover for the year
ended 30 September 2021 was 5.11 times. FCT Group’s
gearing stood at 33.3% as at 30 September 2021 (30
September 2020: 35.9%). The lower gearing level was
attributed to the repayment of the bank loans with the
proceeds from private placement, preferential offering
and the proceeds from the three divested properties.
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KEY FINANCIAL METRICS
Financial Year ended 30 September
Total Borrowings
Gearing1
Interest Cover2
Average all-in cost of borrowing
Average debt maturity
2021
2020
S$1,815.0 million
S$1,255.0 million
33.3%
5.11 times
2.21%
2.5 years
35.9%
4.95 times
2.43%
2.1 years
1
In accordance with Property Funds Appendix, the gearing ratio included FCT’s proportionate share (40%) of deposited property value and
borrowings in SST (which owns Waterway Point).
2 Calculated as earnings before interest and tax ("EBIT") divided by interest expense.
FCT Group holds derivative financial instruments to hedge its interest rate risk exposure. The fair value of
derivative liabilities as at 30 September 2021 of S$3.1 million (2020: S$7.4 million) is disclosed in Note 14 Financial
Derivatives to the Financial Statements on page 196. The fair value of financial derivatives represented 0.08%
(2020: 0.29%) of the net assets of FCT Group as at 30 September 2021.
DEBT MATURITY PROFILE AS AT 30 SEPTEMBER 2021
Financial Year ended 30 September 2021
Amount Due
As % of total borrowings
< 1 year
1 to 2 years
2 to 3 years
3 to 4 years
> 4 years
Total Borrowings
S$1,815.0 million
S$205.0 million
S$391.0 million
S$512.0 million
S$511.0 million
S$196.0 million
S$1,815.0 million
11.3%
21.5%
28.2%
28.2%
10.8%
100.0%
S$205.0 million
(11.3% of total
borrowings)
S$391.0 million
(21.5% of total
borrowings)
S$512.0 million
(28.2% of total
borrowings)
S$511.0 million
(28.2% of total
borrowings)
S$196.0 million
(10.8% of total
borrowings)
Total Borrowings
< 1 year
1 to 2 years
2 to 3 years
3 to 4 years
> 4 years
38
Retail Property
Market Overview
1. INTRODUCTION
This report was prepared by Cistri Pte. Ltd.
This report provides an independent review of the
Singapore retail market, including the suburban
shopping centre market.
First, we consider the macro-economic drivers of the
retail market, including economic growth, inflation,
tourism, and population growth.
Second, we look at the shopping centre market in more
detail, providing an analysis of key market dynamics
such as shopping centre supply, rental, and occupancy
growth.
Finally, we summarise key trends in the retail market
over the past year.
Key Assumptions
The highly infectious COVID-19 Delta variant has posed
a challenge to the post-pandemic economic recovery
and generated significant uncertainty around the world.
This market outlook assumes that by end 2022, most
if not all of the COVID-19 safe management measures
in Singapore are lifted, such that business and social
activities can return to normal. Additionally, we assume
inbound tourism to Singapore gradually recovers from
2022 but does not reach pre-pandemic levels until at
least 2024.
2. ECONOMIC CONTEXT
This section provides background information on the
Singapore economy.
Current Situation & Near-Term Outlook
2021 was a year of uneven economic recovery across
the world. Advanced economies have kickstarted
their post-pandemic re-opening. For example,
major economies like the United States (US) and the
European Union (EU) saw strong GDP growth rates in
the first half of 2021 (+6% and +13% year-on-year in Q2
2021 respectively). In view of the improving economic
outlook, the US Federal Reserve announced that it
will begin tapering its quantitative easing measures in
November 2021. Conversely, developing economies
with limited access to vaccines have struggled to re-
open their economies while battling against the highly
infectious Delta variant. Examples include Singapore’s
Southeast Asian neighbours such as Indonesia,
Malaysia and Vietnam, who endured large waves of
infections throughout the year.
In comparison, Singapore has achieved a high
vaccination rate with over 80% of its population being
fully vaccinated as at end October 2021. To mitigate
the economic impact caused by the pandemic,
the Singapore government also introduced several
supplementary Budgets and assistance schemes to
support the economy, bolster private spending and
preserve jobs.
Advance estimates show that Singapore’s real GDP rose
by 6.5% from Q3 2020 to Q3 2021, compared to a 5.4%
contraction from 2019 to 2020. The Ministry of Trade
and Industry (MTI) has maintained its full-year GDP
growth forecast for 2021 at 6%-7%.
Medium-Term Outlook
Despite the challenging period, there are trends that
provide reasons to be optimistic. These include:
• The continued development of new medical
treatments for COVID-19.
• The gradual calibration of COVID-19 pandemic
responses across the region, which could facilitate
the resumption of cross-border economic activities.
• The Singapore government’s continued commitment
to economic re-opening, as evidenced by its
continued adjustment of border measures and plans
to allow workers to safely return to workplaces.
But as the last year has shown, it will take time for
the economy to recover to pre-pandemic levels as
Singapore and other countries gradually adjust to
the “new normal”. Medium-term ramifications of this
adjustment process for Singapore include the following:
• Safe management measures are likely to remain
in Singapore over the medium term as part of the
journey towards living with COVID-19. This could
limit the pace at which business productivity
recovers. Publicly-listed retail REITs in Singapore
reported that shopper traffic to their shopping
centres has been at 50% –70% of pre-COVID-19
levels. Further recovery of shopper footfall to
pre-pandemic levels hinges on the easing of safe
management measures by the authorities.
• We do not expect travel restrictions to be fully lifted
until global vaccination rates improve and countries
are sufficiently equipped to handle imported
COVID-19 infections alongside domestic ones.
Consequently, inbound tourism into Singapore could
remain limited in the next few years.
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Chart 2.1 Singapore Full-Year Real GDP Growth (2015 Prices)
2011 – 2030
6.3%
2010-2020 Average Growth: 2.9% p.a.
4.5%
4.8%
3.9%
3.0%
3.3%
4.5%
3.5%
6.4%
4.1%
2021-2030 Average Growth: 3.1% p.a.
Forecast
3.1%
2.9%
2.8%
2.7%
2.6%
2.4%
2.3%
2.2%
1.3%
-5.4%
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030
Source: Oxford Economics
Long-Term Outlook
Looking longer term, we remain optimistic about
Singapore’s long term growth potential. With its track
record of prudent economic management, sound
governance and political stability, we expect Singapore
to remain the preferred regional hub in ASEAN for
business, investment and trade. Further, ASEAN remains
one of the world’s fastest growing economic regions,
which will continue to offer businesses in Singapore
many growth opportunities.
Nonetheless, Singapore will not be immune to long-
term developments and risks in global geopolitics and
the environment. Trade and political tensions between
the US and China are still unresolved and have been
playing out in different ways, from trade sanctions to
business boycotts. Fortunately, Singapore has been
able to manage its relations with the eastern and
western economic powerhouses.
In the longer term, Singapore will also have to balance
the post-pandemic recovery with fiscal sustainability
considerations. Besides the pandemic, the government
will need to address longer-term issues around
inequality, an ageing population and climate change.
How the government decides to strike this balance
and what fiscal tools it chooses to do so could impact
disposable incomes across different segments of
society.
Going forward, full-year GDP growth is expected to
moderate and average around 3.1% p.a. in 2021 – 2030.
3. INFLATION
Consumer price growth has remained low in recent
years, creating a challenging environment for retailers
and shopping centre owners. The COVID-19 pandemic
has accentuated this, with the overall consumer price
index (CPI) contracting by 0.2% in 2020.
However, the decline in prices appears to be temporary,
with consumer prices having recovered throughout
2021. SingStat’s data shows that CPI rose by 2.5% in
the year to September 2021. This was primarily due
to higher prices for food, which accounts for a fifth of
Singapore’s CPI basket. Other categories, including
transport (+8.3%), healthcare (+1.8%) and housing and
utilities (+2.3%), also contributed to price growth.
While some categories registered upward price
pressures, others registered deflation. Prices for
clothing and footwear as well as communication
services contracted by 6.2% and 2.2% respectively
during the same period. This can be attributed partly
to depressed demand for discretionary items amidst
continued economic uncertainty, which may have
prompted some retailers towards competitive pricing.
Looking forward, several factors may create upward
pressure on prices in the near term:
• On the demand side, recovery in global and
local demand for goods and services could drive
demand-pull inflation.
• On the supply side, the pandemic is still causing
some disruptions along the global supply chain,
adding to price pressures.
• At the same time, energy prices have been rising
steadily over the past year, adding not only to
consumer prices but also business operating costs.
• Above all these, the government is still planning to
raise GST between 2022 and 2025, as announced
by Finance Minister Lawrence Wong on 5 October
2021. This could increase price pressures in the next
few years.
40
Retail Property
Market Overview
Chart 3.1 Consumer Price Inflation
2011 – 2030
5.3%
4.6%
2010-2020 Average Growth: 1.3% p.a.
2021-2030 Average Growth: 1.8% p.a.
Forecast
2.4%
1.0%
0.6%
0.4%
0.6%
-0.5% -0.5%
-0.2%
2.1%
1.6%
1.6%
1.8%
1.8%
1.8%
1.8%
1.8%
1.7%
1.7%
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030
Source: Oxford Economics
Anticipating these price pressures, the Monetary
Authority of Singapore (MAS) tightened monetary
policy in October 2021 to better ensure price stability
in Singapore. We expect this to help moderate some
of the inflationary pressures in the short term. In
2021 – 2030, we are expecting inflation to average
around 1.8% p.a..
4. POPULATION GROWTH
According to SingStat, Singapore’s population
contracted by around 232,300 or 4.1% from 2020 to
2021 to reach 5.45 million. This is the largest year-on-
year population decline Singapore has experienced
since its founding.
Overall, the fall in population can be attributed to the
enactment of travel restrictions due to COVID-19. These
travel restrictions have resulted in lower net inward
migration and fewer Singaporeans returning from
overseas.
Given the low birth rate in Singapore, we expect
inward immigration to remain a key policy tool that the
government can use to support economic growth. As
work permit holders constituted a large segment of
the net decline of non-residents this year, we expect
stronger demand for this group of workers to return
over the next two years as construction projects
halted during the pandemic resume and the economy
rebounds.
The drop in population was largely driven by the decline
in the non-resident population of 174,900. At the same
time, the permanent resident and citizen population
also fell by 32,400 and 25,000, respectively.
Overall, we forecast population growth to average
around 1.2% p.a. in 2022 – 2030 to reach around 6.1
million by 2030.
Chart 4.1 Population Growth
2011 – 2030
2.5%
2.1%
2010-2021 Average Growth: 0.7% p.a.
1.6%
1.3%
1.2%
1.3%
1.2%
0.5%
0.1%
2.1%
1.6%
2022-2030 Average Growth: 1.2% p.a.
Forecast
1.3%
1.1%
1.0%
0.9%
0.9%
0.9%
0.9%
-0.3%
-4.1%
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030
Source: SingStat, Cistri
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5. TOURISM GROWTH
Tourism is an important contributor to Singapore’s
economy and retail market. According to the Singapore
Tourism Board, the tourism sector accounted for about
4% of Singapore’s GDP pre-pandemic. However, the
pandemic has disrupted international tourism. As at
September 2021, Singapore’s year-to-date inbound
tourist arrivals remained 99% lower than pre-pandemic
levels. It could take several years for tourist arrivals and
tourism-related sectors to recover to pre COVID-19
levels.
Having achieved a high vaccination rate domestically,
Singapore has begun to take steps to re-open its
borders and revive the tourism industry. Key measures
implemented to support inbound tourism include:
• Vaccinated Travel Lanes (VTL): Fully vaccinated
individuals from countries on VTL arrangements
can travel into Singapore for any purpose without
quarantine. As at 15 November 2021, Singapore has
active VTL arrangements with 13 countries and has
announced plans to launch VTLs with eight more
countries. Altogether, these 21 VTLs will allow up to
10,000 visitors to enter Singapore daily.
• Air Travel Pass: Singapore has unilaterally lifted
border restrictions for short-term visitors (including
leisure travel) from selected countries such as
Mainland China and Taiwan. These countries are
assessed to have comprehensive public health
surveillance systems and have displayed successful
control over the spread of COVID-19. Air Travel Pass
visitors can go about their activities after receiving
a negative COVID-19 test result in Singapore. As
at August 2021, more than 33,000 individuals have
entered Singapore under this scheme.
• Business and trade events: The Singapore Tourism
Board is continuing to promote the safe resumption
of Meetings, Incentives, Conventions and Exhibitions
(MICE) activities. While the current MICE pilots
have capped in-person attendance at no more
than 1,000 at a time, they still allow a reasonable
amount of MICE activities in a challenging period
for the industry. MICE pilots that have taken place
or are scheduled to take place in 2021 in Singapore
include GamesCom Asia (October) and the
Bloomberg New Economy Forum (November).
Besides all these, the Singapore government is also
continually adjusting its country-specific border
controls as well as the requirements for COVID-19
testing and quarantine for visitors, relaxing them where
appropriate. However, entry by short-stay visitors
remains limited compared to pre-pandemic levels due
to capacity restrictions imposed on inbound flights. As
a result, we expect the recovery in inbound tourism to
take several more years.
6. RETAIL SALES
Current Situation
The retail market continued to be heavily impacted
by COVID-19 and the associated safe management
measures in 2021. Earlier in the year, particularly
April and May, sales growth was very strong due to a
combination of Phase 3 re-opening and a low base
effect compared to the same months in 2020 (the 2020
Circuit Breaker period).
Thereafter, however, the introduction of tighter safe
management measures under Phase 2 (Heightened
Alert) (Phase 2HA) muted the retail sales recovery. As a
result, retail sales (excluding motor vehicles and F&B)
registered lower year-on-year growth in July and August
before starting to recover again in September.
Chart 6.1 Year-on-Year Total Retail Sales Growth (Excluding Motor Vehicles & F&B)
July 2020 – September 2021
Phase 2
Phase 3
64.1%
Phase 2HA
-8.5%
-8.9%
-12.9%
-11.0%
-1.9%
-4.3%
-9.2%
41.8%
20.6%
8.8%
4.9%
1.9%
8.4%
-0.2%
Jul-20 Aug-20 Sep-20 Oct-20 Nov-20 Dec-20 Jan-21 Feb-21 Mar-21 Apr-21 May-21 Jun-21 Jul-21 Aug-21 Sep-21
Data shows growth in sales in each month from the same month in previous year.
Source: SingStat
42
Retail Property
Market Overview
Chart 6.2 Year-on-Year Retail Sales Growth by Category
January – September 2020 vs. January – September 2021
Watches & Jewellery
Petrol Service Stations
Recreational Goods
Wearing Apparel & Footwear
Computer & Telecommunications Equipment
Furniture & Household Equipment
Fast Food Outlets
Optical Goods & Books
Department Stores
Restaurants
Food Retailers
Medical Goods & Toiletries
Supermarkets & Hypermarkets
Mini-marts & Convenience Stores
Food Caterers
-45.2%
-3.3%
-3.9%
-4.5%
-6.7%
50.3%
29.9%
26.5%
26.4%
23.9%
21.0%
13.0%
11.2%
10.1%
3.4%
Total (Excl. Motor Vehicles, incl. F&B & Petrol)
10.7%
Source: SingStat, Cistri
Most product categories saw retail sales rebound in
2021, but to varying extents. So far, discretionary
non-food categories like jewellery, recreational goods
and apparel have seen the strongest growth. On the
other hand, restaurants saw a smaller percentage
increase in sales, dragged down by dining-in restrictions
during Phase 2HA. Supermarkets and hypermarkets,
which outperformed other trade categories strongly in
2020, are now seeing a moderation in sales, but from a
high base.
Medium-Term and Long-Term Outlook
As Singapore transits towards endemic COVID-19,
we expect the government to gradually ease the safe
management measures. This will support the recovery
in domestic retail sales, and especially dine-in F&B
sales. However, sales to tourists will likely take longer to
recover as inbound tourism remains curtailed. Overall,
we expect it will take two to three more years for total
retail sales to recover fully to pre-pandemic levels.
However, we note this sales growth will be uneven.
Suburban shopping centres are likely to return to pre-
pandemic sales quicker than shopping centres in the
city centre, which rely more on tourism.
We forecast total nominal retail sales growth to average
at around 4.4% p.a. in 2021 – 2030, with stronger growth
in 2022 – 2024.
Chart 6.3 Nominal Retail Sales Growth
2011 – 2030
2010-2021 Average Growth: -0.9% p.a.
2022-2030 Average Growth: 4.4% p.a.
7.1%
3.0%
1.0%
0.8%
0.8%
-0.5% -0.7%
-1.9%
-0.03%
8.2%
6.9%
6.4%
Forecast
4.6%
3.9%
3.0%
2.9%
2.9%
2.9%
2.9%
2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030
-16.6%
Note: Retail sales including F&B but excluding motor vehicles and petrol.
Source: SingStat, Cistri
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Before the pandemic, SingStat’s data suggests that
around 6% of total retail sales (excluding F&B) in
Singapore were transacted online. By 2020, this
share had increased to around 12%, and it has
continued averaging around 10%–15% for the year
up to September 2021. As consumers become more
accustomed to shopping online, we expect the share
of retail sales transacted online to remain around the
same level for the next few years.
Notwithstanding, this still leaves around 80% of sales
being purely transacted in physical stores, even before
including online sales that are fulfilled in-store. It is our
view that physical stores will continue to play a critical
role in facilitating most retail transactions over the
next decade.
7. RETAIL SUPPLY
Cistri’s estimate of future retail floorspace includes
announced retail projects, longer-term allowances for
unannounced future projects, as well as an allowance
for obsolescence. Supply forecasts for announced
projects are based on the URA’s commercial projects
pipelines and developers’ intentions.
Total retail net lettable area (NLA) supply in Singapore
reached around 66.1 million sq ft by end 2020,
approximately 600,000 sq ft lower than in 2019.
Following a sizeable addition of new floorspace
(1.2 million sq ft) in 2019, the closure of various retail
spaces during the pandemic caused total retail
floorspace supply to fall. Some of these closures are
expected to be temporary (e.g. retail at Changi Airport
and shopping centres undergoing renovation like
i12 Katong).
The only major retail completion in 2021 is Northshore
Plaza I (62,200 sq ft), a neighbourhood shopping centre
in Punggol with tenants such as Decathlon and Giant.
An extension to this shopping centre – Northshore
Plaza II – is scheduled to open in Q1 2022. Apart from
Northshore Plaza I, the other new retail openings in
2021 are smaller retail podiums. In total, we estimate
retail floorspace supply in Singapore to be around 66.5
million sq ft for the full year of 2021.
By 2025, total retail floorspace is forecast to increase
to around 68.2 million sq ft, which translates to an
average growth rate of approximately 420,000 sq ft p.a.
or 0.6% p.a. from 2020. Of this, the share of shopping
centre floorspace outside the Central Area is expected
to remain stable at around 20% from 2020 to 2025. It
should be noted that if pandemic-related business
restrictions persist beyond 2022, retail supply may grow
at a slower pace than what we forecast here.
Chart 7.1 Retail Floorspace Supply
Singapore, 2010 – 2025 (Million sq ft)
57.4
30.2
58.9
60.2
30.6
30.9
61.8
31.1
8.3
8.6
9.1
10.4
63.7
64.3
65.1
65.4
65.5
66.7
66.1
66.5
66.9
67.5
68.0
68.2
Forecast
30.9
31.5
31.2
30.9
30.5
30.4
30.4
30.7
30.8
30.8
30.9
30.9
11.0
11.0
11.8
12.4
12.8
13.4
13.0
13.1
13.3
13.4
13.7
13.8
18.9
19.6
20.2
20.3
21.7
21.8
22.1
22.1
22.2
22.9
22.7
22.7
22.9
23.2
23.4
23.5
2010
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
2025
Total | Other Retail Formats | Shopping Centres Outside Central Area | Central Area Shopping Centres
Note: Central Area includes Central Core and central fringe areas
Source: URA, Developers’ Announcements, Cistri; as of October 2021
44
Retail Property
Market Overview
Notable upcoming retail centre projects include a mixture of projects in the central fringe and suburban east and
northeast Singapore. These are listed in Table 7.1 below.
Table 7.1 Upcoming Shopping Centre Projects & Re-Openings (>60,000 sq ft NLA)
2022 – 2027
Name
i12 Katong
Changi Airport Terminal 4
Woodleigh Mall
Punggol Digital District
Sengkang Grand Mall
Caninghill Square (Former Liang Court)
One Holland Village
Ryse Residences (Pasir Ris Central)
Source: URA, developers, Cistri
Opening Year
NLA (sq ft)
Closest MRT/LRT
Centre Type
2022
2022
2023
2024
2024
2024
2024
2027
207,000
137,900
206,000
Dakota
Sub-Regional
Changi Airport
Major Transport Hub
Woodleigh
Sub-Regional
172,590
Punggol Coast (U/C)
Neighbourhood
112,000
90,417
61,871
269,000
Sengkang
Neighbourhood
Fort Canning
Neighbourhood
Holland Village
Neighbourhood
Pasir Ris
Sub-Regional
Besides the above, several other locations provide the potential for new retail floorspace:
• Areas identified for development under URA’s 2019 Master Plan, including: Woodlands Regional Centre, Changi
Gateway, the Greater Southern Waterfront, Tengah and Bidadari, as well as tourist destinations like Sentosa-
Brani, Jurong Lake District and Mandai Eco-Tourism Hub.
• The Government Land Sales sites shown in Table 7.2 also provide opportunities for mixed-use developments
with retail components. Development on these sites is likely to still be a few years away as it will first require the
submission of a satisfactory bid to trigger a land tender process.
Table 7.2 Upcoming Government Land Sale Sites (Mixed Use / White Sites)
October 2021
Site
Jalan Anak Bukit
Marina View
Woodlands Avenue 2
Kampong Bugis
Source: URA
Site Area
(ha)
Proposed Gross
Plot Ratio
Maximum GFA
(sq ft)
Capped Retail GFA
(sq ft)
3.2
0.8
2.8
8.3
3.0
13.0
4.2
N.A
96,600
1,090,000
1,240,000
4,200,000
220,000
20,000
360,000
110,000
Status
Awarded
Awarded
Reserve List
Reserve List
8. SHOPPING CENTRE FLOORSPACE PER CAPITA
Singapore’s shopping centre floorspace per capita is estimated to be around 6.6 sq ft NLA in 2021. This is slightly
higher than what it was in 2020 due to the aforementioned population decline. By 2025, we expect floorspace per
capita to fall marginally to around 6.4 sq ft as population growth returns. Overall, the changes are considered very
minor.
Compared to other countries, Singapore’s provision of floorspace is moderate. Singapore lags other larger
countries like the US, Canada, and other major cities in the region in terms of floorspace per capita, primarily
because it has fewer large shopping centres.
It should be noted that the amount of floorspace per capita does not indicate the quality of the retail offering. It is
possible to have high-quality retail offerings over a smaller amount of floorspace. Further, having a lower provision
generally means that retail floorspace can operate more efficiently and productively on a sales per sq ft basis.
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Chart 8.1 Shopping Centre Floorspace Per Capita (sq ft NLA)
Singapore vs. Various Countries & Cities
US (2021)
Canada (2021)
Australia (2021)
Hong Kong (2019)
Kuala Lumpur (2020)
Singapore (2025)
Singapore (2021)
Japan (2020)
France (2020)
Italy (2021)
6.4
6.6
4.6
4.3
3.5
22.9
16.5
12.7
10.1
10.0
Global benchmarks updated based on latest data availability.
Source: International Council of Shopping Centres, Cistri
Of the regions where FCT’s assets are located, we anticipate the Central East and Outer Northeast regions to have
the largest increases in per capita floorspace between 2020 and 2025. Besides the re-opening of temporary closed
shopping centres, new projects are also expected to contribute to these increases. For example:
• The Outer Northeast region contains new retail projects such as Sengkang Grand Mall, several neighbourhood
centres operated by the Housing Development Board (HDB), and retail components in Punggol Digital District.
• Woodleigh Mall will contribute to floorspace growth in the Central East.
In contrast, per capita floorspace in the other regions is expected to remain stable or decrease as population
grows in line with or faster than floorspace growth.
Map 8.1 Shopping Centre Floorspace Per Capita by Region
2020 vs. 2025
Source: SingStat, Cistri
46
Retail Property
Market Overview
9. MARKET SHARE OF SHOPPING CENTRE NLA BY OWNER
FCT remains the second-largest owner of total shopping centre floorspace in Singapore, with a market share
of 5.7% as at mid-November 2021. This is lower than FCT’s ownership share in 2020 due to the divestment of
Anchorpoint and YewTee Point in 2021.
Chart 9.1 Share of Island-wide Shopping Centre Floorspace by Owner
By NLA
12.8%
5.7%
5.2%
4.3%
4.2%
4.1%
3.3%
2.8%
2.5%
2.4%
CapitaLand
Integrated
Commercial
Trust
Frasers
Centrepoint
Trust
Source: Cistri
Note: As at mid-November 2021
NTUC
Enterprise
Far East
Organisation
HDB
Lendlease Mapletree
Commercial
Trust
United
Industrial
Corporation
Limited
Frasers
Property
Changi
Airport
Group
FCT’s share of the suburban retail floorspace is higher at around 9.7%. Again, this share has fallen from last year
due to its divestments in 2020-2021.
Chart 9.2 Share of Suburban Shopping Centre Floorspace by Owner
By NLA
10.8%
9.7%
8.9%
6.9%
6.9%
5.6%
4.1%
3.3%
2.4%
2.1%
Lendlease
HDB
Mapletree
Commercial
Trust
Changi
Airport
Group
Far East
Organisation
UOL
Group
Limited
City
Developments
Ltd
CapitaLand
Integrated
Commercial
Trust
Frasers
Centrepoint
Trust
NTUC
Enterprise
Source: Cistri
Note: As at mid-November 2021
The top 10 shopping centre owners for both island-wide and suburban stock remain the same as last year. Their
floorspace shares have remained largely stable except for the following:
• HDB’s floorspace shares have increased due to the opening of Canberra Plaza and Northshore Plaza I.
• Changi Airport Group’s shares have fallen due to temporary closures of retail shops in the terminals during the
pandemic.
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10. RETAIL RENTS & OCCUPANCY
Despite the impact of COVID-19 on retail sales, average
retail occupancies have remained around 90% through
2020 and 2021, a very positive outcome for such a
challenging period.
Suburban shopping centres have performed particularly
well during the period, with occupancy higher than it
was in 2018. This reflects the important role of suburban
shopping centres in the retail hierarchy, whereby they
provide day-to-day and non-discretionary services.
Conversely, Central Area shopping centres have been
more negatively affected by lower footfall amid the
tourism slump and work-from-home restrictions. Based
on the latest available data for Q3, average occupancy
for Orchard Road fell by 2.5 percentage points
year-on-year. Nevertheless, occupancy of between 88%
– 90% for these Central Area shopping centres remains
relatively strong given the challenged faces by retailers.
The limited impact of COVID-19 on occupancy reflects
the actions taken by both the government and landlords
in helping tenants survive. The government has
provided property tax rebates and cash grants for small
and medium enterprise tenants in retail properties.
In June 2021, the government also implemented the
Fair Tenancy Framework Code of Conduct for Leasing
of Retail Premises, which aims to balance negotiation
powers between retail tenants and landlords.
Additionally, landlords have introduced further rental
relief and temporarily moved some tenants onto
turnover-rent-only deals.
Chart 10.1 Retail Occupancy Rate
Singapore, 2015 – 2022
100%
98%
96%
94%
92%
90%
88%
86%
84%
82%
80%
Forecast
2015
2016
2017
2018
2019
2020
2021
2022
Suburban | Rest of City Area | Orchard Road
Source: URA, Cistri
After a challenging 2020, rents have continued their
decline as the pandemic dragged out through 2021.
In the first three quarters of 2021, average rents fell
by around 9% year-on-year across both central
and suburban areas. While landlords reducing rents
creates a short-term financial challenge, it reflects an
appropriate short-term response by landlords ensuring
their shopping centres retain high occupancy, which
maximises their capacity to benefit from the economic
recovery.
Looking forward, we expect downward pressure on
rents to continue over the short term as government
rental relief schemes expire and landlords continue to
work to retain occupancy in a challenging environment.
Until retailers see firm evidence of a sustainable
rebound in sales, it may be difficult to convince them to
take up space at higher rents.
48
Retail Property
Market Overview
In particular, Central Area shopping centres will need
to keep rents competitive to fill up vacant space while
tourist sales are still subdued. In contrast, suburban
shopping centres are better positioned for stronger rent
growth on the back of higher occupancy, improving
sales and optimism around this asset class.
In the medium- to long-term, we are optimistic that
market conditions will improve. As discussed earlier,
we expect retail sales to rebound post-pandemic in the
next few years, allowing rental growth to return after a
difficult period. At the same time, the sales recovery
will give retailers more confidence to take up additional
space and expand their store networks.
Chart 10.2 Median Retail Rental (Based on Contract Date) Year-on-Year Growth
Singapore, 2015 – 2022
3%
1%
0.3%
-2%
-2%
-0.1%
Forecast
3%
0% 0%
-6%
-6%
-6%
-9%
-9%
-9%
2017
2018
2019
2020
2021
2022
Orchard Road | Rest of City Area | Suburban
-1%
-1%
-1%
-3%
-6%
-7%
-7%
-7%
2015
-9%
2016
Source: URA, Cistri
11. RETAIL TRENDS
• Growing social and environmental consciousness:
Broader Market Trends
In general, shopper behaviour has been and will
continue to be shaped by systemic and generational
shifts in consumer mindsets and preferences. Such
broader market trends were already emerging pre-
pandemic, and they continue to remain relevant now. In
some cases, the COVID-19 pandemic has accelerated
some of these trends.
Key mega trends in shopper preferences that we expect
to remain relevant include:
• Desire for convenience through digital and
omnichannel retail platforms: During the pandemic,
consumers have become more accustomed to
the convenience offered by Internet platforms.
Consequently, consumers increasingly seek retail
channels that meet their shopping needs in the
most convenient way, particularly through digital
means. Shopping centre operators in Singapore
have launched their own e-commerce platforms or
partnered with third party e-commerce platforms
to cater to these demands. This strategy aims to
create a smooth omnichannel shopping experience
that bridges the brick-and-mortar offer with the
convenience of a mobile storefront.
Consumers increasingly want to engage with
brands that have strong ethics and contribute to
environmental sustainability. This could favour some
brands and product categories at the expense
of others, and retailers will have to adapt to such
changes in consumer demand. For example, grocers
will have to monitor and adapt to the increasing
popularity of alternative protein products as people
seek to reduce their carbon footprint.
• Emphasis on health and well-being: COVID-19 has
cast a spotlight on physical and mental health and
well-being. With the path towards a “new normal”
taking longer than most consumers were expecting,
concerns around health and well-being are likely to
stay. This may directly impact certain product and
service groups, benefiting categories like health
foods, athleisure and health services.
• Experiential retail: Growing awareness about
well-being may also raise consumers’ expectations
around the experiential elements of shopping
destinations. Shoppers are seeking refreshing,
enjoyable and safe places and experiences that they
cannot find at home or online. This creates demand
for strong placemaking, high-quality physical places
and experiential tenants who can adapt well to the
post-pandemic environment.
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• Localisation: Put together, the trends above
reinforce the role that shopping centres – especially
suburban ones – can play as local fulfilment and
community hubs. With omnichannel retail, suburban
shopping centres can serve as the local physical
storefront for brands and last-mile fulfilment hubs
for online orders. They can fill the gap in the existing
last-mile delivery infrastructure by offering “click-
and-collect” services and working with tenants to
implement robust omnichannel processes with in-
store fulfilment in the shopping centre. Additionally,
growing demand for experiential retail presents
opportunities for suburban shopping centres to
deliver places and experiences that align with
the lifestyles of surrounding residents. This will
require shopping centre owners to have a solid
understanding of the demographics and consumer
preferences in their local residential catchments.
Tenant Trends
The pandemic has impacted different product
categories and retailers differently. Some have
responded to the pandemic by expanding their
retail footprint, while others have departed or will be
departing by end of the year. Notable tenant openings
and closures in 2021 include the following:
• Homewares & Electronics: IKEA expanded beyond
its megastores to introduce a concept store at
Jurong East, the first of its kind in Southeast Asia.
Courts has also taken over Robinsons’ former space
on Orchard Road for its largest outlet in Singapore.
• Apparel: Uniqlo has reiterated the importance of
physical stores to its business and has hinted at
the possibility of opening more outlets. Conversely,
Abercrombie and Fitch shut its flagship Orchard
Road outlet in May.
• Department stores: Robinsons has shut all three
physical outlets in Singapore and now only operates
online. Isetan will soon be closing its store at
Parkway Parade.
• Supermarkets: Don Don Donki has successfully
opened its 11th Singapore outlet in Tampines. This
niche Japanese-themed supermarket has continued
to prove popular amongst locals and has been
able to open multiple stores during the pandemic.
Another new store is planned in northeast Singapore
for early 2022.
Shopping centre operators will need to adapt to these
consumer and tenant trends by working closely with
retailers. In some cases, responding to these market
trends may require landlords and retailers to adopt new
ways of measuring rental performance. For example,
omnichannel retail presents opportunities for landlords
and tenants to implement hybrid rental structures and
innovative ways to measure rental contribution beyond
the physical tills.
12. CONCLUSION
Singapore’s retail market is on the road to recovery
after a very difficult 2020, but it has yet to return to
pre-pandemic levels. The past year has shown that
the post-pandemic recovery will be gradual, with
occasional disruptions as the government seeks to
ensure that it can manage the pandemic at each step of
the way.
Across Singapore, the retail market recovery has also
been uneven. On one hand, Central Area malls have
been more significantly affected by the drop in tourist
and office worker footfall. Meanwhile, suburban malls
have seen footfall return more quickly and maintained
stronger occupancy levels due to their high provision of
essential, non-discretionary goods and services. Going
forward, we expect suburban malls to be a major driver
of market recovery, which could take several years
before retail sales return to pre-pandemic levels.
We remain optimistic about the long-term prospects
of Singapore’s retail real estate market. On the supply
side, the government’s planning policies and controlled
release of new sites for retail development will help to
prevent oversupply and support sustainable absorption
of retail space.
On the demand side, a return to economic growth,
population growth and the full reopening of global
tourism markets post-pandemic should enable the
long-term recovery of retail sales. In turn, this will
support rental growth and take-up of retail space.
While a higher proportion of retail sales went online
amid the pandemic, physical stores continued to
facilitate a significant majority of retail transactions in
Singapore. Further, many retail transactions that are
recorded as being “online” are actually fulfilled through
physical stores (e.g. “click-and-collect”).
This bodes well for the continued relevance of physical
retail stores after safe management measures are
lifted. Encouragingly, shopping centres in Singapore
are seeking to leverage the opportunities presented
by omnichannel retailing as e-commerce continues
to grow. For instance, landlords continued to develop
and improve their e-commerce platforms, and some
have partnered third-party e-commerce players on
campaigns to entice online shoppers to visit shopping
centres. Such initiatives, coupled with efforts to
enhance place experience, will help shopping centres
to remain relevant in a changing retail market.
50
Retail Property
Market Overview
DISCLAIMER
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52
FCT Portfolio
Overview
As at 30 September 2021
Net lettable area
("NLA")
Number of leases
Number of tenants
Title
Causeway Point
Waterway Point1
Tampines 112
419,626 sq ft
38,985 sq m
389,335 sq ft2
36,170 sq m
268,504 sq ft
24,945 sq m
219
202
213
192
169
158
Northpoint City
North Wing
229,870 sq ft3
21,356 sq m
Yishun 10
Retail Podium
10,344 sq ft
961 sq m
180
178
99 years leasehold
commencing
30/10/1995
99 years leasehold
commencing
18/5/2011
99 years leasehold
commencing
1/4/1990
99 years leasehold
commencing
1/4/1990
Tiong Bahru Plaza12
Century Square12
Changi City Point
Hougang Mall12
White Sands12
214,708 sq ft
19,947 sq m
211,283 sq ft4
19,629 sq m
208,399 sq ft5
19,361 sq m
165,615 sq ft6
15,386 sq m
150,375 sq ft7
13,390 sq m
150
136
136
124
134
123
126
118
132
118
Central Plaza12
(Office property)
172,607 sq ft8
16,036 sq m
21
21
99 years leasehold
99 years leasehold
60 years leasehold
99 years leasehold
99 years leasehold
99 years leasehold
commencing
commencing
commencing
commencing
commencing
commencing
1/9/1991
1/9/1992
30/4/2009
1/5/1994
1/5/1993
1/9/1991
Year purchased
2006
40%-interest
purchased in 2019
2020
Purchased price
S$606.2 million
S$530.2 million
for 40% interest
S$762.0 million
Northpoint 1: 2006
Northpoint 2: 2010
Northpoint 1:
S$249.3 million
Northpoint 2:
S$164.6 million
2016
2020
2020
2014
2020
2020
2020
S$37.8 million
S$654.0 million
S$574.0 million
S$305.0 million
S$432.0 million
S$428.0 million
S$215.0 million
Valuation as at
30 September 2021
S$1,312.0 million
S$1,300.0 million
(100.0% interest)
S$520.0 million
(40.0% interest)
S$762.0 million
S$771.5 million
S$33.0 million
S$654.0 million
S$574.0 million
S$325.0 million
S$432.0 million
S$428.0 million
S$215.0 million
As % of
total portfolio
appraised value9
FY2021 Gross
revenue
FY2021 NPI
Committed
Occupancy
Key tenants
Annual shopper
traffic in FY2021
Connection to
public transport
21.8%
8.6%
12.6%
13.3%
10.9%
9.5%
5.4%
7.2%
7.1%
3.6%
S$82.58 million
S$28.26 million10
S$41.46 million
S$50.84 million
S$36.27 million
S$30.95 million
S$22.39 million
S$26.64 million
S$25.45 million
S$10.90 million
S$60.91 million
S$21.56 million10
S$29.80 million
S$37.74 million
S$27.08 million
S$24.36 million
S$13.43 million
S$18.26 million
S$17.88 million
S$7.55 million
98.6%
98.4%
97.1%
100.0%
98.3%
91.8%
94.7%
97.8%
95.4%
91.8%
Metro, Courts,
Cold Storage
supermarket, Food
Republic, Cathay
Cineplexes, Uniqlo
NTUC Fairprice
Finest, Koufu, Shaw
Theatres, Best
Denki,
Cotton On
Don Don Donki,
Cold Storage, Muji,
Gain City, Daiso
Kopitiam food court, Cold Storage
supermarket, OCBC Bank, United
Overseas Bank, MayBank, McDonald’s
restaurant, Popular bookstore, Sri
Murugan Supermarket, Arnold’s Fried
Chicken, Komala’s @ Yishun 10
Filmgarde
Uniqlo, Challenger,
Cineplex, PRIME
Golden Village,
Food & Grocer,
Kopitiam and NTUC
The Food Market,
FairPrice Finest
Hai Di Lao Hotpot,
Gymmboxx
NTUC FairPrice,
Cheng San
NTUC FairPrice,
Kopitiam food
Community Library,
Cookhouse by
court, Uniqlo, Nike,
Mei Shi Mei Ke by
Koufu, Popular
and Challenger
Kopitiam, Harvey
bookstore,
McDonald’s
Norman and
Popular Bookstore
NETS, National
Council of Social
Services, Nippon
Steel Engineering
and Kyocera Asia
Pacific
18.8 million
15.2 million
14.4 million
43.0 million11
11.6 million
10.2 million
6.4 million
8.9 million
7.5 million
Not applicable
Woodlands MRT
Station (North-
South Line and
Thomson-East
Coast Line) and
the Woodlands Bus
Interchange
Punggol MRT
Station (North-
East Line) and LRT
station and the
Punggol Temporary
Bus Interchange
Tampines MRT
Station (East-
West Line and the
Downtown Line)
and the Tampines
Bus Interchange
Yishun MRT Station (North-South Line)
and the Yishun Bus Interchange
1 Frasers Centrepoint Trust owns 40% interest in SST which holds the interests in Waterway Point.
2 The NLA includes the area of approximately 17,954 sq ft (1,668 sq m) currently used as Community Sports Facilities Scheme (“CSFS”) space.
3 The NLA includes the area of approximately 31,753 sq ft (2,950 sq m) currently used as CSFS space.
4 The NLA includes the area of approximately 8,547 sq ft (794 sq m) currently used as CSFS space.
5 The NLA includes the area of approximately 3,391 sq ft (315 sq m) currently used as CSFS space.
6 The NLA includes the area of approximately 15,767 sq ft (1,465 sq m) currently used as CSFS space.
7 The NLA includes the area of approximately 21,744 sq ft (2,020 sq m) currently used as CSFS space.
Tiong Bahru MRT
Station (East-West
Line)
Tampines MRT
Station (East-
West Line and the
Downtown Line)
and the Tampines
Bus Interchange
Hougang MRT
Pasir Ris MRT
Expo MRT Station
Station (North-
Station (East-
Tiong Bahru MRT
(East-West Line and
East Line) and the
West Line) and
Station (East-West
Downtown Line 3)
Hougang Central
the Pasir Ris Bus
Line)
Bus Interchange
Interchange
8 The NLA includes the area of approximately 28,355 sq ft (2,634 sq m) currently used as CSFS space.
9 Waterway Point’s share is based on FCT’s 40% share in SST.
10 This is FCT’s 40% share of revenue and NPI in SST for FY2021.
11 Combined shopper traffic for Northpoint City North Wing and South Wing.
12 These properties were included in FCT’s investment property portfolio after the completion of the acquisition of the remaining 63.11%
interest in AsiaRetail Fund Limited on 27 October 2020. The revenue and the NPI for these properties in FY2021 are for the period
28 October 2020 to 30 September 2021.
Contents
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Other
Information
53
Net lettable area
("NLA")
Number of leases
Number of tenants
Causeway Point
Waterway Point1
Tampines 112
419,626 sq ft
38,985 sq m
389,335 sq ft2
36,170 sq m
268,504 sq ft
24,945 sq m
219
202
213
192
169
158
Title
commencing
commencing
commencing
Year purchased
2006
30/10/1995
18/5/2011
40%-interest
purchased in 2019
1/4/1990
2020
99 years leasehold
99 years leasehold
99 years leasehold
99 years leasehold
Northpoint City
North Wing
229,870 sq ft3
21,356 sq m
Yishun 10
Retail Podium
10,344 sq ft
961 sq m
180
178
commencing
1/4/1990
Northpoint 1: 2006
Northpoint 2: 2010
Northpoint 1:
S$249.3 million
Northpoint 2:
S$164.6 million
S$530.2 million
for 40% interest
S$1,300.0 million
(100.0% interest)
S$520.0 million
(40.0% interest)
Tiong Bahru Plaza12
Century Square12
Changi City Point
Hougang Mall12
White Sands12
214,708 sq ft
19,947 sq m
211,283 sq ft4
19,629 sq m
208,399 sq ft5
19,361 sq m
165,615 sq ft6
15,386 sq m
150,375 sq ft7
13,390 sq m
150
136
136
124
134
123
126
118
132
118
Central Plaza12
(Office property)
172,607 sq ft8
16,036 sq m
21
21
99 years leasehold
commencing
1/9/1991
99 years leasehold
commencing
1/9/1992
60 years leasehold
commencing
30/4/2009
99 years leasehold
commencing
1/5/1994
99 years leasehold
commencing
1/5/1993
99 years leasehold
commencing
1/9/1991
2016
2020
2020
2014
2020
2020
2020
Purchased price
S$606.2 million
S$762.0 million
S$37.8 million
S$654.0 million
S$574.0 million
S$305.0 million
S$432.0 million
S$428.0 million
S$215.0 million
Valuation as at
30 September 2021
As % of
total portfolio
appraised value9
FY2021 Gross
revenue
FY2021 NPI
Committed
Occupancy
Annual shopper
traffic in FY2021
S$1,312.0 million
S$762.0 million
S$771.5 million
S$33.0 million
S$654.0 million
S$574.0 million
S$325.0 million
S$432.0 million
S$428.0 million
S$215.0 million
21.8%
8.6%
12.6%
13.3%
10.9%
9.5%
5.4%
7.2%
7.1%
3.6%
S$82.58 million
S$28.26 million10
S$41.46 million
S$50.84 million
S$36.27 million
S$30.95 million
S$22.39 million
S$26.64 million
S$25.45 million
S$10.90 million
S$60.91 million
S$21.56 million10
S$29.80 million
S$37.74 million
S$27.08 million
S$24.36 million
S$13.43 million
S$18.26 million
S$17.88 million
S$7.55 million
98.6%
98.4%
97.1%
100.0%
98.3%
91.8%
94.7%
97.8%
95.4%
91.8%
Metro, Courts,
NTUC Fairprice
Cold Storage
Finest, Koufu, Shaw
Don Don Donki,
Key tenants
supermarket, Food
Theatres, Best
Cold Storage, Muji,
Republic, Cathay
Denki,
Gain City, Daiso
Cineplexes, Uniqlo
Cotton On
Kopitiam food court, Cold Storage
supermarket, OCBC Bank, United
Overseas Bank, MayBank, McDonald’s
restaurant, Popular bookstore, Sri
Murugan Supermarket, Arnold’s Fried
Chicken, Komala’s @ Yishun 10
Uniqlo, Challenger,
Golden Village,
Kopitiam and NTUC
FairPrice Finest
Filmgarde
Cineplex, PRIME
Food & Grocer,
The Food Market,
Hai Di Lao Hotpot,
Gymmboxx
Kopitiam food
court, Uniqlo, Nike,
and Challenger
NTUC FairPrice,
Cheng San
Community Library,
Mei Shi Mei Ke by
Kopitiam, Harvey
Norman and
Popular Bookstore
NTUC FairPrice,
Cookhouse by
Koufu, Popular
bookstore,
McDonald’s
NETS, National
Council of Social
Services, Nippon
Steel Engineering
and Kyocera Asia
Pacific
18.8 million
15.2 million
14.4 million
43.0 million11
11.6 million
10.2 million
6.4 million
8.9 million
7.5 million
Not applicable
Connection to
public transport
East Line) and LRT
West Line and the
Yishun MRT Station (North-South Line)
station and the
Downtown Line)
and the Yishun Bus Interchange
Woodlands MRT
Station (North-
South Line and
Thomson-East
Coast Line) and
the Woodlands Bus
Interchange
Punggol MRT
Station (North-
Tampines MRT
Station (East-
Punggol Temporary
and the Tampines
Bus Interchange
Bus Interchange
1 Frasers Centrepoint Trust owns 40% interest in SST which holds the interests in Waterway Point.
2 The NLA includes the area of approximately 17,954 sq ft (1,668 sq m) currently used as Community Sports Facilities Scheme (“CSFS”) space.
3 The NLA includes the area of approximately 31,753 sq ft (2,950 sq m) currently used as CSFS space.
4 The NLA includes the area of approximately 8,547 sq ft (794 sq m) currently used as CSFS space.
5 The NLA includes the area of approximately 3,391 sq ft (315 sq m) currently used as CSFS space.
6 The NLA includes the area of approximately 15,767 sq ft (1,465 sq m) currently used as CSFS space.
7 The NLA includes the area of approximately 21,744 sq ft (2,020 sq m) currently used as CSFS space.
Tiong Bahru MRT
Station (East-West
Line)
Tampines MRT
Station (East-
West Line and the
Downtown Line)
and the Tampines
Bus Interchange
Expo MRT Station
(East-West Line and
Downtown Line 3)
Hougang MRT
Station (North-
East Line) and the
Hougang Central
Bus Interchange
Pasir Ris MRT
Station (East-
West Line) and
the Pasir Ris Bus
Interchange
Tiong Bahru MRT
Station (East-West
Line)
8 The NLA includes the area of approximately 28,355 sq ft (2,634 sq m) currently used as CSFS space.
9 Waterway Point’s share is based on FCT’s 40% share in SST.
10 This is FCT’s 40% share of revenue and NPI in SST for FY2021.
11 Combined shopper traffic for Northpoint City North Wing and South Wing.
12 These properties were included in FCT’s investment property portfolio after the completion of the acquisition of the remaining 63.11%
interest in AsiaRetail Fund Limited on 27 October 2020. The revenue and the NPI for these properties in FY2021 are for the period
28 October 2020 to 30 September 2021.
54
Property Profiles
Causeway Point
Description
7-storeys retail
(including 1 basement )
and 7 car park floors
(B2, B3 and 2nd - 6th levels)
Address
1 Woodlands Square, Singapore 738099
Net Lettable Area
38,985 square meters
(419,626 square feet)
Car Park Lots
725
Title
99 years leasehold w.e.f 30 Oct 1995
Year Acquired by FCT
2006
Valuation1
$1,312.0 million as at 30 September 2021
Annual Shopper Traffic
18.8 million
(October 2020 – September 2021)
Key Tenants
Metro, Courts, Cold Storage supermarket,
Food Republic, Cathay Cineplexes, Uniqlo
Causeway Point is the largest mall in Woodlands, one of
Singapore’s most populous residential estates. It is located next
to the Woodlands regional bus interchange and the Woodlands
MRT station, which serves as an interchange station for the
existing North-South line and the new Thomson-East Coast line.
The mall has more than 200 stores and food outlets spread
over seven retail levels (including basement level) and offers
shoppers a one-stop shopping and dining experience.
Causeway Point is an award-winning mall for its user-
friendliness, connectivity and safety aspects in its design and
features. The mall is also awarded the Platinum Award in the
BCA’s Green Mark certification scheme for its environmentally
friendly features.
MALL PERFORMANCE HIGHLIGHTS
Financial Year
ended 30 September (S$’million)
FY2021
FY2020
Gross Revenue
Property Expenses
Net Property Income
Committed Occupancy
Shopper Traffic (million)
TOP 10 TENANTS
82.58
21.67
60.91
98.6%
18.8
Increase/
(Decrease)
12.8%
6.7%
15.1%
73.24
20.31
52.93
96.6%*
2.0%-point
21.0
(10.5%)
As at 30 September 2021, Causeway Point has a total of 219
leases (FY2020: 213), excluding vacancy. The total number of
tenants as at 30 September 2021 was 202 (FY2020: 201) and the
key tenants include Metro, Courts, Cold Storage supermarket,
Food Republic, Cathay Cineplexes and Uniqlo, among others.
The top 10 tenants contributed collectively, 37.2% of the mall’s
total GRI (FY2020: 37.2%).
Top 10 Tenants
as at 30 September 2021
Metro (Private) Limited2
Courts (Singapore) Pte Ltd
Dairy Farm Group3
BreadTalk Group4
Cathay Cineplexes Pte Ltd
Uniqlo (Singapore) Pte Ltd
Soo Kee Group5
Hanbaobao Pte Ltd6
Kopitiam Group7
Aspial Corporation8
Total
% of Mall’s GRI
8.1%
6.7%
5.2%
4.8%
3.1%
2.2%
2.0%
1.9%
1.6%
1.6%
37.2%
*
For FY2021: Committed occupancy as at 30 September 2021
For FY2020: Physical occupancy as at 30 September 2020
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55
TRADE SECTOR ANALYSIS
Food & Beverage contributed 32.4% (FY2020: 31.0%) of the mall’s GRI, followed by the Fashion & Accessories at
12.0% (FY2020: 12.6%) and Beauty & Healthcare at 11.9% (FY2020: 11.6%). These three trades accounted for 56.3%
of the mall’s GRI. The breakdown of the trade sector analysis by NLA and GRI is presented below.
Trade Classifications
(in descending order of % rent)
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
Food & Beverage
Fashion & Accessories
Beauty & Healthcare
Department Store
Electrical & Electronics
Information & Technology
Sundry & Services
Leisure & Entertainment
Supermarket & Grocers
Jewellery & Watches
Homeware & Furnishing
Books, Music, Arts & Craft, Hobbies
Sports Apparel & Equipment
Education
Vacant
Total
LEASE EXPIRY PROFILE10
As at 30 September 2021
Number of Leases Expiring
NLA of expiring leases (square feet)
Expiries as % of Mall’s total leased area
Contribution of expiring leases
as % of Mall’s total GRI
By NLA
25.2%
11.2%
8.1%
14.3%
9.0%
3.9%
3.5%
9.3%
5.8%
1.1%
2.0%
3.0%
1.2%
1.1%
1.3%
By GRI9
32.4%
12.0%
11.9%
8.0%
7.1%
5.8%
5.5%
3.8%
3.8%
3.4%
2.1%
1.9%
1.4%
0.9%
0.0%
100.0%
100.0%
FY2022
81
207,512
50.2%
40.8%
FY2023
71
135,001
32.6%
36.4%
FY2024
61
60,728
14.7%
20.2%
FY2025
6
10,393
2.5%
2.6%
Total
219
413,634
100.0%
100.0%
Includes leases for Metro Department Store and Clinique Service Centre.
Includes leases for Cold Storage supermarket, Guardian Pharmacy and 7-Eleven stores.
Includes leases for Food Republic, BreadTalk and Toast Box.
Includes leases for Love Luxury by MoneyMax, SK Gold and SK Jewellery.
1 Valuation done by Jones Lang LaSalle Property Consultants Pte Ltd as at 30 September 2021.
2
3
4
5
6 Operator of McDonald’s restaurants.
7 Operator of Kopitiam food court.
8
9 Excludes gross turnover rent.
10 Based on committed leases as at 30 September 2021; vacant floor area is excluded.
Includes leases for Lee Hwa Jewellery, Gold Heart Jewellery and Maxi-Cash.
56
Property
Profiles
Waterway Point
Description
4-storeys suburban family and lifestyle
shopping mall (including 2 basement levels)
Address
83 Punggol Central, Singapore 828761
Net Lettable Area1
36,170 square meters
(389,335 square feet)
Car Park Lots
622
Title
99 year leasehold title commencing 18 May 2011
Year Acquired by FCT
FCT owns 40.0% stake in SST that owns
Waterway Point, the dates of acquisition are as
follow:
• 331/3% acquired on 11 July 2019
• 62/3% acquired on 18 September 2019
Valuation2
$1,300.0 million
Annual Shopper Traffic
15.2 million
(October 2020 – September 2021)
Key Tenants
NTUC Fairprice Finest, Koufu, Shaw Theatres,
Best Denki, Cotton On
Waterway Point is a 4-storey suburban family and lifestyle
shopping mall located at 83 Punggol Central, Singapore 828761,
the heart of Singapore’s first waterfront eco-town, Punggol. The
mall enjoys direct connectivity to public transportation system
including the Punggol MRT and LRT stations and a temporary
bus interchange. It is also served by major expressways including
Tampines Expressway (TPE) and Seletar Expressway (SLE) which
provide vehicular accessibility to other parts of Singapore.
The mall offers a diverse range of shopping, dining and
entertainment experiences, catering to their necessity and
convenience shopping as well as their leisure needs. Notable
retailers and restaurants at the mall include Uniqlo, Daiso Japan,
Din Tai Fung, Best Denki, and a 24-hour NTUC FairPrice Finest
supermarket. The mall also has a cineplex operated by Shaw
Theatres that features 11 screens, including an IMAX theatre.
FCT holds a 40.0% share in SST, a private trust that holds the
interest in Waterway Point.
Waterway Point is awarded the BCA Universal Design (UD)
GoldPlus and the BCA Green Mark GoldPlus certifications.
MALL PERFORMANCE HIGHLIGHTS
FCT’s share for the period
(S$’million)
Gross Revenue
Property Expenses
Net Property Income
Committed Occupancy
Shopper Traffic (million)
TOP 10 TENANTS
FY2021
FY2020
Increase/
(Decrease)
7.8%
(0.2%)
10.6%
26.21
6.71
19.50
96.0%*
2.4%-point
19.6
(22.4%)
28.26
6.70
21.56
98.4%
15.2
As at 30 September 2021, Waterway Point has a total of 213
leases (FY2020: 202), excluding vacancy. The total number of
tenants as at 30 September 2021 was 192 and the key tenants
include Koufu foodcourt, Shaw Theatres, Best Denki and a
24-hour NTUC FairPrice Finest supermarket, among others.
The top 10 tenants contributed collectively, 26.7% (FY2020:
29.4%) of the mall’s total GRI.
Top 10 Tenants
as at 30 September 2021
NTUC3
Koufu Group
Shaw Theatres Pte Ltd
Breadtalk Group4
Best Denki (Singapore) Pte Ltd
Yum!5
Cotton On Group6
United Overseas Bank Limited
RE & S Group7
Maybank Singapore Limited
Total
% of Mall’s GRI
7.0%
4.4%
3.5%
1.9%
1.8%
1.8%
1.7%
1.6%
1.5%
1.5%
26.7%
*
For FY2021: Committed occupancy as at 30 September 2021
For FY2020: Physical occupancy as at 30 September 2020
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TRADE SECTOR ANALYSIS
Food & Beverage contributed 38.6% (FY2020: 35.9%) of the mall’s GRI, followed by the Beauty & Healthcare trade at
11.6% (FY2020: 12.0%). These two trades accounted for 50.2% of the mall’s GRI. The breakdown of the trade sector
analysis by NLA and GRI is presented below.
Trade Classifications
(in descending order of % rent)
1
2
3
4
5
6
7
8
9
10
11
12
13
14
Food & Beverage
Beauty & Healthcare
Fashion & Accessories
Sundry & Services
Supermarket & Grocers
Books, Music, Arts & Craft, Hobbies
Leisure & Entertainment
Education
Homeware & Furnishing
Information & Technology
Electrical & Electronics
Jewellery & Watches
Sports Apparel & Equipment
Vacant
Total
LEASE EXPIRY PROFILE9
As at 30 September 2021
Number of Leases Expiring
By NLA
29.2%
6.9%
11.1%
7.1%
8.0%
9.3%
9.6%
3.3%
4.1%
1.7%
3.7%
0.8%
1.1%
4.1%
By GRI8
38.6%
11.6%
10.7%
10.6%
6.6%
5.1%
4.0%
2.7%
2.5%
2.5%
2.4%
1.7%
1.0%
0.0%
100.0%
100.0%
FY2022
FY2023
FY2024
FY2025
FY2026
FY2027
and
beyond
96
50
54
7
5
1
Total
213
NLA of expiring leases (square feet)
156,672
57,204
92,531
6,172
48,094
4,750
365,423
Expiries as % of Mall’s total leased area
42.9% 15.6% 25.3%
1.7% 13.2%
1.3% 100.0%
Contribution of expiring leases
as % of Mall’s total GRI
39.4% 19.9% 27.1%
2.3% 10.5%
0.8% 100.0%
Includes leases for FairPrice Finest and Unity Pharmacy.
Includes leases for BreadTalk, Toast Box and Din Tai Fung.
Includes leases for KFC and Pizza Hut.
Includes leases for Cotton On, Cotton On Kids and TYPO.
1 The NLA includes the area of approximately 17,954 square feet (1,668 square meters) currently used as CSFS space.
2 Valuation done by Savills Valuation and Professional Services (S) Pte Ltd as at 30 September 2021.
3
4
5
6
7 Operator of Ichiban Boshi & Kuriya Japanese Market.
8 Excludes gross turnover rent.
9 Based on committed leases as at 30 September 2021; vacant floor area and CSFS leases are excluded.
58
Property
Profiles
Tampines 1
Description
5-storeys with 2 basement levels
Address
10 Tampines Central 1, Tampines 1,
Singapore 529536
Net Lettable Area
24,945 square meters
(268,504 square feet)
Car Park Lots
203
Title
99 years leasehold w.e.f 1 April 1990
Year Acquired by FCT
2020
Valuation1
$762.0 million
Annual Shopper Traffic
14.4 million
(October 2020 – September 2021)
Key Tenants
Cold Storage, Muji, Gain City, Daiso
Tampines 1 is a 5-storey retail mall with 2 basement levels
located next to the Tampines MRT interchange and the
Tampines Bus Interchange at the heart of Tampines, one of the
most populous residential estates and the Eastern regional
centre of Singapore. Tampines 1 offers shoppers and diners
wide selections of F&B, lifestyle, beauty and fashion brands
including household names such as Cold Storage and Daiso.
Tampines 1 draws its shoppers and diners from the populous
residential catchment, commuter traffic and working population
in the Tampines, Simei, Bedok and Pasir Ris regions.
MALL PERFORMANCE HIGHLIGHTS
Financial Year
ended 30 September (S$’million)
Gross Revenue
Property Expenses
Net Property Income
Committed Occupancy
Shopper Traffic (million)
FY2021
41.46
11.66
29.80
97.1%
14.4
Note:
Tampines 1 was included in FCT’s portfolio following the acquisition of the
remaining 63.11% stake in ARF on 27 October 2020. Hence there is no financial
information for the property for FY2020.
TOP 10 TENANTS
As at 30 September 2021, Tampines 1 has a total of 169
leases, excluding vacancy. The total number of tenants as at
30 September 2021 was 158 and the key tenants include Cold
Storage, Muji, Gain City and Daiso, among others. The top 10
tenants contributed collectively 21.2% of the mall’s total GRI.
Top 10 Tenants
as at 30 September 2021
Dairy Farm Group2
Beauty One International3
Muji
Kopitiam Group
RMG Group4
Bank of China Limited
Gain City
United Overseas Bank Ltd
Amore Fitness
6IXTY 8IGHT (Singapore) Pte. Ltd.
Total
% of Mall’s GRI
3.9%
2.2%
2.1%
2.0%
2.0%
1.9%
1.9%
1.9%
1.7%
1.6%
21.2%
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TRADE SECTOR ANALYSIS
Food & Beverage contributed 33.4% of the mall’s GRI, followed by the Beauty & Healthcare trade at 22.7%. These
two trades accounted for 56.1% of the mall’s GRI. The breakdown of the trade sector analysis by NLA and GRI is
presented below.
Trade Classifications
(in descending order of % rent)
1
2
3
4
5
6
7
8
9
10
11
12
13
Food & Beverage
Beauty & Healthcare
Fashion & Accessories
Sundry & Services
Homeware & Furnishing
Supermarket & Grocers
Books, Music, Arts & Craft, Hobbies
Information & Technology
Electrical & Electronics
Jewellery & Watches
Leisure & Entertainment
Sports Apparel & Equipment
Vacant
Total
LEASE EXPIRY PROFILE6
As at 30 September 2021
Number of Leases Expiring
By NLA
23.0%
18.0%
14.5%
6.2%
8.5%
5.5%
2.3%
2.6%
2.6%
0.4%
3.0%
0.8%
12.6%
100.0%
FY2022
FY2023
FY2024
FY2025
FY2026
61
41
55
11
0
0
0.0%
0.0%
By GRI5
33.4%
22.7%
15.3%
8.7%
6.0%
4.2%
2.9%
2.1%
1.9%
1.2%
1.1%
0.5%
0.0%
100.0%
FY2027
and
beyond
1
Total
169
12,810
260,765
4.9% 100.0%
2.6% 100.0%
NLA of expiring leases (square feet)
93,859
38,392
79,320
36,384
Expiries as % of Mall’s total leased area
36.0% 14.7% 30.4% 14.0%
Contribution of expiring leases
as % of Mall’s total GRI
33.6% 17.3% 35.2% 11.3%
Includes lease for Shakura Pigmentation Beauty, London Weight Management and New York Skin Solutions.
1 Valuation done by Savills Valuation and Professional Services (S) Pte Ltd as at 30 September 2021.
2 Operator of Cold Storage supermarket.
3
4 Operator of Raffles Medical clinic.
5 Excludes gross turnover rent.
6 Based on committed leases as at 30 September 2021; vacant floor area is excluded.
60
Property
Profiles
Northpoint City
North Wing and
Yishun 10 Retail Podium
NORTHPOINT CITY NORTH WING
Description
6-storeys retail (including 2 basement levels)
and 3 levels of car park (B1 - B3)
Address
930 Yishun Avenue 2, Northpoint,
Singapore 769098
Net Lettable Area1
21,356 square meters
(229,870 square feet)
Car Park Lots
224
Title
99 years leasehold w.e.f 1 April 1990
Year Acquired by FCT
2006 (Northpoint 1), 2010 (Northpoint 2)
Valuation2
$771.5 million as at 30 September 2021
Annual Shopper Traffic
43.0 million3
(October 2020 – September 2021)
Key Tenants
Kopitiam food court, Cold Storage supermarket,
OCBC Bank, United Overseas Bank, MayBank,
McDonald’s restaurant and Popular bookstore
YISHUN 10 RETAIL PODIUM
Description
10 retail units on the first storey in a cinema
complex with basement carpark
Address
51 Yishun Central 1, Yishun 10,
Singapore 768794
Net Lettable Area
961 square meters
(10,344 square feet)
Title
99 years leasehold w.e.f 1 April 1990
Year Acquired by FCT
2016
Valuation4
$33.0 million
Key Tenants
Sri Murugan Supermarket, Arnold’s Fried Chicken,
Komala’s @ Yishun 10
Northpoint City North Wing is FCT’s fourth largest property by
NLA after Causeway Point. It is seamlessly integrated with the
Northpoint City South Wing (owned by FCT’s sponsor, Frasers
Property Limited and TCC Prosperity Limited) to form Northpoint
City, with over 400 F&B and retailers spread over more than
500,000 square feet of space.
Northpoint City North Wing offers six retail levels of retail
and services (including two basement levels). Key tenants at
Northpoint City North Wing include Kopitiam food court, Cold
Storage supermarket, OCBC Bank, United Overseas Bank,
MayBank, McDonald’s restaurant and Popular bookstore. The
mall enjoys high shopper traffic flow from the surrounding
residential estate, schools and the commuters from Yishun bus
interchange which is connected to the mall.
FCT also owns the ground floor retail of Yishun 10, a strata-titled
retail development located next to Northpoint City North Wing.
MALL PERFORMANCE HIGHLIGHTS
Financial Year
ended 30 September (S$’million)
FY2021
FY2020
Gross Revenue
Property Expenses
Net Property Income
50.84
13.10
37.74
44.40
12.87
31.53
Increase/
(Decrease)
14.5%
1.8%
19.7%
Committed Occupancy
100.0%
95.0%*
5%-point
Shopper Traffic (million)
43.0
46.9
(8.3%)
TOP 10 TENANTS
(Northpoint City North Wing and Yishun 10 Retail Podium)
As at 30 September 2021, Northpoint City North Wing and
Yishun 10 Retail Podium has a total of 180 leases (FY2020: 167).
The total number of tenants as at 30 September 2021 was 178
and the key tenants include Kopitiam food court, Cold Storage
supermarket, OCBC Bank, United Overseas Bank, MayBank, Soo
Kee Jewellery, Cotton On, McDonald’s restaurant and Popular
bookstore, among others. The top 10 tenants contributed
collectively 28.9% of the total GRI (FY2020: 30.3%).
Top 10 Tenants
as at 30 September 2021
Kopitiam Group5
Dairy Farm Group6
Oversea-Chinese Banking Corporation Ltd
United Overseas Bank Ltd
Malayan Banking Berhad
Soo Kee Group
Maxim’s Group7
Cotton On Group
Hanbaobao Pte Ltd8
Popular Group
Total
% of Mall’s GRI
6.4%
5.7%
3.1%
2.6%
2.2%
1.9%
1.9%
1.8%
1.7%
1.6%
28.9%
*
For FY2021: Committed occupancy as at 30 September 2021
For FY2020: Physical occupancy as at 30 September 2020
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61
TRADE SECTOR ANALYSIS
(Northpoint City North Wing and Yishun 10 Retail Podium)
Food & Beverage contributed 41.4%, (FY2020: 41.0%) of the mall’s gross rental income, followed by the Sundry &
Services at 13.1% (FY2020: 12.9%) and Beauty & Healthcare at 12.7% (FY2020: 12.9%). These three trades accounted
for 67.2% of the mall’s GRI. The breakdown of the trade sector analysis by NLA and GRI is presented below.
Trade Classifications
(in descending order of % rent)
1
2
3
4
5
6
7
8
9
10
11
12
13
Food & Beverage
Sundry & Services
Beauty & Healthcare
Fashion & Accessories
Supermarket & Grocers
Jewellery & Watches
Books, Music, Art & Craft, Hobbies
Education
Information & Technology
Homeware & Furnishing
Sports Apparel & Equipment
Leisure & Entertainment
Vacant
Total
LEASE EXPIRY PROFILE10
As at 30 September 2021
Number of Leases Expiring
NLA of expiring leases (square feet)
Expiries as % of Mall’s total leased area
Contribution of expiring leases
as % of Mall’s total GRI
By NLA
36.1%
7.7%
9.9%
7.9%
10.5%
1.4%
5.6%
11.1%
2.5%
2.4%
2.3%
2.3%
0.3%
By GRI9
41.4%
13.1%
12.7%
10.4%
5.8%
3.3%
3.1%
2.7%
2.2%
2.2%
2.0%
1.1%
0.0%
100.0%
100.0%
FY2022
FY2023
FY2024
FY2025
FY2026
49
56
64
9
60,364
49,328
74,439
14,459
26.3% 21.5% 32.4%
25.3% 30.0% 34.3%
6.3%
7.7%
1
9,871
4.3%
1.5%
FY2027 and
beyond
1
Total
180
21,248
229,709
9.2% 100.0%
1.2% 100.0%
1 The NLA includes the area of approximately 31,753 square feet (2,950 square meters) currently used as CSFS space.
2 Valuation done by Jones Lang LaSalle Property Consultants Pte Ltd as at 30 September 2021.
3 Refers to the total shopper traffic for both Northpoint City North Wing (owned by FCT) and South Wing (partly owned by Frasers Property Limited).
4 Valuation done by Jones Lang LaSalle Property Consultants Pte Ltd as at 30 September 2021.
5 Operator of Kopitiam food court.
6
7
8 Operator of McDonald's Restaurant.
9 Excludes gross turnover rent.
10 Based on committed leases as at 30 September 2021; vacant floor area and CSFS leases are excluded, for both Northpoint City North Wing and
Includes leases for Cold Storage supermarket, Guardian Pharmacy and 7-Eleven stores.
Includes leases for Genki Sushi and Starbucks stores.
Yishun 10 Retail Podium.
62
Property
Profiles
Tiong Bahru Plaza
Description
4-storeys retail building
with 3 basement levels
Address
302 Tiong Bahru Road, Tiong Bahru Plaza,
Singapore 168732
Net Lettable Area
19,947 square meters
(214,708 square feet)
Car Park Lots
Total of 338 carpark lots are shared between
Tiong Bahru Plaza and Central Plaza
Title
99-year leasehold title w.e.f from 1 September 1991
Year Acquired by FCT
2020
Valuation1
$654.0 million as at 30 September 2021
Annual Shopper Traffic
11.6 million
(October 2020 – September 2021)
Key Tenants
Uniqlo, Challenger, Golden Village, Kopitiam
and NTUC FairPrice Finest
Tiong Bahru Plaza is located in the charming Tiong Bahru
estate with rich local heritage. The mall is near the city area
and is easily accessible through public transport as it is directly
connected to the Tiong Bahru MRT station on the East-West line
and a public bus station which is served by many public bus
routes.
The mall offers a wide variety of retail, grocery, entertainment
and F&B options for shoppers and diners. It draws its shoppers
from the immediate residential catchment residing in the Tiong
Bahru, Bukit Merah, Redhill estates, as well as the working and
student population in the vicinity and the adjacent office, Central
Plaza. Key retailers and F&B establishments include Uniqlo,
Challenger, Golden Village, Kopitiam and NTUC FairPrice Finest.
Tiong Bahru Plaza has undergone several asset enhancement
and refurbishment works and the last major refurbishment was
completed in December 2016.
MALL PERFORMANCE HIGHLIGHTS
Financial Year
ended 30 September (S$’million)
Gross Revenue
Property Expenses
Net Property Income
Committed Occupancy
Shopper Traffic (million)
FY2021
36.27
9.19
27.08
98.3%
11.6
Note:
Tiong Bahru Plaza was included in FCT’s portfolio following the acquisition of the
remaining 63.11% stake in ARF on 27 October 2020. Hence there is no financial
information for the property for FY2020.
TOP 10 TENANTS
As at 30 September 2021, Tiong Bahru Plaza has a total of 150
leases. The total number of tenants as at 30 September 2021
was 136 and the key tenants include Uniqlo, Challenger, Golden
Village, Kopitiam and NTUC FairPrice Finest, among others. The
top 10 tenants contributed collectively 28.8% of the total GRI.
Top 10 Tenants
as at 30 September 2021
NTUC
Kopitiam Group2
Beauty One International3
Golden Village
United Overses Bank Limited
Hanbaobao Pte Ltd4
DBS Bank Ltd
Jean Yip Group5
Oversea-Chinese Banking Corporation Ltd
Watson’s Personal Care Stores Pte Ltd
Total
% of Mall’s GRI
5.0%
4.8%
3.4%
3.1%
2.3%
2.3%
2.1%
2.0%
2.0%
1.8%
28.8%
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TRADE SECTOR ANALYSIS
Food & Beverage contributed 39.0% of the mall’s GRI, followed by the Beauty & Healthcare trade at 20.6% and
Sundry & Services trade at 10.8%. These three trades accounted for 70.4% of the mall’s GRI. The breakdown of the
trade sector analysis by NLA and GRI is presented below.
Trade Classifications
(in descending order of % rent)
1
2
3
4
5
6
7
8
9
10
11
12
13
Food & Beverage
Beauty & Healthcare
Sundry & Services
Fashion & Accessories
Supermarket & Grocers
Leisure & Entertainment
Information & Technology
Education
Jewellery & Watches
Homeware & Furnishing
Books, Music, Arts & Craft, Hobbies
Sports Apparel & Equipment
Vacant
Total
LEASE EXPIRY PROFILE5
As at 30 September 2021
Number of Leases Expiring
NLA of expiring leases (square feet)
Expiries as % of Mall’s total leased area
Contribution of expiring leases
as % of Mall’s total GRI
By NLA
29.9%
16.4%
7.7%
10.8%
7.5%
10.5%
3.6%
3.6%
0.8%
3.3%
2.3%
1.1%
2.5%
By GRI
39.0%
20.6%
10.8%
9.5%
5.0%
4.3%
3.1%
2.2%
2.1%
1.4%
1.4%
0.6%
0.0%
100.0%
100.0%
FY2022
FY2023
FY2024
FY2025
FY2026
72
69,882
33.1%
40.5%
33
70,046
33.2%
28.4%
39
61,479
29.1%
26.4%
4
2,886
1.4%
1.4%
2
6,782
3.2%
3.3%
Total
150
211,075
100.0%
100.0%
Includes leases for Yun Nam Hair Care, New York Skin Solutions, London Weight Management and Dorra Slimming.
1 Valuation done by Savills Valuation and Professional Services (S) Pte Ltd as at 30 September 2021
2 Operator of Kopitiam food court.
3
4 Operator of McDonald’s restaurants.
5
Includes leases for Jean Yip salon and Cheryl W Wellness & Weight Management.
6 Based on committed leases as at 30 September 2021; vacant floor area is excluded.
64
Property
Profiles
Century Square
Description
5-storeys with 3 basement levels
Address
2 Tampines Central 5, Century Square,
Singapore 529509
Net Lettable Area1
19,629 square meters
(211,283 square feet)
Car Park Lots
298
Century Square is a 5-storey retail mall with 3 basement
levels located in the heart of Tampines Central and is in close
proximity to the Tampines MRT interchange and the Tampines
Bus Interchange. The mall draws its shopper traffic from the
populous residential catchment, commuter traffic and working
population in the Tampines, Simei, Bedok and Pasir Ris regions.
The mall completed an extensive asset enhancement and
refurbishment works in May 2018. The rejuvenated Century
Square showcases curated offers, new-to-market concepts
with exciting brands to complement the larger Tampines retail
ecosystem. Shoppers can enjoy a wide array of family-friendly
services and activity spaces such as larger nursing rooms, family
car park lots, roof deck with communal spaces, 24-hour gym
and National Library Board’s first-of-its-kind virtual library in a
mall at Level 4. The key tenants at the mall include Filmgarde
Cineplex, PRIME Food & Grocer, The Food Market, Hai Di Lao
Hotpot and Gymmboxx.
Title
99 years leasehold w.e.f 1 September 1992
MALL PERFORMANCE HIGHLIGHTS
Year Acquired by FCT
2020
Valuation2
$574.0 million
Annual Shopper Traffic
10.2 million
(October 2020 – September 2021)
Financial Year
ended 30 September (S$’million)
Gross Revenue
Property Expenses
Net Property Income
Committed Occupancy
Shopper Traffic (million)
FY2021
30.95
6.59
24.36
91.8%
10.2
Key Tenants
Filmgarde Cineplex, PRIME Food & Grocer,
The Food Market, Hai Di Lao Hotpot, Gymmboxx
Note:
Century Square was included in FCT’s portfolio following the acquisition of the
remaining 63.11% stake in ARF on 27 October 2020. Hence there is no financial
information for the property for FY2020.
TOP 10 TENANTS
As at 30 September 2021, Century Square has a total of 136
leases, excluding vacancy. The total number of tenants as
at 30 September 2021 was 124 and the key tenants include
Filmgarde Cineplex, PRIME Food & Grocer, The Food Market, Hai
Di Lao Hotpot, Gymmboxx, among others. The top 10 tenants
contributed collectively 32.2% of the mall’s total GRI.
Top 10 Tenants
as at 30 September 2021
Breadtalk Group3
Prime Supermarket
Singapore Hai Di Lao Dining Pte. Ltd.
Hansfort Investment Pte. Ltd.4
Foot Locker Singapore Pte. Ltd.
Gymmboxx
Mr D.I.Y.
Jean Yip Group5
Sia Huat6
Lao Huo Tang Group
Total
% of Mall’s GRI
6.8%
6.7%
3.1%
3.1%
2.7%
2.3%
2.3%
1.8%
1.7%
1.7%
32.2%
Contents
Overview
Business
Review
Asset
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Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
65
TRADE SECTOR ANALYSIS
Food & Beverage contributed 36.6% of the mall’s GRI, followed by the Beauty & Healthcare trade at 16.7%. These
two trades accounted for 53.3% of the mall’s GRI. The breakdown of the trade sector analysis by NLA and GRI is
presented below.
Trade Classifications
(in descending order of % rent)
1
2
3
4
5
6
7
8
9
10
11
12
13
14
Food & Beverage
Beauty & Healthcare
Fashion & Accessories
Homeware & Furnishing
Supermarket & Grocers
Leisure & Entertainment
Education
Sports Apparel & Equipment
Sundry & Services
Information & Technology
Books, Music, Arts & Craft, Hobbies
Jewellery & Watches
Electrical & Electronics
Vacant
Total
LEASE EXPIRY PROFILE8
As at 30 September 2021
Number of Leases Expiring
NLA of expiring leases (square feet)
Expiries as % of Mall’s total leased area
Contribution of expiring leases
as % of Mall’s total GRI
By NLA
25.4%
12.9%
6.5%
11.6%
8.9%
9.5%
5.0%
2.4%
2.4%
0.9%
2.0%
0.5%
0.3%
11.7%
100.0%
By GRI7
36.6%
16.7%
11.3%
9.0%
8.2%
4.5%
3.3%
3.0%
2.4%
1.9%
1.5%
1.2%
0.4%
0.0%
100.0%
FY2022
41
51,930
27.9%
23.4%
FY2023
29
62,068
33.4%
26.0%
FY2024
56
59,962
32.2%
41.9%
FY2025
10
12,105
6.5%
8.7%
Total
136
186,065
100.0%
100.0%
1 The NLA includes the area of approximately 8,547 square feet (794 square metres) currently used as CSFS space.
2 Valuation done by Savills Valuation and Professional Services (S) Pte Ltd as at 30 September 2021.
3 Operator of The Food Market.
4 Operator of Filmgarde Cineplex.
5 Operator of Oriental Hair Solutions.
6 Operator of Tott.
7 Excludes gross turnover rent.
8 Based on committed leases as at 30 September 2021; vacant floor area and CSFS leases are excluded.
66
Property
Profiles
Changi City Point
Description
3 storeys of retail
(including 1 basement level)
Address
5 Changi Business Park Central 1,
Changi City Point, Singapore 486038
Net Lettable Area1
19,361 square meters
(208,399 square feet)
Car Park Lots
6272
Changi City Point is located in Changi Business Park, directly
connected to the Singapore Expo MRT station and near one
of Singapore’s largest convention and exhibition venues, The
Singapore Expo. The mall offers diverse shopping and dining
experience especially for the working population in Changi
Business Park; residents in nearby precincts such as Tampines,
Bedok and Simei; and the visitors to the Singapore Expo. Changi
City Point features fashion and sports retailers including Uniqlo,
Nike Factory Store, Timberland, Adidas, Asics Factory Outlet,
New Balance, Puma Outlet, Liv Activ and many other outlets
stores.
Shoppers can also do their grocery shopping at the NTUC
Finest supermarket. The restaurants at the mall include Jollibee,
Ichiban Sushi, Han’s and the Kopitiam food court. Families can
also enjoy the landscaped rooftop garden that features a wet
and dry children’s playground.
MALL PERFORMANCE HIGHLIGHTS
Title
60 years leasehold w.e.f 30 Apr 2009
Financial Year
ended 30 September (S$’million)
FY2021
FY2020
Year Acquired by FCT
2014
Valuation3
$325.0 million
Annual Shopper Traffic
6.4 million
(October 2020 – September 2021)
Key Tenants
Kopitiam food court, Uniqlo, Nike,
Challenger and NTUC Fairprice Finest
Gross Revenue
Property Expenses
Net Property Income
Committed Occupancy
Shopper Traffic (million)
TOP 10 TENANTS
22.39
8.96
13.43
94.7%
6.4
Increase/
(Decrease)
3.0%
3.8%
2.5%
21.73
8.63
13.10
90.4%*
4.3%-point
9.1
(29.7%)
As at 30 September 2021, Changi City Point has a total of 134
leases (FY2020: 123), excluding vacancy. The total number of
tenants as at 30 September 2021 was 123 and the key tenants
include Kopitiam food court, Nike, Challenger and Uniqlo,
among others. The top 10 tenants contributed collectively 28.3%
of the mall’s total GRI (FY2020: 31.9%).
Top 10 Tenants
as at 30 September 2021
Kopitiam Group4
NIKE Global Trading B.V.
Tung Lok Signature (2006) Pte Ltd
Challenger Group
Golden Beeworks5
RE & S Group6
Daiso Singapore Pte. Ltd.
Wing Tai Group7
Uniqlo (Singapore) Pte Ltd
NTUC
Total
% of Mall’s GRI
9.5%
2.5%
2.3%
2.2%
2.1%
2.1%
2.0%
2.0%
1.9%
1.7%
28.3%
*
For FY2021: Committed occupancy as at 30 September 2021
For FY2020: Physical occupancy as at 30 September 2020
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67
TRADE SECTOR ANALYSIS
Food & Beverage contributed 54.1%, (FY2020: 55.7%) of the mall’s GRI, followed by the Fashion & Accessories
trade at 20.5% (FY2020: 18.3%). These two trades accounted for 74.6% of the mall’s GRI. The breakdown of the
trade sector analysis by NLA and GRI is presented below.
Trade Classifications
(in descending order of % rent)
1
2
3
4
5
6
7
8
9
10
11
Food & Beverage
Fashion & Accessories
Sports Apparel & Equipment
Beauty & Healthcare
Information & Technology
Supermarket & Grocers
Homeware & Furnishing
Sundry & Services
Leisure & Entertainment
Jewellery & Watches
Vacant
Total
LEASE EXPIRY PROFILE8
As at 30 September 2021
Number of Leases Expiring
NLA of expiring leases (square feet)
Expiries as % of Mall’s total leased area
Contribution of expiring leases
as % of Mall’s total GRI
By NLA
39.6%
19.2%
13.6%
3.3%
3.3%
6.9%
5.0%
1.8%
0.7%
0.1%
6.5%
100.0%
FY2022
59
91,232
47.0%
45.5%
FY2023
33
45,437
23.4%
25.1%
FY2024
36
40,970
21.1%
24.1%
FY2025
6
16,545
8.5%
5.3%
By GRI
54.1%
20.5%
10.4%
4.4%
3.3%
2.7%
2.1%
2.0%
0.3%
0.2%
0.0%
100.0%
Total
134
194,184
100.0%
100.0%
1 The NLA includes the area of approximately 3,391 square feet (315 square meters) currently used as CSFS space.
2 The car park lots are shared between Changi City Point, Capri By Fraser and ONE@Changi City.
3 Valuation done by Jones Lang LaSalle Property Consultants Pte Ltd as at 30 September 2021.
4 Operator of Kopitiam food court.
5 Operator of Jollibee restaurant.
6 Operator of Ichiban Sushi restaurant.
7
8 Based on committed leases as at 30 September 2021; vacant floor area and CSFS leases are excluded.
Includes leases for Adidas, Cath Kidston and G2000 outlets.
68
Property
Profiles
Hougang Mall
Description
5-storeys with 2 basement levels
Address
90 Hougang Avenue 10, Hougang Mall,
Singapore 538766
Net Lettable Area1
15,386 square meters
(165,615 square feet)
Car Park Lots
152
Title
99 years leasehold w.e.f 1 May 1994
Year Acquired by FCT
2020
Valuation2
$432.0 million
Annual Shopper Traffic
8.9 million
(October 2020 – September 2021)
Key Tenants
NTUC FairPrice, Cheng San Community Library,
Mei Shi Mei Ke by Kopitiam, Harvey Norman
and Popular Bookstore
Hougang Mall is a 5-storey retail mall with 2 basement levels
located near the Hougang MRT station and the Hougang Central
Bus Interchange. The mall is popular with the residents and
the communities of Hougang, Kovan and even Sengkang and
Buangkok which are residential estates further afield.
The mall offers a wide selection of daily necessities and
essential services such as supermarket, food court, home
furnishing retailers and clinics. Some notable brands and
services in the mall include Harvey Norman, Popular Bookstore
and the Cheng San Community Library.
MALL PERFORMANCE HIGHLIGHTS
Financial Year
ended 30 September (S$’million)
Gross Revenue
Property Expenses
Net Property Income
Committed Occupancy
Shopper Traffic (million)
FY2021
26.64
8.38
18.26
97.8%
8.9
Note:
Hougang Mall was included in FCT’s portfolio following the acquisition of the
remaining 63.11% stake in ARF on 27 October 2020. Hence there is no financial
information for the property for FY2020.
TOP 10 TENANTS
As at 30 September 2021, Hougang Mall has a total of 126
leases, excluding vacancy. The total number of tenants as at 30
September 2021 was 118 and the key tenants include NTUC
FairPrice, Cheng San Community Library, Mei Shi Mei Ke by
Kopitiam, Harvey Norman and Popular Bookstore, among others.
The top 10 tenants contributed collectively 35.0% of the mall’s
total GRI.
Top 10 Tenants
as at 30 September 2021
NTUC3
Kopitiam Group4
Yum!5
Pertama Merchandising Pte Ltd6
Hanbaobao Pte Ltd7
Oversea-Chinese Banking Corporation Ltd
Cotton On Group
Soo Kee Group8
Popular Group
United Overseas Bank Limited
Total
% of Mall’s GRI
9.4
5.6
3.8
3.2
3.0
2.5
2.0
1.9
1.8
1.8
35.0%
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TRADE SECTOR ANALYSIS
Food & Beverage contributed 36.4% of the mall’s GRI, followed by the Beauty and Healthcare trade at 13.6%. These
two trades accounted for 50.0% of the mall’s GRI. The breakdown of the trade sector analysis by NLA and GRI is
presented below.
Trade Classifications
(in descending order of % rent)
1
2
3
4
5
6
7
8
9
10
11
12
13
Food & Beverage
Beauty & Healthcare
Fashion & Accessories
Sundry & Services
Supermarket & Grocers
Electrical & Electronics
Education
Jewellery & Watches
Books, Music, Arts & Craft, Hobbies
Homeware & Furnishing
Information & Technology
Leisure & Entertainment
Vacant
Total
LEASE EXPIRY PROFILE10
As at 30 September 2021
Number of Leases Expiring
NLA of expiring leases (square feet)
Expiries as % of Mall’s total leased area
Contribution of expiring leases
as % of Mall’s total GRI
By NLA
28.2%
11.0%
10.3%
8.6%
14.1%
5.8%
6.8%
1.3%
4.9%
2.1%
2.7%
2.0%
2.2%
By GRI9
36.4%
13.6%
13.1%
10.0%
8.7%
3.6%
3.5%
3.2%
3.2%
2.1%
1.8%
0.8%
0.0%
100.0%
100.0%
FY2022
42
43,028
29.3%
29.7%
FY2023
36
33,069
22.6%
22.0%
FY2024
47
70,135
47.9%
47.9%
FY2025
1
290
0.2%
0.4%
Total
126
146,522
100.0%
100.0%
Includes leases for KFC and Pizza Hut outlets.
Includes leases for NTUC Fairprice and Unity Pharmacy.
1 The NLA includes the area of approximately 15,767 square feet (1,465 square metres) currently used as CSFS space.
2 Valuation done by Savills Valuation and Professional Services (S) Pte Ltd as at 30 September 2021.
3
4 Operator of Mei Shi Mei Ke food court.
5
6 Operator of Harvey Norman.
7 Operator of Mcdonald’s restaurants.
8
9 Excludes gross turnover rent.
10 Based on committed leases as at 30 September 2021; vacant floor area and CSFS leases are excluded.
Includes leases for SK Jewellery & Money Max.
70
Property
Profiles
White Sands
Description
5-storeys with 3 basement levels
Address
1 Pasir Ris Central Street 3, White Sands,
Singapore 518457
Net Lettable Area1
13,970 square meters
(150,375 square feet)
Car Park Lots
187
Title
99 years leasehold w.e.f 1 May 1993
Year Acquired by FCT
2020
Valuation2
$428.0 million
Annual Shopper Traffic
7.5 million
(October 2020 – September 2021)
Key Tenants
NTUC FairPrice, Cookhouse by Koufu,
Popular bookstore, McDonald’s
White Sands is located in Pasir Ris, a residential estate in
the Eastern region of Singapore. Located within a growing
residential catchment and next to the Pasir Ris MRT Station
and the Pasir Ris Bus Interchange, White Sands fulfills the daily
needs of its catchment residents. It is a convenient destination
for their necessity shopping, essential services, lifestyle and
entertainment needs. The mall is also a favourite stopover for
National Servicemen en route their journey to and from the
Pulau Tekong military training camp. The key tenants at the
mall include NTUC FairPrice, Cookhouse by Koufu, Popular
bookstore and McDonald’s. White Sands underwent a major
asset enhancement and refurbishment works which was
completed in the first quarter of 2016. The enhancement to
physical real estate and refresh of tenant mix strengthened the
competitive positioning of the mall.
MALL PERFORMANCE HIGHLIGHTS
Financial Year
ended 30 September (S$’million)
Gross Revenue
Property Expenses
Net Property Income
Committed Occupancy
Shopper Traffic (million)
FY2021
25.45
7.57
17.88
95.4%
7.5
Note:
White Sands was included in FCT’s portfolio following the acquisition of the
remaining 63.11% stake in ARF on 27 October 2020. Hence there is no financial
information for the property for FY2020.
TOP 10 TENANTS
As at 30 September 2021, White Sands has a total of 132
leases, excluding vacancy. The total number of tenants as at 30
September 2021 was 118 and the key tenants include NTUC
FairPrice, Cookhouse by Koufu, Popular bookstore, McDonald’s,
among others. The top 10 tenants contributed collectively 32.5%
of the mall’s total GRI.
Top 10 Tenants
as at 30 September 2021
NTUC3
Koufu Group4
Beauty One International5
Hanbaobao Pte Ltd6
Oversea-Chinese Banking Corporation Ltd
Watson’s Personal Care Stores Pte Ltd
DBS Bank Ltd
Yum!7
Minor Group8
Dairy Farm Group9
Total
% of Mall’s GRI
9.1%
4.4%
4.0%
3.3%
2.5%
2.1%
2.1%
1.9%
1.6%
1.5%
32.5%
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71
TRADE SECTOR ANALYSIS
Food & Beverage contributed 38.7% of the mall’s GRI, followed by the Beauty & Healthcare trade at 20.7%. These
two trades accounted for 59.4% of the mall’s GRI. The breakdown of the trade sector analysis by NLA and GRI is
presented below.
Trade Classifications
(in descending order of % rent)
1
2
3
4
5
6
7
8
9
10
11
12
13
Food & Beverage
Beauty & Healthcare
Sundry & Services
Fashion & Accessories
Supermarket & Grocers
Education
Books, Music, Arts & Craft, Hobbies
Homeware & Furnishing
Sports Apparel & Equipment
Information & Technology
Leisure & Entertainment
Jewellery & Watches
Vacant
Total
LEASE EXPIRY PROFILE11
As at 30 September 2021
Number of Leases Expiring
NLA of expiring leases (square feet)
Expiries as % of Mall’s total leased area
Contribution of expiring leases
as % of Mall’s total GRI
By NLA
31.1%
16.6%
9.6%
9.3%
13.5%
4.4%
3.3%
2.4%
1.2%
1.3%
0.6%
0.2%
6.5%
By GRI10
38.7%
20.7%
11.1%
10.8%
8.2%
3.2%
2.1%
2.0%
1.2%
1.2%
0.4%
0.4%
0.0%
100.0%
100.0%
FY2022
FY2023
FY2024
FY2025
FY2026
53
50,604
41.3%
37.3%
35
37,970
30.9%
27.7%
30
25,848
21.1%
26.6%
12
7,400
6.0%
7.4%
2
884
0.7%
1.0%
Total
132
122,706
100.0%
100.0%
1 The NLA includes the area of approximately 21,744 square feet (2,020 square metres) currently used as Community Sports Facilities Scheme (CSFS)
space.
Includes leases for NTUC Fairprice and Unity Pharmacy.
Includes leases for Cookhouse by Koufu and R&B Tea.
Includes leases for New York Skin Solutions, Dorra Slimming and Victoria Facelift.
2 Valuation done by Savills Valuation and Professional Services (S) Pte Ltd as at 30 September 2021.
3
4
5
6 Operator of McDonald’s restaurants.
7 Operator of KFC outlet.
8
9 Operator of Guardian Pharmacy.
10 Excludes gross turnover rent.
11 Based on committed leases as at 30 September 2021; vacant floor area and CSFS leases are excluded.
Includes leases for Xin Wang Hong Kong Cafe and Poulet.
72
Property
Profiles
Central Plaza
Description
20-storeys office building
with 3 basement levels
Address
298 Tiong Bahru Road, Central Plaza,
Singapore 168730
Net Lettable Area1
16,036 square meters
(172,607 square feet)
Car Park Lots
Total of 338 carpark lots are shared between
Tiong Bahru Plaza and Central Plaza
Title
99-year leasehold title w.e.f from 1 September 1991
Year Acquired by FCT
2020
Valuation2
$215.0 million as at 30 September 2021
Key Tenants
NETS, Nippon Steel Engineering, Kyocera Asia
Pacific and National Council of Social Service
Central Plaza is a 20-storey office building with a total net
lettable space of approximately 173,000 square feet. Central
Plaza is the office component of the mixed development
comprising the shopping mall Tiong Bahru Plaza and Central
Plaza. Central Plaza is directly connected to Tiong Bahru Plaza
and both share a common car park with 338 parking lots. Being
near to the Central Business District, it offers excellent location
advantage that is complemented with connection to public
transport system and the amenities of an adjacent shopping
mall.
PERFORMANCE HIGHLIGHTS
Financial Year
ended 30 September (S$’million)
Gross Revenue
Property Expenses
Net Property Income
Committed Occupancy
FY2021
10.90
3.35
7.55
91.8%
Note:
Central Plaza was included in FCT’s portfolio following the acquisition of the
remaining 63.11% stake in ARF on 27 October 2020. Hence there is no financial
information for the property for FY2020.
TOP 10 TENANTS
As at 30 September 2021, Central Plaza has a total of 21 leases.
The total number of office tenants as at 30 September 2021 was
21 and the key tenants include NETS, Nippon Steel Engineering,
Kyocera Asia Pacific and National Council of Social Service
among others. The top 10 tenants contributed collectively 83.2%
of the total GRI.
Top 10 Tenants
as at 30 September 2021
NETS
National Council of Social Service
Nippon Steel Engineering Co., Ltd.
Kyocera Asia Pacific
Interplex Precision Technology (Singapore) Pte. Ltd.
Molnlycke Health Care Asia-Pacific Pte Ltd
BGC Group Pte. Ltd.
Prive Jewel Pte. Ltd.
Agency For Integrated Care Pte. Ltd.
Blujay Solutions Pte. Ltd.
Total
% of Mall’s GRI3
24.2%
16.9%
8.1%
7.6%
7.0%
5.2%
5.0%
3.7%
2.8%
2.7%
83.2%
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LEASE EXPIRY PROFILE4
As at 30 September 2021
Number of Leases Expiring
NLA of expiring leases (square feet)
Expiries as % of Mall’s total leased area
Contribution of expiring leases
as % of Mall’s total GRI
FY2022
FY2023
FY2024
FY2025
8
78,320
59.1%
58.8%
5
24,863
18.8%
19.3%
7
27,903
21.1%
20.9%
1
1,314
1.0%
1.0%
Total
21
132,400
100.0%
100.0%
1 The NLA includes the area of approximately 28,355 square feet (2,634 square meters) currently used as Community Sports Facilities Scheme
(CSFS) space.
2 Valuation done by Savills Valuation and Professional Services (S) Pte Ltd as at 30 September 2021.
3 Excludes gross turnover rent.
4 Based on committed leases as at 30 September 2021; vacant floor area and CSFS leases are excluded.
74
Property
Directory
CAUSEWAY POINT
Address:
1 Woodlands Square
Singapore 738099
Telephone:
(65) 6894 2237
HOUGANG MALL
Address:
90 Hougang Avenue 10
Singapore 538766
Telephone:
(65) 6488 9617
TIONG BAHRU PLAZA
Address:
302 Tiong Bahru Road
Singapore 168732
Telephone:
(65) 6276 4686
Mall website:
https://www.causewaypoint.com.sg
Mall website:
https://www.hougangmall.com.sg
Mall website:
https://www.tiongbahruplaza.com.sg
CENTURY SQUARE
Address:
2 Tampines Central 5
Singapore 529509
Telephone:
(65) 6789 6261
Mall website:
https://www.centurysquare.com.sg
CHANGI CITY POINT
Address:
5 Changi Business Park Central 1
Singapore 486038
Telephone:
(65) 6511 1088
Mall website:
https://www.changicitypoint.com.sg
NORTHPOINT CITY NORTH WING
Address:
930 Yishun Avenue 2
Singapore 769098
CENTRAL PLAZA
Address:
298 Tiong Bahru Road,
Singapore 168730
YISHUN 10 RETAIL PODIUM
Address:
51 Yishun Central 1, Yishun 10
Singapore 768794
WATERWAY POINT
Address:
83 Punggol Central
Singapore 828761
Telephone:
(65) 6754 2300
Telephone:
(65) 6812 7300
Mall website:
https://www.northpointcity.com.sg
Mall website:
https://www.waterwaypoint.com.sg
TAMPINES 1
Address:
10 Tampines Central 1
Singapore 529536
Telephone:
(65) 6572 5522
WHITE SANDS
Address:
1 Pasir Ris Central Street 3
Singapore 518457
Telephone:
(65) 6585 0606
Mall website:
https://www.tampines1.com.sg
Mall website:
https://www.whitesands.com.sg
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75
Investment in
Hektar REIT
As at 30 September 2021, FCT holds 31.15% of the units in Hektar Real Estate Investment Trust (“H-REIT”). H-REIT,
an associate of FCT, is a retail-focused REIT in Malaysia listed on the Main Market of Bursa Malaysia Securities
Berhad.
H-REIT’s property portfolio consists of six shopping centres in the Northern, Central and Southern Regions of
Peninsular Malaysia. These six shopping centres are Subang Parade (Selangor), Mahkota Parade (Melaka), Wetex
Parade (Johor), Central Square (Kedah), Kulim Central (Kedah) and Segamat Central (Johor).
The properties in H-REIT portfolio have a total NLA of approximately 2.0 million square feet and a combined value
of approximately RM1.2 billion (or approximately S$390 million assuming a currency exchange rate of approximately
S$1:MYR 3.095 as at 30 September 2021).
HEKTAR PROPERTY PROFILE#
State
Title
NLA (Retail), square feet
as at 31 Dec 2020
Tenancies
as at 31 Dec 2020
Occupancy
as at 31 Dec 2020
Visitor Traffic FY2020
(million)
Acquisition Price
(million RM)
Valuation (million RM)
as at 31 Dec 2020
Subang Parade Mahkota Parade
Wetex Parade
Central Square
Kulim Central
Segamat Central
Selangor
Freehold
Melaka
Leasehold
(expires 2101)
Johor
Freehold
Kedah
Freehold
Kedah
Freehold
Johor
Leasehold
(expires 2116)
521,247
521,178
175,014
310,564
299,781
211,910
103
101
67
49
70
44
83.7%
92.5%
94.5%
87.9%
93.9%
77.9%
4.9
280.0
441.0
4.5
232.0
329.0
2.5
117.5
146.0
2.8
83.3
92.0
3.0
98.0
1.5
106.1
130.0
69.0
# Source: H-REIT Annual Report 2020 and its website at http://www.hektarreit.com/
HEKTAR REIT’S TOP 10 TENANTS#
The top ten tenants in the portfolio contributed approximately 33.7% of total monthly rental income, providing a
diversified revenue base. Aside from the top tenant, Parkson, which contributed approximately 11.0% of monthly
rental income, no other tenant contributed more than 10%.
Trade Sector
NLA (Sq ft)
% of Total NLA
Tenant
Parkson
The Store
Department Store / Supermarket
Department Store / Supermarket
Seleria Food Court
Food & Beverage/Food Court
MBO Cinemas
Leisure & Entertainment/Sports & Fitness
Mr D.I.Y
Watson’s
Houseware & Furnishing
Health & Beauty
MM Cineplexes
Leisure & Entertainment/Sports & Fitness
Guardian
Health & Beauty
Giant Superstore
Department Store / Supermarket
KFC
Food & Beverage/Food Court
Top 10 Tenants (By Monthly Rental Income)
Other Tenants
Total
1 Based on monthly rental income for December 2020
252,515
273,198
41,243
88,670
74,301
11,965
75,928
12,164
72,140
15,792
917,915
1,121,779
2,039,694
12.4%
13.4%
2.0%
4.3%
3.6%
0.6%
3.7%
0.6%
3.5%
0.8%
45.0%
55.0%
100.0%
% of Monthly
Rental Income1
11.0%
6.7%
2.4%
2.2%
2.2%
2.2%
1.9%
1.9%
1.7%
1.5%
33.7%
66.3%
100.0%
76
Investment in
Hektar REIT
TENANCY MIX#
As at 31 December 2020
The largest rental contributors to the portfolio are tenants from the food & beverage and the department store
segments. Both segments contributed 43% of the portfolio’s total rental income. In terms of NLA occupancy,
department stores and supermarkets continue to dominate the portfolio by taking up 39% of all available NLA.
Fashion & Footwear
Food & Beverage / Food Court
Department Store / Supermarket
Gifts / Books / Toys / Specialty
Leisure & Entertainment, Sports & Fitness
Electronics & IT
Homewares & Furnishing
Health & Beauty
Education / Services
Total
* Based on monthly rental income for December 2020
# Source: H-REIT Annual Report 2020 and its website at http://www.hektarreit.com/
PORTFOLIO LEASE EXPIRY PROFILE#
As at 31 December 2020
By Rental Income *
By Net Lettable Area
20%
21%
22%
3%
8%
7%
6%
12%
1%
100%
10%
11%
39%
3%
19%
4%
9%
5%
0%
100%
A total of 307 tenancies will expire in 2021 representing approximately 63% of NLA and 69% of monthly rental
income as at 31 December 2020.
For Year Ending 31 December
FY2021
FY2022
FY2023
No. of
Tenancies Expiring
NLA of
Tenancies Expiring
(sq ft)
NLA of
Tenancies Expiring
as % of Total NLA
% of
Total Monthly
Rental Income*
307
98
29
1,289,946
295,680
209,831
63%
14%
10%
69%
21%
10%
* Based on monthly rental income for December 2020
# Source: H-REIT Annual Report 2020 and its website at http://www.hektarreit.com/
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77
Risk
Management
Effective risk management is a fundamental part of
FCT’s business strategy. Key risks, control measures
and management actions are continually being
identified, reviewed and monitored by management of
the Manager (“Management”) as part of the Manager’s
enterprise-wide risk management (“ERM”) framework.
Recognising and managing risks are central to the
business and for protecting Unitholders’ interests.
Risks are reported at the operational level using a
Risk Scorecard which captures risks, risk ratings,
mitigating measures and timeline for action items.
Where applicable, Key Risk Indicators (“KRIs”) are
established to monitor risks. For risks that are material,
the mitigating measures and KRIs are reported in the
Key Risk Dashboard for review by the ARCC on a
regular basis.
GOVERNANCE AND OVERSIGHT
The Board of Directors of the Manager is responsible
for the governance of risks and ensuring that the
Manager maintains a sound system of risk management
and internal controls. The Manager has established
a sound system of risk management and internal
controls comprising procedures and processes
to safeguard FCT’s assets as well as FCT’s and its
Unitholders’ interests. The Audit, Risk and Compliance
Committee (“ARCC”) reviews and reports to the Board
on the adequacy and effectiveness of such controls,
including financial, compliance, operational and
information technology controls, and risk management
procedures and systems, taking into consideration
the recommendations of both internal and external
auditors.
RISK MANAGEMENT FRAMEWORK
ERM reporting is facilitated through a Corporate Risk
Scorecard system which enables the reporting of risks
and risk status using a common platform in a consistent
and cohesive manner.
The Manager seeks to benchmark its ERM framework
against industry best practices and standards. In
assessing areas for improvement and how the ERM
processes and practices can be strengthened,
reference has been made to the best practices in risk
management including those set out in the Code of
Corporate Governance 2018 and the Risk Governance
Guidance for Listed Boards issued by the Corporate
Governance Council in May 2012.
Risk tolerance statements, which set out the nature
and extent of significant risks which the Manager is
willing to take in achieving its strategic objectives, are
reviewed annually. The tolerance limits are monitored
and reported to the ARCC on a half yearly basis.
Formal risk reviews take place half yearly and the Risk
Scorecard is updated regularly. On a yearly basis,
ERM validation is held with the Management. Key risks
have been identified and the corresponding mitigating
measures taken are adequate. FCT’s validated risks are
presented to the ARCC to provide assurance that the
risk management system in place for FCT was adequate
and effective to address risks which the Manager
considers relevant and material to FCT’s operations.
Apart from the ERM process, key business risks
are thoroughly assessed by Management and each
significant transaction is comprehensively analysed so
that Management understands the risks involved before
it is embarked upon.
FCT’s ERM framework promotes a risk management
culture. The Manager works closely with Frasers
Property Limited’s Risk Management Team to conduct
workshops where necessary to reinforce and enhance
risk management knowledge and management
principles.
For this financial year, as part of the Business
Continuity Management (“BCM”) roadmap, the
Manager has worked with Frasers Property Limited’s
Risk Management Team to roll out a corporate BCM
programme to enhance the Manager’s business
continuity management capability.
78
Risk
Management
KEY RISKS
The Manager identifies key risks, assesses their
likelihood and materiality to FCT’s business and
documents corresponding mitigating controls in a
risk register. The risk register is reviewed and updated
regularly.
OPERATIONAL RISK
The Manager has established and strictly adheres to
a set of standard operating procedures designed to
identify, monitor, report and manage the operational
risks associated with the day-to-day management and
maintenance of FCT malls. These procedures and
guidelines are regularly reviewed and benchmarked
against industry best practices to ensure relevance
and effectiveness. Insurances are also in place to
mitigate losses resulting from unforeseen events.
Business Continuity Plans are regularly tested for
their effectiveness. The Manager proactively monitors
developments relating to the impact of the ongoing
COVID-19 pandemic, responds through established
crisis management and business continuity plans and
complies with disease prevention and containment
regulations to help minimise business disruptions
and ensure the safety of our employees, tenants and
customers.
HUMAN CAPITAL RISK
The Manager has in place a career planning and
development system for its staff, and conducts
regular remuneration and benefits benchmarking to
attract and retain appropriate talent for the business.
Regular training and development opportunities are
also provided to upgrade the skills and knowledge
of the staff. An employee satisfaction survey and
organisational culture survey were also deployed to
measure employee engagement and sentiments.
LIQUIDITY RISK
In ensuring a prudent financial structure for FCT, the
Manager adheres closely to the covenants in the loan
agreements and Appendix 6 (Investment: Property
Funds) of the Code on Collective Investment Schemes
(“CIS”) issued by the Monetary Authority of Singapore.
In addition, the Manager proactively manages FCT’s
cashflow position and liquidity requirements.
In view of the challenges posed by the COVID-19
pandemic, the management regularly conducted stress
testing to assess and track the possible impact of the
pandemic on the Group’s liquidity and cashflow. Capital
and liquidity management remain priorities for the
Group.
The Manager actively monitors its debt maturity profile
and operating cashflows. The Group has undrawn
revolving credit facilities totaling S$737 million
as of 30 September 2021 to ensure adequacy of
liquidity reserves to finance FCT’s operations, capital
expenditures, asset enhancement initiatives (“AEIs”)
and any other unforeseen short-term obligations.
FCT’s liquidity is supported by its long-term banking
relationships and track record of strong access to the
debt capital market.
Please refer to page 36 under Capital Resources
section on the various sources of funds availability
and their utilisation. The Manager continues to comply
with its policy of spreading out concentration of debts
maturing in a single year.
INVESTMENT RISK
As FCT grows its investment portfolio via the acquisition
of new properties and other forms of permitted
investments, all investment opportunities are subject
to a disciplined and rigorous appraisal process.
All investment proposals are evaluated based on a
comprehensive set of investment criteria including
alignment with FCT’s investment mandate, asset quality,
expected returns, sustainability of asset performance
and future growth potential, having due regard to market
conditions and outlook.
INTEREST RATE RISK
Interest rate risk is proactively managed by the Manager
with the primary objective of limiting the extent to which
net interest expense could be affected by adverse
movements in interest rates. In accordance with
the Manager’s hedging policy, at least 50% of FCT’s
outstanding borrowings are at fixed interest rates.
CREDIT RISK
The Manager monitors the debt levels on an ongoing
basis and remains vigilant in its debt collection
procedures. Credit evaluations are performed before
lease agreements are entered into with tenants or
before lease terms with existing tenants are extended.
Credit risk is also mitigated by collecting rental deposits
from the tenants. Cash and fixed deposits are placed
with regulated financial institutions.
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COMPLIANCE RISK
EXTERNAL RISK
FCT is subject to relevant laws and regulations including
the Listing Manual of the Singapore Exchange Securities
Trading Limited, CIS and the tax rulings issued by the
Inland Revenue Authority of Singapore with regard to
the taxation of FCT and its Unitholders. Any changes
to these regulations may affect FCT’s operations
and results. The Manager has in place policies and
procedures to facilitate compliance with applicable
laws and regulations. Management keeps abreast of
latest developments in relevant laws and regulations
through training and attending talks and briefings.
TECHNOLOGY RISK
Digital disruption and the future of work that are
enabled by digital technology offer new opportunities
and challenges. The Frasers Property Group (the
“Group”), of which the Manager is part of, continues to
build digital capabilities and invest in new technologies
to ensure that the Group’s business is future-ready
including embracing of cloud technology in order to
provide a higher level of business agility, scalability,
as well as cost competitiveness. Group-wide policies,
standards and procedures and security technology
solutions have been put in place to ensure the
confidentiality, availability, and integrity of IT systems,
as well as to ensure that cybersecurity threats are
managed. Disaster recovery plans and incident
management procedures have been developed and
are tested regularly. Measures and considerations have
also been taken to enable effective privileged access
monitoring, patch management, data security, data
protection and safeguard against prolonged service
unavailability of critical IT systems.
Periodic IT security trainings are conducted for new
and existing employees to raise IT security awareness
on the evolving threats landscape. External professional
service providers are engaged to conduct independent
vulnerability assessment and penetration tests to further
strengthen the IT systems.
FCT is exposed to a challenging business climate,
including impact from the COVID-19 outbreak, and
rapidly changing retail market trends, including
manpower shortage faced by tenants, stagnant pool of
prospective tenants, e-commerce consumer shopping
behaviour and the leasing principles set out in the
“Code of Conduct for Leasing of Retail Premises
in Singapore”. The Manager actively monitors the
macroeconomic trends, policies, regulatory changes
and retail market trends, as well as continuously seeks
to strengthen FCT’s competitiveness through active
lease management and asset enhancement works.
FRAUD AND CORRUPTION RISK
The Manager does not condone any acts of fraud,
corruption or bribery by employees in the course of
our business activities. The Manager adheres to the
various policies and guidelines established by the
Group, including a Code of Business Conduct and an
Anti-Bribery Policy, to guide employees on business
practices, standards and conduct expected during their
employment.
The Manager has put in place a whistle-blowing
policy (the “Whistle-Blowing policy”). The Whistle-
Blowing policy provides an independent feedback
channel through which matters of concern about
possible improprieties in matters of financial reporting,
suspected fraud and corruption or other matters may
be raised by employees and any other persons in
confidence and in good faith, without fear of reprisal.
The ARCC reviews and ensures that independent
investigations and appropriate follow-up actions are
carried out. More details can be found in the Corporate
Governance section of this Annual Report on pages
109 to 144.
80
Sustainability
Report
Contents
80
82
83
Board Statement
The Year at A Glance
Creating Value With Our Sustainability
Framework
84 Managing Sustainability
88
92
96
Acting Progressively
Consuming Responsibly
Focusing on People
101 About This Report
102
Independent Assurance Statement
105 GRI Content Index
Glossary
For ease of reading, this glossary provides definitions
of abbreviations that are frequently used throughout
this report.
Abbreviations used in Sustainability Report
ARF Acquisition : The acquisition of the remaining
63.11% interest in AsiaRetail Fund
Limited by FCT. The acquisition was
completed on 27 October 2020.
: Building and Construction Authority,
Singapore
: Environmental, Social and
Governance
: Frasers Centrepoint Trust
: Greenhouse Gas
: Global Real Estate Sustainability
Benchmark
: Global Reporting Initiative
: International Organisation for
Standardisation (Environmental
Management System)
: International Organisation for
Standardisation (Occupational
Health and Safety Management
System)
: International Organisation for
Standardisation (Energy
Management System)
: Non-governmental Organisations
: Photo-voltaic
: Sustainable Development Goal
: Sustainability Steering Committee
: Tripartite Alliance for Fair and
Progressive Employment Practices
: Task Force on Climate-related
Financial Disclosures
: United Nations
: Ultraviolet
BCA
ESG
FCT
GHG
GRESB
GRI
ISO 14001
ISO 45001
ISO 50001
NGOs
PV
SDG
SSC
TAFEP
TCFD
UN
UV
BOARD STATEMENT
The COVID-19 continued to impact businesses and
how we work and live, even after 20 months since it
was declared a pandemic in March 2020. At the same
time, the retail industry is also subjected to evolving
consumer behaviour and the shift to omnichannel
retailing where both physical and digital retailing
are the new normal with consumers. Amidst these
challenges, we remain steadfast in our commitments
to the sustainability goals of our Trust and that of our
Sponsor, Frasers Property Limited.
FCT is committed to achieving net-zero carbon
emissions by 2050, which was a groupwide strategic
goal announced by Frasers Property Group in January
2021. As part of the Frasers Property Group, we are
cognisant of the impact that our business operations
and assets have on climate change and the
environment. Together with the steering and working
groups within the Frasers Property organisation, we
made progress in many areas in our journey towards
the net-zero carbon mission goal. These include the
introduction of Responsible Sourcing Policy to our
business partners and contractors; the completion
of a climate risk and climate “value-at-risk” portfolio
level assessment; the achievement of Green Mark
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certifications of Gold and above for eight of the nine
retail properties in FCT portfolio; and the achievement
of 5 Stars rating in the 2021 GRESB Assessment.
Some of the noteworthy highlights from the climate
risk assessment for FCT portfolio include the material
financial risks to FCT, as carbon pricing and demand
for cooling increase at its portfolio properties.
The impact could be as much as 2% to 6% of the
net property income if the climate change impact
exceeds the 1.5˚C scenario.
We are also working on various initiatives to reduce
consumption and to promote reuse and recycling, in
our organisation and with our stakeholders. Among the
initiatives we undertook during the year, FCT signed
a Letter of Intent with the SP Group in August 2021,
pledging our interest in subscribing to a proposed
Distributed District Cooling (“DDC”) network in
Tampines. This is Singapore's first brownfield DDC
and we are proud to be part of the initiative. Two
of our properties, Century Square and Tampines 1,
will play the role of injection nodes of chilled water
in the DDC comprising 17 commercial buildings in
the Tampines Central precinct. The DDC initiative is
projected to achieve significant reduction in energy
consumption, carbon and GHG emissions as well as
space and economic savings over the long run. We
are also working toward achieving compliance with the
Environmental Risk Management Guidelines published
by the Monetary Authority of Singapore (“MAS”), which
covers major areas including governance and strategy;
stewardship and disclosures which are aligned to
recommendations of Task Force on Climate-Related
Financial Disclosures (“TCFD”).
The Board, with the support of the management team
and the Frasers Property organisation, will continue
to carry out its responsibilities in the assessment
of material ESG risks and opportunities, to provide
the strategic direction and oversight to achieve our
sustainability goals. We have sought external assurance
of this year’s Sustainability Report on a voluntary basis.
We believe this is an important initiative to strengthen
stakeholder’s confidence in our disclosure and data
in the report. At the same time, it will also help us to
maintain the robustness of our sustainability framework
and quality of disclosure. We invite you to read the
progress and achievements that we have made in our
seventh Sustainability Report, and we look forward to
working with you to deliver a sustainable impact.
Board of Directors
Frasers Centrepoint Asset Management Ltd.
as Manager of Frasers Centrepoint Trust
82
Sustainability
Report
THE YEAR AT A GLANCE
• Completed climate risk assessment on our portfolio based
on well below 2˚C and 4˚C warming scenarios
• All our properties are now ISO 14001, ISO 45001 and
ISO 50001 certified
• Adopted and implemented Group Responsible Sourcing Policy
to address risks in our supply chain
• 94% of portfolio by gross floor area certified BCA Green Mark
Gold or higher, including 83% certified Green Mark GoldPLUS or
Platinum
• Achieved 5 Stars at GRESB Assessment 2021 with a score of 92
• Secured S$589 million sustainability-linked loan facility for
Waterway Point
• Green loans make up approximately 18% of our total
borrowings
• Developed roadmap to achieve net-zero carbon emissions by
2050 and set interim carbon emissions targets for 2035
• Reduced energy and carbon emissions intensities by 8.3% and
11.0% respectively, compared to FY2019 baseline
• Reduced water use intensity by 19.1%, compared to FY2019
baseline
• Collected 1,765 tonnes of waste for recycling
• Signed the Letter of Intent to participate in Singapore's first
brownfield Distributed District Cooling (DDC) network in the
Tampines District, an initiative that is expected to reduce 17%
in energy consumption, 18% in carbon emissions and achieve
economic savings annually
ACTING
PROGRESSIVELY
CONSUMING
RESPONSIBLY
• Women account for 17% and 50% of the Board of Directors and
Senior Management, respectively
• Achieved 38 average training hours per employee
• 89% of the REIT manager’s employees trained in sustainability
• Safety first approach with all our properties certified with
ISO 45001
• One injury incident resulting in three lost days by
an employee working in our malls
• Collected 5.8 tonnes of food donation for Food Bank Singapore
FOCUSING ON
PEOPLE
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CREATING VALUE WITH OUR SUSTAINABILITY FRAMEWORK
Being one of the largest suburban retail mall owners in Singapore, we have a part to play in mitigating climate
impacts and delivering a positive impact to people and the environment. We have closely aligned our sustainability
goals and focus areas to our Sponsor’s Sustainability Framework, which consists of three pillars — Acting
Progressively, Consuming Responsibly and Focusing on People. Under the pillars are 13 focus areas where we
know we can make significant positive impact. These span a diverse range of interconnected environmental, social
and governance topics. We regularly review our practices, policies, performance and targets in relation to these
focus areas.
ACTING
PROGRESSIVELY
PILLARS
CONSUMING
RESPONSIBLY
FOCUS AREAS
FOCUSING ON
PEOPLE
Innovation
Fostering an innovation culture
that creates value and strengthens
our competitive edge
Materials & Supply Chain
Achieving the sustainable
management and efficient use of
materials along the supply chain
Community Connectedness
Considering social value
principles for communities
Resilient Properties
Strengthening the resilience and
climate adaptive capacity
Biodiversity
Enhancing the environment and
ecosystem through our developments
Risk-based Management
Comprehensive assessment
to address environmental,
health and safety risks
Responsible Investment
Incorporating social, environment
and governance criteria in
the evaluation process
Energy & Carbon
Increasing substantially energy
efficiency and renewable energy used
Waste
Reducing substantially waste
generation through prevention,
reduction, recycling and reuse
Water
Increasing substantially water
efficiency and the recycling and
safe reuse of water discharged
Health & Well-being
Ensuring healthy and balanced work
and community environments
Diversity, Equity & Inclusion
Empowering and promoting the social
inclusion of all, irrespective of age,
sex, disability, race, ethnicity, origin,
religion or economic or other status
Skills & Leadership
Developing skills and leadership
programmes that support
productive activities, creativity
and innovation to deliver high-
value products and services
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Sustainability
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MANAGING SUSTAINABILITY
Integrating sustainability into every part of our business and
value chain requires an alignment of priorities at the highest
levels of corporate strategy. Sustainability remains a key priority
in strategic planning at Board and management levels.
SUSTAINABILITY GOVERNANCE
As a sponsored REIT, our sustainability agenda closely aligns
with our Sponsor’s to demonstrate our unified approach across
the Frasers Property Group. The Group Sustainability Steering
Committee, comprising senior management personnel, drives
sustainability strategy, reviews performance and approves of action
plans and policies in Frasers Property Group. This year, given its
focus on its Net-zero carbon and Climate Risk & Resilience plans,
our Sponsor also established a dedicated Advisory Group made
up of senior management representatives from various corporate
functions and representatives from business units across the
Group, to support the Sustainability Steering Committee.
We work collaboratively with the Group’s sustainability leadership
and working teams to realise our goals and objectives. The Frasers
Property Retail’s Sustainability Steering Committee (“FPR SSC”)
makes key decisions in relation to the sustainability framework and
goals. It comprises top management personnel, including FCAM’s
CEO, Mr Richard Ng and CEO of Frasers Property Retail, Mr Low
Chee Wah. The FPR SSC provides stewardship and direction to
the Sustainability Working Committee (“SWC”), which comprises
management and executive personnel that implement the action
plans and monitor performance against key performance indicators.
Our Board of Directors provides the strategic directions and
oversees the determination, monitoring and the management
of the environmental, social and governance material factors
required for achieving the sustainability objectives of FCT.
STAKEHOLDER ENGAGEMENT
Key Stakeholders
Tenants
Shoppers
Employees
Key Topics of Concern
Mode of Engagement
• Maintaining high shopper traffic
• Face to face dialogue
• Competitive rental rates
• Collaboration in marketing and
promotional events
• Partnership in promotional events
• Regular tenant feedback meetings
• Tenant satisfaction survey
• Meeting our shoppers’ needs
• Quality of services and facilities
• Shopper surveys
• Focus group study
Frequency of Engagement and
FY2021 Highlights
• Throughout the year
• Throughout the year
• Throughout the year
• Once every two years
• Shopper surveys (no fixed period)
• Providing comfortable shopping
• Feedback via online and various social
• Throughout the year, as-and-when
environment and family-friendly
media such as Facebook, Instagram
required for engagements on social
amenities
and LinkedIn and FCT/Frasers Group
media
• Considerations for safety, accessibility
Property websites
and easy navigation within the mall
• Regular events to engage shoppers and
• Throughout the year
• Good connectivity to public transport
their families
• Throughout the year
• Frasers Rewards, the Frasers shopper
• Throughout the year
loyalty programme
• Feedback forms
• Feedback to customer service staff
or at customer service counters and
concierge
• Throughout the year
• Throughout the year
• Compensation and Benefits
• Annual performance appraisals
• Once a year
• Career progression
• Communal sports and activities
• Throughout the year
• Continuous education and skills
(suspended during COVID-19)
upgrading
• Employee well-being
• Orientation and training programmes
• Upon joining and throughout the year.
organised by Frasers Property Human
Employees registered an average of
Resource (virtually during COVID-19)
38 hours of training per employee in
• Regular department meetings
FY2021
• Family Day Events (suspended during
• Throughout the year
COVID-19)
• Once a year, organised by the Frasers
• Employee satisfaction survey and
organisation culture survey
Property Group
• Once in FY2021
Property Manager
• Key Performance Indicators (KPIs) for
• Regular meetings
the property manager
• Every month for regular meetings and
ad-hoc meetings as-and-when required
Investors and FCT’s Unitholders
• Business and operations performance
• Investor meetings, quarterly post-
• Throughout the year
• Business strategy and outlook
• Sustainability concerns
• Exchanges on Workplace by Facebook
• Throughout the year
• Exchanges on emails and calls
• Throughout the year
• Website, annual reports, SGXNET
• Throughout the year
results luncheons and non-deal
roadshows, mall tours and Annual
General Meetings
announcements, presentation slides,
quarterly financial results briefings and
conference calls
Delivering value for our stakeholders starts with putting their diverse
needs at the centre of our offerings. We constantly engage our
employees, customers, the community and other sets of stakeholders
through various channels to understand what matters most to them and
to build the trust essential to implementing our sustainability strategy
and achieving our objectives. We seek, evaluate and act on all forms of
feedback to enhance the solutions and experiences we provide.
Local Community
Regulators and Industry Associations
• Compliance with relevant rules and
• Participation in industry associations
• Participation in the events organised by
• Helping the groups in need in the
• Providing support for national
• The events are organised throughout
community
vaccination programme and
the year, but with reduced event
• Foster strong community ties and
distribution of COVID-19 masks and
size and strict compliance with the
promote family values
sanitisation kits at FCT malls
prevailing safe management measures
• Providing venue space to support
due to COVID-19
community and charitable events that
promote community bonding and
well-being
• Engagement with investors and
Singapore (REITAS), Investor Relations
by the regulator occur throughout the
including REIT Association of
the various industry associations and
Professionals Association (IRPAS),
year
regulations
Unitholders
Estate sector
• Government policies on REITs or Real
Orchard Road Business Association
(ORBA), Securities Investors
• Issues concerning both short and long-
Association (Singapore) (SIAS) and
term interests of the retail industry in
Singapore Retailers Association (SRA)
Singapore
• Participation in briefings and
consultation with regulators such as the
• Throughout the year
SGX and MAS
Key Stakeholders
Tenants
Shoppers
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Key Topics of Concern
Mode of Engagement
Frequency of Engagement and
FY2021 Highlights
• Maintaining high shopper traffic
• Competitive rental rates
• Collaboration in marketing and
promotional events
• Meeting our shoppers’ needs
• Quality of services and facilities
• Providing comfortable shopping
environment and family-friendly
amenities
• Considerations for safety, accessibility
and easy navigation within the mall
• Good connectivity to public transport
• Face to face dialogue
• Partnership in promotional events
• Regular tenant feedback meetings
• Tenant satisfaction survey
• Throughout the year
• Throughout the year
• Throughout the year
• Once every two years
• Shopper surveys
• Focus group study
• Feedback via online and various social
media such as Facebook, Instagram
and LinkedIn and FCT/Frasers Group
Property websites
• Regular events to engage shoppers and
their families
• Frasers Rewards, the Frasers shopper
loyalty programme
• Shopper surveys (no fixed period)
• Throughout the year, as-and-when
required for engagements on social
media
• Throughout the year
• Throughout the year
• Throughout the year
• Feedback forms
• Feedback to customer service staff
• Throughout the year
• Throughout the year
or at customer service counters and
concierge
Employees
• Compensation and Benefits
• Career progression
• Continuous education and skills
• Annual performance appraisals
• Communal sports and activities
(suspended during COVID-19)
• Once a year
• Throughout the year
upgrading
• Employee well-being
• Orientation and training programmes
organised by Frasers Property Human
Resource (virtually during COVID-19)
• Regular department meetings
• Family Day Events (suspended during
COVID-19)
• Upon joining and throughout the year.
Employees registered an average of
38 hours of training per employee in
FY2021
• Throughout the year
• Once a year, organised by the Frasers
• Employee satisfaction survey and
organisation culture survey
Property Group
• Once in FY2021
Property Manager
• Key Performance Indicators (KPIs) for
• Regular meetings
the property manager
• Every month for regular meetings and
ad-hoc meetings as-and-when required
Investors and FCT’s Unitholders
• Exchanges on Workplace by Facebook
• Exchanges on emails and calls
• Throughout the year
• Throughout the year
• Business and operations performance
• Business strategy and outlook
• Sustainability concerns
• Investor meetings, quarterly post-
results luncheons and non-deal
roadshows, mall tours and Annual
General Meetings
• Throughout the year
• Website, annual reports, SGXNET
• Throughout the year
Local Community
• Helping the groups in need in the
community
• Foster strong community ties and
promote family values
announcements, presentation slides,
quarterly financial results briefings and
conference calls
• Providing support for national
vaccination programme and
distribution of COVID-19 masks and
sanitisation kits at FCT malls
• Providing venue space to support
community and charitable events that
promote community bonding and
well-being
Regulators and Industry Associations
• Compliance with relevant rules and
• Participation in industry associations
regulations
• Engagement with investors and
Unitholders
• Government policies on REITs or Real
Estate sector
• Issues concerning both short and long-
term interests of the retail industry in
Singapore
including REIT Association of
Singapore (REITAS), Investor Relations
Professionals Association (IRPAS),
Orchard Road Business Association
(ORBA), Securities Investors
Association (Singapore) (SIAS) and
Singapore Retailers Association (SRA)
• Participation in briefings and
consultation with regulators such as the
SGX and MAS
• The events are organised throughout
the year, but with reduced event
size and strict compliance with the
prevailing safe management measures
due to COVID-19
• Participation in the events organised by
the various industry associations and
by the regulator occur throughout the
year
• Throughout the year
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INDUSTRY ALIGNMENT
We aspire to collaborate with our stakeholders in our journey to achieve our long-term sustainability goals. We are
cognisant of our role in acting and influencing to promote awareness and implementation of good sustainability
practices in our business and industry. FCT actively participates in the following professional and business
associations:
Investor Relations Professionals Association (IRPAS) – Board membership
•
• Securities Investors Association (Singapore) (SIAS)
• REIT Association of Singapore (REITAS)
• Orchard Road Business Association (ORBA)
• Singapore Retailers Association (SRA)
Sustainability Pillars
Focus Areas
What does it mean to FCT
Material Topics & GRI Topic
Boundaries
Corresponding UN SDGs
ACTING
PROGRESSIVELY
Responsible
Investment
We invest with long-term views that includes financial and sustainability
considerations to deliver regular and stable distributions to our Unitholders, and to
achieve growth in FCT’s net asset value per Unit. We target to achieve sustainable
improvement in our economic performance.
Economic Performance1 (GRI 201)
FCT
Risk-based
Management
We have the duty to ensure our business continuously assess the environment,
health and safety and social risks to ensure we are in compliance with the relevant
environmental laws and regulations.
Environmental Compliance (GRI 307)
We have a zero-tolerance approach towards corruption and fraud. We strive to
maintain high standards of integrity, accountability and corporate governance.
Anti-corruption (GRI 205)
Resilient
Properties
Innovation
We ensure compliance with the Code of Advertising Practice and applicable
guidelines and principles for responsible communications and marketing.
We seek to understand and respond to the risks and opportunities related to
climate change to enhance the resilience of our properties and future-proof our
business.
Innovation is the key driver to remain relevant and competitive in the retail industry.
An agile and adaptable business will lead to a viable business in the long-term.
CONSUMING
RESPONSIBLY
Energy &
Carbon
Real estate is one of the largest users of energy, particularly in heating and
cooling. We strive to proactively reduce energy consumption of our properties and
contribute towards achieving carbon neutrality.
Water
Similar to energy management, we strive to reduce wastage of water and to recycle
and reuse wherever we can.
Marketing and Labelling (GRI 417)
FCT
Economic Performance (GRI 201)
FCT, Shoppers/
Tenants
Economic Performance (GRI 201)
FCT, Shoppers/
Energy (GRI 302)
Emissions (GRI 305)
Water (GRI 303)
FOCUSING ON
PEOPLE
• Diversity,
Equity &
Inclusion
• Skills &
Leadership
We value our employees, and we seek to invest in their learning and help them
in developing their career with us. We continuously seek to attract and retain the
human capital and talents as we continue to grow in our business.
We maintain open-door communication with our employees to foster trust and
confidence in our communications.
Employment (GRI 401)
Training and Education (GRI 404)
FCT
Labour / Management Relations (GRI 402)
Health & Well-
being
We want to provide space at our properties that our stakeholders, including
shoppers, contractors and tenants, feel safe and comfortable to carry out their
intended activities.
Occupational Health & Safety (GRI 403)
FCT, Suppliers/
Community
Connectedness
We strive to foster healthy interactions with the local communities, to build strong
sense of belonging and connections with them, and also to contribute back to the
community by helping the less fortunate members of the community.
Local Communities (GRI 413)
1 Please refer to our annual report for further details.
FCT, Suppliers/
Contractors and
Shoppers/ Tenants
FCT, Suppliers/
Contractors and
Shoppers/ Tenants
Tenants
FCT, Shoppers/
Tenants
FCT, Shoppers/
Tenants
Contractors,
Shoppers/ Tenants
and NGOs/ Local
Communities
FCT, NGOs/ Local
Communities
Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
87
MATERIALITY ASSESSMENT
We recognise the importance of ensuring the relevance of our material topics to our business. We regularly
review our material topics with consideration of the business landscape and stakeholder concerns. Our material
topics remain relevant and aligned to the 13 focus areas of our Sustainability Framework and the United Nations
Sustainable Development Goals ("SDGs"). The table also shows the significance of each material topic and where
we have caused or contributed to the impacts through our business relationships.
Sustainability Pillars
Focus Areas
What does it mean to FCT
Material Topics & GRI Topic
Boundaries
Corresponding UN SDGs
ACTING
Responsible
We invest with long-term views that includes financial and sustainability
PROGRESSIVELY
Investment
considerations to deliver regular and stable distributions to our Unitholders, and to
achieve growth in FCT’s net asset value per Unit. We target to achieve sustainable
improvement in our economic performance.
Economic Performance1 (GRI 201)
FCT
We ensure compliance with the Code of Advertising Practice and applicable
guidelines and principles for responsible communications and marketing.
Resilient
Properties
We seek to understand and respond to the risks and opportunities related to
climate change to enhance the resilience of our properties and future-proof our
business.
Risk-based
We have the duty to ensure our business continuously assess the environment,
Environmental Compliance (GRI 307)
Management
health and safety and social risks to ensure we are in compliance with the relevant
environmental laws and regulations.
We have a zero-tolerance approach towards corruption and fraud. We strive to
maintain high standards of integrity, accountability and corporate governance.
Anti-corruption (GRI 205)
FCT, Suppliers/
Contractors and
Shoppers/ Tenants
FCT, Suppliers/
Contractors and
Shoppers/ Tenants
Marketing and Labelling (GRI 417)
FCT
Innovation
Innovation is the key driver to remain relevant and competitive in the retail industry.
Economic Performance (GRI 201)
An agile and adaptable business will lead to a viable business in the long-term.
CONSUMING
RESPONSIBLY
Energy &
Carbon
Real estate is one of the largest users of energy, particularly in heating and
cooling. We strive to proactively reduce energy consumption of our properties and
Energy (GRI 302)
Emissions (GRI 305)
contribute towards achieving carbon neutrality.
Water
Similar to energy management, we strive to reduce wastage of water and to recycle
Water (GRI 303)
and reuse wherever we can.
Economic Performance (GRI 201)
FCT, Shoppers/
Tenants
FCT, Shoppers/
Tenants
FCT, Shoppers/
Tenants
FCT, Shoppers/
Tenants
FOCUSING ON
PEOPLE
• Diversity,
We value our employees, and we seek to invest in their learning and help them
Equity &
Inclusion
in developing their career with us. We continuously seek to attract and retain the
human capital and talents as we continue to grow in our business.
• Skills &
We maintain open-door communication with our employees to foster trust and
Leadership
confidence in our communications.
Employment (GRI 401)
Training and Education (GRI 404)
Labour / Management Relations (GRI 402)
FCT
Health & Well-
We want to provide space at our properties that our stakeholders, including
Occupational Health & Safety (GRI 403)
being
shoppers, contractors and tenants, feel safe and comfortable to carry out their
intended activities.
Community
We strive to foster healthy interactions with the local communities, to build strong
Local Communities (GRI 413)
Connectedness
sense of belonging and connections with them, and also to contribute back to the
community by helping the less fortunate members of the community.
FCT, Suppliers/
Contractors,
Shoppers/ Tenants
and NGOs/ Local
Communities
FCT, NGOs/ Local
Communities
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ACTING
PROGRESSIVELY
OUR PRIORITIES
We believe good business ethics and integrity are driven by the leadership, and a robust framework
of policies and procedures, which help the organisation foster positive corporate culture for its
employees and stakeholders. We embrace innovation and digitalisation in driving better efficiency
and efficacy of the objectives we target to achieve.
OUR APPROACH
• To institute policies that strengthen FCT’s business operations and its resilience
• To pursue green building certifications for the properties
• To uphold responsible investment practices by incorporating ESG risks and opportunities into
investment decisions
OUR PROGRESS
Focus area
Our goals
Our progress in FY2021
Status
Risk-Based
Management
• To establish holistic
• All our properties are now ISO 14001, ISO 45001 and
On track2
overarching internal policies
to govern and guide
management of the focus
areas
ISO 50001 certified
• Began implementation of Responsible Sourcing Policy
• Property manager - Frasers Property Retail voluntarily
committed to the new Code of Conduct for Leasing of
Retail Premises in Singapore
Responsible
Investment
• To certify 80% of owned and
managed assets with third-
party and relevant green
building schemes by 2024
• 94% of FCT retail portfolio by gross floor area is
On track
certified BCA Green Mark Gold or higher. Eight of the
nine properties are certified Green Mark Gold and
above, including four of them certified Platinum
• Achieved a score of 92 and 5 Stars rating at the GRESB
Real Estate Assessment 2021
Resilient
Properties
• To finance majority of our
• Secured S$589 million sustainability-linked loan facility
On track
sustainable asset portfolios
with green and sustainable
financing by 2024
for Waterway Point.
• Green loans make up approximately 18% of our total
borrowings
• To carry out climate risk
• Completed a climate risk and climate ‘value-at-risk’
On track
assessments and implement
asset-level adaptation and
mitigation plans aligned
to the Task Force on
Climate-related Disclosures
framework by 2024
portfolio-level assessment of our retail malls in
Singapore and designed an action plan to address and
mitigate key physical and transition risks
Innovation
• To cultivate a customer
• Commenced performance-based cleaning contracts in
centric and collaborative
mindset
5 properties
• The Frasers’ food and beverage digital ordering app,
Frasers Makan Master was awarded two prizes at
Marketing magazine’s Loyalty & Engagement Awards
In
progress
2 On track: Target is either achieved or is on track to be achieved on time
In progress: Target is delayed but progress is still being made and could still be achievable on time
Not on track: Target is delayed to the point that it is unlikely that it will be achieved on time
Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
89
RISK-BASED MANAGEMENT
Strong corporate governance and a robust framework
of policy enforcement underpin our business
operations. We strive to uphold fair and ethical business
conduct and have zero tolerance for corruption and
fraud. We also align our business practices to the
relevant industry code of practice and/or regulations
such as the Code of Advertising Practice and Code of
Conduct for Leasing of Retail Premises.
Our approach is aligned with our Sponsor, Frasers
Property Group, and we subscribe to the following
corporate policies:
• Anti-Bribery Policy
• Board Diversity Policy
• Code of Business Conduct
• Competition Act Compliance Manual
• Complaints/Feedback Handling Policy
• Continuing Education of Capital Markets Services
Representatives
• Corporate Social Responsibility Policy
• Diversity and Inclusion Policy
• Documents Management and Retention Policy
•
Investment Manual and Guidelines - Acquisitions
and Disposals
Investor Relations Policy
•
• Personal Data Breach Incident Management Policy
• Personal Data Protection Policy
• Policy on Dealings in Units of Frasers Centrepoint
Trust and Reporting Procedure
• Policy on Outsourcing
• Prevention of Money Laundering and Countering the
Financing of Terrorism
• Procurement Policy
• Responsible Sourcing Policy
• Whistle-blowing Policy
This year, in line with our Sponsor, we implemented
a Responsible Sourcing Policy, which sets out
our expectations of our contractors and suppliers
regarding four areas of sustainable procurement,
namely environmental management; human rights and
labour management; health, safety and well-being; and
business ethics and integrity. We mapped out our key
suppliers and analysed them on the dimensions of
spend amount and environmental and social risk. We
began engaging with our target suppliers by sharing the
Responsible Sourcing Policy for their acknowledgment,
and in FY2021, we achieved an 83% acknowledgment
rate. As priorities for FY2022, we aim to work more
closely with our suppliers to ensure alignment to
each of the four areas of our policy. Further, all the
malls in our portfolio have implemented ISO 14001
environmental management systems, ISO 45001
occupational health and safety management systems
and ISO 50001 energy management systems.
An internal audit process has been established to
conduct independent appraisal and assurance of the
adequacy and effectiveness of the Manager’s existing
processes and controls. This internal audit function sits
within the Frasers Property Group3. We also worked
closely with our Sponsor’s Group Risk and Group
Sustainability teams to incorporate environment,
social and governance risk assessment into our risk
management process and business operations.
To ensure the reliability of our data disclosure and
processes in the publication of this year’s sustainability
report, we have sought independent external assurance
of the report. Our assurance is carried out by Ere-S Pte
Ltd with the engagement conducted under a limited
level of assurance according to the International
Standard on Assurance Engagements 3000 ("ISAE
3000") guidelines. Please refer to pages 102 to 104 for
the findings and observations.
This year, contractors at two of our properties each
paid nominal fine for breaching regulations relating to
environmental public health. Another property paid
a nominal fine for breaching regulations related to
COVID-19. The payments have been acknowledged by
the authorities and the matters are now closed. There
were no other known incidents of breaches of any
relevant laws and regulations, including environmental
laws and regulations, bribery and corruption and
marketing communications. Our objective is to take
progressive steps to minimise non-compliance
incidents and breaches and work together with
stakeholders to ensure appropriate precautions are
taken throughout our value chain. We strive to improve
our performance in FY2022.
3 Please refer to page 134 of this Annual Report for more information on internal audit.
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RESPONSIBLE INVESTMENT
We embrace opportunities to invest responsibly and
deliver shared value to our Unitholders. We do so by
integrating sustainability standards into our portfolio
management process and seeking ways to improve the
ESG performance of our portfolio. We also measure our
performance against credible benchmarks such as the
Global Real Estate Sustainability Benchmark ("GRESB"),
the global environmental, social and governance
("ESG") benchmark for real estate.
In line with one of the new goals set by our Sponsor,
we made progress towards our goal in certifying 80%
of our existing buildings by 2024 with a minimum,
Building Construction Authority (“BCA”)’s Green Mark
Gold certification. We have met this goal ahead of the
targeted timeline, having achieved certifications for 94%
of our portfolio by gross floor area. Causeway Point,
Tiong Bahru Plaza, Century Square and White Sands
have attained BCA Green Mark Platinum certification.
Tampines 1, Changi City Point and Waterway Point have
been certified to Green Mark GoldPLUS standards, while
Northpoint City North Wing (including the Yishun 10
Retail Podium) has been certified Green Mark Gold.
Moreover, all our properties are regularly assessed
to identify improvement opportunities to better serve
our customers and tenants, and asset enhancement
initiatives (“AEI”) are conducted in a timely manner
to continuously upgrade our properties for optimum
performance.
In FY2021, we secured a S$589 million green loan for
Waterway Point that will enjoy a reduction in margin
on its second year if Waterway Point retains its current
Green Mark GoldPLUS certification status. With the
completion of this loan, the proportion of green loans
in our portfolio is approximately 18% of our total
borrowings.
For the third year running, we participated in GRESB
Real Estate Assessment and attained a score of 92 – up
from 69 in 2020 and outperforming the global average
of 73. This score earned us a 5 Stars rating, which
represents the top quintile of all entities assessed by
GRESB. We have performed a thorough gap analysis
of our results, and we will continue to work towards
long-term improvements in performance and elevated
sustainability standards.
FCT is also proud to have been included in Solactive
CarbonCare Asia Pacific Green REIT Index this financial
year. Developed by consultancy service provider
Carbon Care Asia and index provider Solactive, this
rules-based index includes “Asia Pacific REITs that own
the highest percentage of green-certified buildings in
their portfolio and which are committed to climate-
aligned emissions reduction targets.”4
RESILIENT PROPERTIES
The past year saw a surge of catastrophic global
warming-linked weather events that disrupt lives
of many across the world. There has never been a
greater demand for businesses to integrate climate-
related considerations into financial risk management
processes than today. We recognise that climate risks
must be viewed as financial risk and managed using
robust framework.
Cognisant of this, our Sponsor has started to align its
climate-related disclosures to the Financial Stability
Board’s Task Force on Climate-related Financial
Disclosure (“TCFD”) recommendations since 2019,
and further declared support for the TCFD and its
recommendations in 2021. As part of our Sponsor’s
commitment to manage its climate risks, our Sponsor
has set a goal last year to carry out climate risk
assessments and implement asset-level adaptation and
mitigation plans with alignment to the TCFD framework
by 2024. It has also started assessing climate risks
material to its business in a phased approach.
In line with this group-wide target, this year FCT
completed a climate risk and climate ‘value-at-risk’
portfolio-level assessment for our retail properties. This
provided us with a deep understanding of the carbon
emissions from our own operations as well as from
our broader value chain – in particular, our tenants’
and suppliers’ energy use. Based on our assessment,
the impact could be as much as 2% to 6% of our net
property income if the climate change impact exceeds
the 1.5˚C scenario. As part of this work, we created an
action plan to address and mitigate key physical and
transition risks and prioritised asset-specific strategies
to achieve net-zero carbon by 2050, including but not
limited to phasing out refrigerants with high Global
Warming Potential, increasing renewable energy
procurement and partnering with our tenants to develop
an enhanced green lease.
4 https://www.carboncareasia.com/eng/Green_Finance/ESG_Index.php
Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
91
INNOVATION
The advent of technology over past decades have
heralded a significant shift in our stakeholders’ needs
and lifestyles. At FCT, we believe that fostering a strong
culture of innovation will help us to create value for
our customers with innovative business models and
differentiate ourselves as an employer of choice. Our
Sponsor held its inaugural group-wide Innovation
Awards, which encourages innovation amongst its
employee and to fortify their commitments to driving
positive change in our business. The initiative garnered
112 staff submissions that had the potential to generate
new revenue and/or to result in significant savings for
the Group. In addition, we commenced performance-
based cleaning contracts at Tiong Bahru Plaza, White
Sands, Tampines 1, Century Square and Hougang Mall,
leveraging on technology and Internet of Things ("IoT")
devices to improve cleaning operations and standards.
Towards Omnichannel Retail
In light of COVID-19, FCT, together with Frasers Property
Retail, launched its omnichannel retail platforms
Fraser eStore and Makan Master as part of its Frasers
Experience shopper loyalty programme. During the
year, we continue to onboard more retailers and F&B
operators and ran marketing programmes to increase
the adoption and traffic to these apps. To support our
tenants to pivot to these omnichannel retail platforms,
we waived the onboarding fees and helped them
with delivery service support and savings through our
partnership with third party logistics companies. Most
importantly, the Frasers eStore and Makan Master
enable our retail and F&B tenants to increase their sales
via online orders in addition to their conventional walk-
in or dine-in customers, which have been curtailed due
to the restrictions on mall capacity and dine-in group
size under the prevailing safe management measures.
While omnichannel retailing has been on the rise even
before COVID-19, the pace of adoption among retailers,
F&B operators and landlords have been accelerated
due to the pandemic. Since its launch, sales on the
Frasers eStore has tripled and that for Makan Master
have grown seven times. The Makan Master app was
named Best Loyalty Programme – Lifestyle (Bronze)
and Best Loyalty Programme – Relaunch (Bronze) at
The Loyalty & Engagement Awards 2020 organised by
Marketing magazine.
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CONSUMING
RESPONSIBLY
OUR PRIORITIES
The real estate industry is intensive in energy consumption and carbon emissions. It accounts
for about 40% of raw material used globally and contributes about 39% of global energy-related
greenhouse gas emissions5. As owner and manager of retail properties, we have the responsibility
and role to play in addressing and mitigating the impact of our operations on the environment. We
strive to streamline our resource consumption by reducing waste generation, conserving energy and
water, enhancing energy efficiencies and using renewable energy wherever possible. We continue to
foster meaningful partnerships with our tenants, employees and stakeholders to achieve our goal of
net-zero carbon emissions.
OUR APPROACH
• To establish policies, targets and commitments that drive positive outcomes for the environment
• To adopt practices that help our employees and customers to manage and use resources efficiently
• To engage stakeholders in driving awareness through collaboration and advocacy
OUR PROGRESS
Focus area
Our goals
Our progress in FY2021
Status
Energy &
Carbon
• To achieve net-zero carbon emissions
• Developed roadmap for achieving
On track
by 2050
• To develop a net-zero carbon roadmap
and establish progressive carbon targets
by FY2021
• To reduce our Scope 1, 2 and 3
greenhouse gas emissions progressively
by 2035, aligned to Science Based
Targets.
net-zero carbon emissions by 2050,
including carbon reduction strategies
with specific targets and timelines
• Signed Letter of Intent with SP Group
to affirm our interest in subscribing to
a proposed Distributed District Cooling
(DDC) network in Tampines
• Reduced GHG emissions intensity by
11.0% compared to FY2019 baseline
• Reduced energy use intensity by 8.3%
compared to FY2019 baseline
Water
• To reduce water use intensity by 20%
• Reduced water use intensity by 19.1%
from 2015 by 2030 and establish interim
targets by FY2021.
compared to FY2019 baseline
Waste
• To implement food waste recycling in all
• Recycled 1,765 tonnes of post-
FCT's retail malls by 2024
• To develop a general waste and
recycling programme, a partnership with
tenants under the green lease initiative
consumer waste
• Collected 12,987 kilograms of e-waste
of post-consumer electronic waste for
recycling
• Collected 140,126 used cans and
bottles from the public from Reverse
Vending Machines across our malls
In
progress
In
progress
On track: Target is either achieved or is on track to be achieved on time
In progress: Target is delayed but progress is still being made and could still be achievable on time
Not on track: Target is delayed to the point that it is unlikely that it will be achieved on time
5 Bringing Embodied Carbon Upfront (World Green Building Council, September 2019).
https://www.worldgbc.org/sites/default/files/WorldGBC_Bringing_Embodied_Carbon_Upfront.pdf
Contents
Overview
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Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
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93
ENERGY AND CARBON
As much as 39% of the global energy-related carbon
emissions are caused by the built environment, and the
retail industry has a significant role to play in mitigating
these climate impacts. Together with our sponsor, we
have taken active steps towards decarbonising our
business and achieving net-zero carbon emissions by
2050.
In FY2021, we have established a roadmap that details
the carbon reduction strategies we aim to implement
in our properties to reduce our Scope 1, 2 and 3 GHG
emissions, coupled with specific targets and timelines.
These include improving energy efficiencies, increasing
our renewable energy mix, addressing tenant energy
consumption, and practising sustainable procurement
as well as waste and water management. In arriving at
our roadmap, we first mapped out and prioritised active
and passive strategies specific to the retail sector, then
referred to industry-leading carbon reduction pathways
to develop our absolute and sectoral decarbonisation
trajectories. Based on science based approach, we also
modelled alternative scenarios to understand potential
emission reductions up till the year 2035.
OUR PARTICIPATION IN PROPOSED
DISTRIBUTED DISTRICT COOLING NETWORK
We took a key step towards our climate goals this
year by signing a Letter of Intent with SP Group to
affirm our interest in subscribing to a proposed
Distributed District Cooling network in Tampines.
Under this initiative, existing chiller plant systems
in Century Square and Tampines 1, among other
buildings in Tampines, will be harnessed to cool
an entire district of buildings. By leveraging on
economies of scale, the DDC network would
consume less energy for the same amount of
cooling, resulting in reduced carbon emissions.
To ensure that our properties are operating at optimum
efficiency, we conduct energy audits to identify energy
efficiency improvement opportunities. Our properties
that are BCA Green Mark certified are subjected to
chiller plant energy audits every three years. All our
properties are also certified with ISO 14001 and
ISO 50001, environment and energy management
systems respectively.
Electricity Consumption (GWh)
Energy Intensity (kWh/m2)
62.3
38.6
37.3
70
60
50
40
30
20
10
0
250
200
150
100
50
0
201
184
184
FY2019
FY2020
FY2021
FY2019
FY2020
FY2021
Scope 2 GHG Emissions ('000 tonnes of CO2e)
Scope 2 GHG Intensity (kgCO2e/m2)
25.4
15.7
15.8
30
25
20
15
10
5
0
74.9
75.1
100
84.4
80
70
60
50
40
30
20
10
0
FY2019
FY2020
FY2021
FY2019
FY2020
FY2021
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Water Consumption (megaliters)
Water Intensity (m3/m2)
862
561
523
1,200
1,000
800
600
400
200
0
3.5
3.0
2.5
2.0
1.5
1.0
0.5
0
3.17
2.59
2.57
FY2019
FY2020
FY2021
FY2019
FY2020
FY2021
In FY2021, our total energy consumption6 was 62.3
GWh, with the increase due to the ARF Acquisition
during the year. Our building energy intensity remained
stable at 184 kWh/m2, a 0.3% increase from FY2020
even though we resumed more services as COVID-19
restrictions were gradually eased during the year.
Similarly, our GHG emissions increased to 25,354 tCO2e,
while the GHG emissions intensity increased by 0.2%
to 75.1 kgCO2e/m2, reflecting the slight decrease in
emissions factors and use of renewable energy over
the year. Compared to FY2019, our energy and GHG
intensities decreased by 8.3% and 11.0% respectively.
To reduce our reliance on fossil-fuel based energy,
we have been generating renewable energy on-site
via solar panels installed at two of our properties, with
the aim of expanding our renewable energy capacity
over time. Tiong Bahru Plaza has a solar PV capacity
of 114.66 kilowatts peak (kWp), while Changi City Point
has installed a total of 1,800W of solar photovoltaic (PV)
panels. We generated 135,696 kWh of renewable energy
from these two properties, equivalent to 55 tCO2e of
avoided emissions during the year.
WATER
Water scarcity is one of the world’s leading challenges,
and we have seen this year that climate-related effects
will only serve to exacerbate this problem. Furthermore,
our properties are located in Singapore which is
identified as a location under high water stress. We have
implemented various water management initiatives in
our properties, including using recycled water for non-
potable purposes, and investing in water saving fittings
as part of our commitment to enhance water resilience.
Further, to better manage this precious resource, we
have targeted to reduce water use intensity by 20%
by 2030 from 2015 baseline. All our properties have
been awarded PUB’s Water Efficient Building (WEB)
Certification, a testament of our efforts towards water
conservation. We also consume NEWater as part of
our water reduction initiative. NEWater is reclaimed
water treated for safe consumption through advanced
membrane technology. In FY2021, we consumed a total
of 309,866 m3 of NEWater.
During the year, the total water7 consumed8 across our
properties was 862 megaliters, with water intensity of
2.57 m3/m2, decrease of 1.1% from last year. Compared
to FY2019 (pre-COVID), our water intensity decreased
by 19.1% in FY2021.
6 Energy consumption and GHG emissions are based on landlord’s areas and exclude tenants’ areas. GHG emissions are calculated using the
location-based method. Energy data for the reported periods are restated to factor in historical consumption from the acquired ARF portfolio.
Scope 2 GHG data for the reported periods are restated to factor in historical emissions from the acquired ARF portfolio, avoided emissions
from use of renewable energy, and updates in historical emissions factors.
7 Water consumed from PUB, municipal water supply.
8 Water consumption is based on landlord’s areas and exclude tenants’ areas. Water data for the reported periods are restated to factor in
historical consumption from the acquired ARF portfolio.
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Waste Generated ('000 tonnes)
Waste Intensity (kg/m2)
16.4
10.0
9.8
60
50
40
30
20
10
0
50.9
44.6
47.8
FY2019
FY2020
FY2021
FY2019
FY2020
FY2021
18
16
14
12
10
8
6
4
2
0
WASTE
National Environment Agency (“NEA”)’s new nationwide
e-waste management system from 1 July 2021, we are
now working with ALBA E-Waste Smart Recycling to
establish new e-waste recycling points in our retail
malls. Throughout the year, we collected a total of
12,987 kilograms of e-waste in our retail malls.
In FY2021, we also continued to partner with Frasers
and Neave (F&N) in their joint initiative with NEA to
roll out smart Reverse Vending Machines (“RVMs”)
islandwide, to encourage Singaporeans to adopt an
eco-conscious lifestyle, by incentivising recycling and
offering convenient avenues to recycle. In FY2021,
members of the public deposited 140,126 used bottles
and cans into RVMs at Northpoint City.
We are working on developing a general waste and
recycling programmes and establishing partnerships
with tenants through our green lease initiative in the
coming year to further progress our waste management
practices.
Everyday, significant amount of waste are generated in
retail malls by consumers who patronise. This provides
great opportunity for waste management and recycling.
At FCT, we are committed to manage waste generated
and increase our recycling rates to divert waste from
landfill. We also encourage active waste management
across our properties by engaging our customers and
tenants in the right way of managing their waste. We
track waste disposal and recycling activities across our
properties. In FY2021, the total waste generated9 from
our properties increased to 16,375 tonnes, reflecting
the inclusion of the ARF portfolio. Our waste intensity
increased by 7.2 % yoy to 47.8 m3/m2, which reflects the
increase in activity in our properties from the easing of
COVID-19 restrictions during the year. We sent a total of
1,765 tonnes, or 10.8 %, of our waste for recycling while
the remaining was directed to Singapore’s waste-to-
energy plants.
In line with our commitment to enable eco-friendly
lifestyles by providing members of the public with
accessible avenues for recycling, we continued to
collect post-consumer electronic waste (“e-waste”)
via e-waste recycling bins in our malls as part of a
longstanding partnership with StarHub and their
Recycling the Nation's Electronic Waste ("RENEW")
programme. Following the transition towards the
9 Waste generated is based on total building area.
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FOCUSING ON
PEOPLE
OUR PRIORITIES
Our people are our most valuable asset. Creating a diverse, equal and safe workplace remains
a key priority, as is supporting and protecting the interests and well-being of our stakeholders
through business and community investments. We also provide avenues for continuous learning and
development for our staff.
OUR APPROACH
• To develop policies that drive human capital development and positive impacts in communities
• To adopt fair employment practices and invest in equipping employees with relevant skills
• To invest in activities and programmes to support community development
OUR PROGRESS
Focus area
Our goals
Our progress in FY2021
Diversity,
Equity &
Inclusion
• To embed diversity, equity and
inclusion in our culture through
employee engagement
• To provide training and education that
raises employee awareness of diversity
and inclusion and associated benefits
• To enhance processes and policies
to encourage greater flexibility and
diversity
• Continued alignment to Group Diversity &
Inclusion Policy
• Women made up 17% and 50% of the
Board of Directors and Senior Management
respectively
Status
In
progress
Skills &
Leadership
• To achieve 40 average training hours
per employee each year
• 38 average training hours per employee
• 89% of employees trained in sustainability
On track
• To train all employees on sustainability
by 2021, and extend such training
to the supply chain and other
stakeholders after 2021
Health &
Well-being
• To transform our workplace by building
• All properties have implemented ISO
On track
a wellness culture that positively
engages employees
• To create awareness of health
management, support mental wellness
and foster a connected workforce
• To create a safe working environment
45001:2018 occupational health and safety
(OH&S) management system and four of
our malls are also certified BizSAFE Level
Star by the Workplace Safety and Health
Council
• One injury reported in our properties with
and achieve zero injuries
three lost days
Community
Connectedness
• To seek meaningful long-term
• Collected 5.8 tonnes of foodstuff from
relationships that respect local
cultures and create lasting benefits
• To identify measurements to quantify
members of the public and donated this to
the Food Bank Singapore
• Developed a tenant engagement plan to be
In
progress
positive contributions
implemented at FCT’s properties
• To conduct tenant engagement
• Completed tenant satisfaction survey in
programmes at least once a year for
each property by FY2021
• To conduct tenant satisfaction survey
FY2021 for all FCT retail properties
On track: Target is either achieved or is on track to be achieved on time
In progress: Target is delayed but progress is still being made and could still be achievable on time
Not on track: Target is delayed to the point that it is unlikely that it will be achieved on time
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DIVERSITY, EQUITY AND INCLUSION
• Regarding mental well-being, more than 70% of
FCT believes in the value of a diverse and inclusive
culture that taps on the unique experiences and
perspectives of the individuals in our workforce.
Over the years, we have taken steps to create an
environment in which all of our employees can realise
their aspirations and potential. We are aligned with our
Sponsor’s Diversity and Inclusion Policy.
We are committed to fair and equal opportunities to
all our employees. Together with our Sponsor, we
are a signatory to the Tripartite Alliance for Fair &
Progressive Employer Practices (TAFEP) in Singapore,
demonstrating our commitment towards adopting fair
and progressive HR practices. In addition, as a member
of Singapore National Employer Federation, we are kept
informed of the latest statutory guidelines to ensure
we are aligned with national practices. We continue to
practice an open appraisal system for all employees of
the Manager and reward based on merit.
We also foster diversity and inclusion in our culture
through regular employee engagement. We conducted
our employee satisfaction survey to gather employees’
feedback on work-life balance and concerns, especially
from the impact of COVID-19 and work-from-home
arrangements. The survey, which had a 100% response
rate, had the following highlights:
• Majority of our employees felt they have the support
they need from co-workers and family regarding
issues at work.
• Employees’ top three concerns about working from
home were challenges communicating with co-
workers, difficulties with keeping to a regular work
schedule and having too many virtual meetings.
These findings are consistent with the previous year.
the respondents said although they felt languished
at times, they are still able to re-charge from other
activities. None said they feel worried all the time.
Employees gave their own mental well-being an
average score of 3.4 out of 5.
The findings from the survey are being shared with
Group Human Resource for their consideration when
formulating initiatives and plans at the Group level to
address these concerns.
Our staff also participated in a Culture Survey led
by our Sponsor this year to understand the current
cultural traits of our business and lay a foundation for
transforming it in a positive and impactful way. Members
from the middle and senior management from FCAM
participated in an open sharing session on the survey
insights and the challenges faced by our teams. We
will continue to partner our Sponsor and employees to
develop a more resilient and purpose-driven culture at
FCT.
Our Employee Profile
We believe that a diverse team with wide range
of skillsets and experiences brings to the table
creative and innovative insights as well as improving
productivity. As at 30 September 2021, FCT has a total
of 27 full-time employees, all of whom are based in
Singapore. A large majority (89%) of our employees fall
within the 30-50 age band, and women make up 59% of
our total staff headcount. In addition, women represent
17% of our board seats and 50% of senior management
roles. During the year, we hired three new employees,
representing a hiring rate of 11%, and experienced two
voluntary employee turnovers, making up a turnover
rate of 7%.
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Employee Breakdown by Gender and Age Group
By Gender
By Age
Female
Male
FY2020 FY2021
59%
41%
58%
42%
< 30 Years old
30-49 Years old
> 50 Years old
FY2020 FY2021
4%
89%
7%
5%
79%
16%
New Hires by Gender and Age Group
By Gender
By Age
Female
Male
FY2020 FY2021
67%
33%
100%
0%
< 30 Years old
30-49 Years old
> 50 Years old
Turnover by Gender and Age Group
By Gender
By Age
0%
FY2020 FY2021
0%
100% 100%
0%
0%
Female
Male
Note: There was no turnover in FY2020
FY2021
50%
50%
< 30 Years old
30-49 Years old
> 50 Years old
FY2021
50%
0%
50%
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SKILLS AND LEADERSHIP
We believe that an empowered workforce is core
to the business and helps us attract and retain top
talent, which enables us to deliver the best solutions
and services to our stakeholders. This is why we put
learning and development at the centre of our human
capital and talent management strategy.
As part of the Frasers Property Group, our learning
and development programmes are supported by the
Group’s in-house Learning Academy. Established in
2017, the Academy provides a comprehensive range
of Learning and Development programmes including
tailored training sessions. In FY2021, our Sponsor’s
Learning Academy hosted a six-day group-wide
Learning Festival around the theme “Rising Above
Uncertainty”. Thirteen virtual live sessions were
Total Training Hours and Average Training Hours per
Employee by Role (Executive / Non-Executive)
Hours
1,000
750
500
250
0
Hours/Employee
979
39
39
695
997
38
38
24
17
24
17
719
50
25
0
FY2020 FY2021
FY2020 FY2021
FY2020 FY2021
Executive
Non-Executive
Total
Hours | Hours/Employee
Training Hours by Gender
Hours
1,000
750
500
250
0
Hours/Employee
39
425
30
242
43
477
38
571
FY2020FY2021
FY2020FY2021
Male
Female
Hours | Hours/Employee
50
25
0
presented over three tracks – Scaling Core Capabilities,
Customer Centricity, and Sustainability – by Frasers
Property leaders and experts, including our CEO, Mr
Richard Ng.
Our employees completed a total of 997 training hours
in FY2021, an increase from 719 hours in FY2020. The
average FCT employee underwent 38 hours of training
(Male: 39; Female: 38) this year, two hours short of
the Group’s target of 40 training hours per employee
due to business disruptions caused by the COVID-19
pandemic. Additionally, as part of our commitment
to scale up employees’ core capabilities, the Group
introduced a sustainability e-learning module designed
to facilitate the understanding of sustainability across
the business. Besides explaining how sustainability is
integrated into the organisation’s business practices,
it also encourages employees to adopt sustainability
practices in daily work processes. We are pleased to
share that 89% of our permanent and temporary staff
completed training on sustainability via this e-learning
module in FY2021. We endeavour to scale up our
learning and development initiatives in coming years.
Starting from FY2022, the Group intends to set a revised
goal for each employee to complete an average of 30
hours of training, with an increased focus on creating
more meaningful learning experiences that are targeted
at, and tailored to, individual learning pathways.
HEALTH AND WELL-BEING
FCT puts the health and well-being of our staff,
tenants, customers and other stakeholders at the
center of what we do. This means implementing robust
protocols, policies, procedures as well as regular
training programmes to ensure a safe and conducive
environment. In recent years, we have also seen
workplace health and safety evolve beyond operational
processes to include mental health and well-being,
a mindset shift that has been accelerated by the
COVID-19 pandemic and the ubiquity of work-from-
home arrangements.
We are committed to improving workplace safety
to create better and safer working environment for
our staff. We continue to adopt and implement the
Group’s Workplace Health and Safety Policy. This
year, we implemented ISO 45001 occupational health
and safety ("OH&S") management system across all
the malls in our portfolio. Four of our malls are also
certified BizSAFE Level Star by the Workplace Safety
and Health Council. During our monthly sustainability
working committee meetings, the subjects on safety,
including safety-related incidents within the Group and
FCT’s portfolio were discussed. Finally, we also ensure
our contractors working at our properties are certified
BizSAFE Level 3, which is a prequalification requirement
for contractors working on contract above certain value.
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During the year, we recorded one lost-time injury with a
lost-time injury rate of 0.7 and severity rate of 2.2.
We also recorded no work-related fatalities for our staff
and contractors. However, we noted a work-related
fatality by a third-party vendor working for a tenant in
a Singapore retail property. We have taken appropriate
follow-up action after the incident.
We strive to support the health and well-being of
our staff by ensuring they have adequate access to
professional resources. Our sponsor has initiated
an Employee Assistance Programme in Singapore
to enable employees with personal or work-related
issues to seek help from a professional counsellor on
a confidential basis. To encourage our staff to prioritise
their mental well-being and connectivity with loved
ones, we initiated a policy for staff to end the workday
early on the last Friday of each month. Additionally, in
alignment with the Group’s practice, we also designate
every last Friday of the school semester as ‘Eat With
Your Family Day’ in Singapore for employees to leave
work early and spend quality time over dinner with their
families.
As part of the Frasers Property Health & Safety Month
activities in August, we invited our staff to participate
in two interactive learning sessions tailored to Frasers
Property employees based in Singapore on overcoming
negative thinking and eating right for job productivity.
We also actively encourage staff to prioritise mental
well-being by participating in the Group Corporate
Wellness programmes organised throughout the year.
Our health and well-being commitment also extends
to our shoppers and tenants as they can spend
considerable amount of time in our spaces. We
refer to the BCA Green Mark scheme as part of our
commitment to healthy spaces for our customers
and tenants. One of the initiatives include conducting
indoor environment quality tests regularly across our
properties to monitor our customers’ and tenants’
comfort levels.
We have also prioritised actions to keep our
stakeholders safe during the COVID-19 pandemic. Our
properties continue to implement safety measures
in line with the government’s guidelines as and when
necessary, such as temperature screening and checking
in and out using the TraceTogether app. This year, our
property manager, Frasers Property Retail, negotiated
improved cleaning contracts for several properties,
leveraging on technology and Internet of Things ("IoT")
devices to improve cleaning operations and standards.
We continue to partner PBA group to deploy made-in-
Singapore UV-disinfecting mobile robots across our
malls in Singapore. Each UV Bot is equipped with a
camera, built-in sensors, software, and an ultraviolet-C
light module that emits powerful UV-C rays to eradicate
viruses. Some properties also utilise UV photo plasma
technology in new air handling units to eradicate
airborne bacteria and germs.
COMMUNITY CONNECTEDNESS
FCT strives to create places for good and provide
healthy, vibrant spaces for our occupants and the
larger community. We emphasise making meaningful
contributions for communities to ensure that they
Changi City Point
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grow alongside our business. We are guided by the
Community Investment Framework launched by our
Sponsor last year. The Framework sets the foundation
for us to make informed decisions and influence
change in the community, and articulates three areas
we would like to make the greatest positive impact –
health, education, and the environment.
Across our malls, we supported the government agency
Health Promotion Board ("HPB")’s efforts to activate
public health campaigns by offering complimentary
venue space. These initiatives included exhibitions
to educate members of the public on the LumiHealth
app, co-designed by HPB and Apple to leverage on
gamification to help Singaporeans lead healthier lives,
as well as weekly workout sessions at Tiong Bahru
Plaza. Additionally, to help address community needs
arising from COVID-19, we offered complimentary
venue space for Singapore government agencies
across eight of our malls to set up interactive booths
for members of the public to learn how to use
TraceTogether, Singapore’s digital contact tracing
platform.
This year, we collaborated with a social enterprise
Design For Change and ran our flagship hackathon
Inclusive Spaces, which saw multiple stakeholders
come together to co-create design solutions for Frasers
Property malls. We challenged more than a hundred
students from schools to propose concepts and
initiatives to improve the space use and environment
to cater to the needs of our seniors in the population.
Inclusive Spaces was supported by 20 young mentors
from the Singapore University of Technology and
Temasek Polytechnic with background in design
and training in design thinking, as well as 25 seniors
who provided advice on improvement of the built
environment. To share the learnings, we published a
social impact microsite showcasing the participants’
solutions and insights.
We also continued our partnership with Food Bank
Singapore to collect and distribute food to the
beneficiaries. This year, we collected and distributed 5.8
tonnes of food to the beneficiaries in the community.
To encourage active two-way communication and
connect meaningfully with our retailers, we conducted
tenant satisfaction survey this year for all FCT retail
properties. We hope to use the feedback from the
survey to improve the engagement with our tenants and
their satisfaction going forward.
ABOUT THIS REPORT
This is FCT’s seventh Sustainability Report and
this report discloses FCT’s Environmental, Social
and Governance ("ESG") performance for all FCT
properties during the period from 1 October 2020 to
30 September 2021 (FY2021).
This report has been prepared in accordance with
the sustainability reporting requirements set out in
the SGX-ST Listing Manual (Rules 711A and 711B)
and the GRI Standards: Core Option.
REPORT SCOPE
Data disclosed in this Sustainability Report covers
all properties owned by FCT during the year under
review, in Singapore unless stated otherwise. These
properties are Causeway Point, Waterway Point
(of which FCT holds a 40% interest), Tampines 1,
Northpoint City North Wing (inclusive of the Yishun
10 Retail Podium), Tiong Bahru Plaza, Century
Square, Changi City Point, Hougang Mall and
White Sands. Our disclosure also includes partial
information on three properties – Anchorpoint,
Bedok Point and Yew Tee Point – which we divested
in FY2021.
The employee related information disclosed
refers to the activities and performance of Frasers
Centrepoint Asset Management (the “Manager” or
“FCAM”). As the Manager of FCT, FCAM strives to
support sustainability efforts by encouraging good
sustainability practices at our properties. We have
also included health & safety data of our contractor’s
employees working at our properties, where
applicable. The contents within this report have
been disclosed in good faith and to the best of our
knowledge. Together with the other information set
out in our Annual Report, this Sustainability Report
provides a comprehensive and transparent reporting
to our stakeholders.
FEEDBACK
We are always looking to improve our sustainability
efforts and we welcome your feedback.
Please contact:
Mr Chen Fung Leng
Vice President, Investor Relations
Frasers Centrepoint Trust
Email: fungleng.chen@frasersproperty.com
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INDEPENDENT ASSURANCE STATEMENT
To the management of Frasers Centrepoint Trust
Ere-S Pte Ltd (Ere-S) has undertaken an independent
limited assurance on the content of Frasers Centrepoint
Trust‘s ("FCT") Sustainability Report FY2021 ("the
Report"). The engagement, which took place between
September and November 2021, formed part of a wider
assurance of Frasers Property Limited’s Sustainability
Report.
Scope
The assurance encompassed the entire Report and
focused on all figures, statements and claims related to
sustainability during the reporting period October 2020
to September 2021. This included the environmental
and social management approach and performance
related to the company’s corporate office and portfolio
of owned and managed properties (12 in total), covering
the following topics as stated int he GRI Content Index
of the Report:
•
•
•
•
•
Energy Management
Water Management
Materials, Effluents and Waste
Staff Retention and Development
Health and Safety
Ere-S did not verify that all elements required by the
GRI Standards (what to report) on each disclosure
listed in the Report’s GRI Content Index had been fully
reported, or whether FCT’s material issues, approaches
and outcomes presented in the Report were specifically
aligned with any other frameworks mentioned in the
Report, such as the Sustainability Development Goals
(SDGs).
Historical performance data prior to FY2021, and
figures or statements unrelated to sustainability,
were not covered in the assurance. These included
organisation profile and corporate structure, corporate
financial and economic performance, and, where
applicable, technical descriptions and figures of
construction, machineries, technologies, plants and
production processes.
Reporting criteria
The information was verified against the principles of
Accuracy, Verifiability, Clarity. Completeness, Balance,
Comparability, Sustainability Context and Timeliness
as defined under the Global Reporting Initiative (GRI)
Standards.
Type of assurance
This assurance engagement was carried out to a limited
level of assurance in accordance with the International
Standard on Assurance Engagements 3000 (ISAE
3000), Assurance Engagements Other than Audits or
Reviews of Historical Financial Information. A limited
level assurance relies on desktop-based assessment
and basic sampling that is sufficient to support the
plausibility of the information.
Assurance methodology
The assurance procedures and principles applied in
this engagement are compliant with ISAE 3000 and
are drawn from a methodology developed by Ere-S
comprising the following steps:
1. Identifying and classifying data sets according to the
relevant topics and the types of evidence required
for the verification process.
2. Carrying out virtual interviews and remote desktop-
based data verification with the key data owners
located at FCT’s corporate office in Singapore.
Specifically:
• Enquiring about the quantitative and qualitative
aspects of the performance disclosures, related
statements and the underlying measurement
systems, data collection and quality control
mechanisms.
• Requesting evidence of data sources from the
data owner or key functional manager, as well as
explanations of data collection and calculation
methods (including conversion factors,
estimates, key assumptions and apportionment
methodologies) to substantiate the figures and
claims.
• Taking a broad sampling of quantitative data to
validate data sets and corresponding sources, as
well as other supporting information.
• Challenging the claims made in the Report and
comparing the presented evidence (including
calculation methods, criteria and assumptions)
with data from other properties covered in
the wider assurance engagement and, where
applicable, with external sources.
3. Assessing the collected data against the reporting
criteria and providing recommendations for
correction of the Report's content or for future
improvement of the data collection and reporting
procedures.
4. Validating the performance disclosures submitted in
the final version of the Report and, where applicable,
verifying that Ere-S recommendations have been
applied.
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Social performance figures, such as those relating to
workforce profile, health and safety, training and survey
results, as well as the compilation of environmental
figures and some of the group-level initiatives disclosed
in the Report, were verified in separate interviews as
part of the Frasers Property Limited assurance.
Ere-S assessment of statements concerning the
number (or absence) of complaints, incidents, and
cases of non-compliance to policies and regulations
related to environmental and social issues, was founded
on confirmation by key data owners and, where
available, internal documents presented during the
interviews.
FCT's stakeholder groups or their representatives were
not interviewed during the assurance to assess the
results of the engagement initiatives and he impact of
the actions taken by the organisation.
Limitations
A limited assurance provides a relatively lower level
of confidence in an organisation’s disclosures than
a reasonable level of assurance (as used in financial
auditing) would provide. The restricted extent,
timeline and precision of audit procedures in a limited
assurance can leave small misstatements undetected.
In addition, sustainability-related evidence being more
persuasive rather than conclusive, the assurance
findings are more constrained to the judgement of the
assurance practitioner.
To mitigate the associated risk of material misstatement
in the information being assessed during this
engagement and to provide greater confidence in
the accuracy of the information, Ere-S sought further
confirmation of the presented evidence, including
application of the management approach, data
collection methods, criteria and assumptions, with
multiple data owners and other documentation from
internal and external sources.
Responsibility and independence
This statement represents the independent opinion
of Ere-S, whose responsibility was to provide the
assurance, to express conclusions according to the
agreed scope, and to prepare the assurance report and
this assurance statement for the management of FCT
alone and for no other purpose. The management of
FCT was responsible for the preparation of the Report,
including all statements and figures contained within
it, and for the selection and application of the methods
to collect and compile the performance data of its
operations and properties. Ere-S was not involved in
the development of the Report or any other aspects
or projects related to the sustainability framework of
FCT. The activities of Ere-S are independent of FCT
and Frasers Property Limited and contain no financial
interest in their business operations.
FINDINGS AND OBSERVATIONS
Ere-S observed a strong alignment with the Frasers
Property Limited's sustainability framework, with
evidence showing effective implementation of
environmental and social management approaches
through the organisation’s operations and properties.
This includes corporate governance and management
of sustainability-related risks, such as climate change,
both globally and in the industry context. Efforts in
implementing the Group's Net-zero carbon and Climate
Risk & Resilience roadmap were particularly noticeable
at all levels of the organisation.
Consistent stakeholder engagement through multiple
channels and platforms could also be observed,
with stronger evidence demonstrated for employees
and customers than for other stakeholder groups,
particularly the supply chain. Similarly, the organisation’s
response to stakeholder concerns during the reporting
period was more evidenced for employees and
customers.
Overall, the Report’s content provides comprehensive,
accurate and clear coverage of FCT's environmental
and social management approaches and performance
for all its key operations and portfolio, including parts of
its supply chain.
The source information and evidence provided to
support the reported figures was comprehensive and
detailed, and interviewed data owners demonstrated
a high level of preparedness and excellent knowledge
of the topics and processes on which they were
questioned.
Statements and figures assessed through sampling
could be traced back to their source documents, such
as internal reports and suppliers’ invoices. In particular,
the properties’ performance data and collection
processes presented an overall high level of quality.
Based on our assessment, Ere-S did not observe
significant gaps or inconsistencies in the performance
measurement mechanisms, calculation methods and
conversion factors, and the Report content shows
overall good to high levels of accuracy, reliability
and traceability, particularly in the environmental
performance of its properties.
The content of the Report could, in Ere-S opinion,
be better balanced with more statements and figures
showing negative information and identified areas
for improvement in the sustainability framework.
Further improvement could be made by providing
more detailed and expanded coverage of indirect
sustainability performance in the rest of FCT’s value
chain, including Scope 3 emissions.
104
Sustainability
Report
Conclusion
On the basis of a limited assurance engagement
consistent with the above-listed criteria, nothing has
come to Ere-S attention that causes us not to believe
that, in all material respects, Frasers Centrepoint Trust’s
Sustainability Report FY2021 provides a credible and
fair representation of the organisation’s sustainability
profile and includes statements and figures that achieve
an adequate level of reliability and accuracy.
A detailed assurance report containing the above
findings and additional recommendations for
improvement has been presented to the management
of Frasers Centrepoint Trust.
Reg no. 201003736W
www.ere-s.com
Singapore, 30 November 2021
Jean-Pierre Dalla Palma
Director and Lead Certified Sustainability Assurance
Practitioner
Minju Kim
Certified Sustainability Assurance Practitioner, Partner
Ere-S Pte Ltd is a consulting company specialising in business sustainability and provides services in the domains of sustainability reporting,
sustainability report assurance, stakeholder engagement and training. Our assurance team is composed of assurance practitioners with expertise in
corporate sustainability and each member is required to follow Ere-S’ assurance code of conduct, which can be found at www.ere s.com/assurance-
code-of-conduct. Ere-S is not responsible for any actions taken by other parties as a result of the findings presented in this assurance statement.
Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
105
GRI CONTENT INDEX
GRI Standards
Disclosure
Number
Universal Standards
Disclosure Title
Section and Page Reference / Notes
GRI 102:
General
Disclosures
Organisational Profile
102-1
102-2
102-3
102-4
102-5
Name of the organisation
Frasers Centrepoint Trust
Activities, brands, products, and
services
About Frasers Centrepoint Trust (Page 2)
Location of headquarters
Corporate Information (Inside back cover)
Location of operations
About Frasers Centrepoint Trust (Page 2)
Ownership and legal form
102-6
Markets served
102-7
Scale of the organisation
102-8
Information on employees and
other workers
102-9
Supply chain
102-10
Significant changes to
organisation and its supply
chain
102-11
Precautionary Principle or
approach
102-12
External initiatives
102-13
Membership of associations
Strategy
102-14
Statement from senior
decision-maker
Ethics and Integrity
102-16
Values, principles, standards,
and norms of behaviour
Governance
102-18
Governance structure
About Frasers Centrepoint Trust (Page 2)
Corporate Structure (Page 3)
Portfolio Overview (Page 52)
Property Profiles (Pages 54 to 73)
About Frasers Centrepoint Trust (Page 2)
Financial Highlights (Page 5 and Pages 8 to 9)
Focusing on People – Diversity, Equity & Inclusion (Pages 97 to 98)
Focusing on People – Diversity, Equity & Inclusion (Pages 97 to 98)
Stakeholder Engagement (Pages 84 to 85)
Consuming Responsibly (Pages 92 to 95)
Focusing on People – Health and Well-being (Pages 99 to 100)
About This Report – Report Scope (Page 101)
FCT does not specifically refer to the precautionary approach
when managing risk; however, our management approach is
risk-based, and underpinned by our internal audit framework.
Managing Sustainability – Stakeholder Engagement (Page 85)
Acting Progressively – Responsible Investment (Page 90)
Managing Sustainability – Stakeholder Engagement (Page 85)
Acting Progressively – Responsible Investment (Page 90)
Board Statement (Pages 80 to 81)
Acting Progressively – Risk-based Management (Page 89)
Corporate and Organisation Structure (Page 3)
Board of Directors (Pages 16 to 19)
Management Team (Pages 20 to 21)
Corporate Governance (Pages 109 to 144)
Managing Sustainability – Sustainability Governance (Page 84)
Stakeholder Engagement
102-40
102-41
102-42
102-43
List of stakeholder groups
Managing Sustainability – Stakeholder Engagement (Page 84)
Collective bargaining
agreements
Identifying and selecting
stakeholders
Approach to stakeholder
engagement
There are no collective bargaining agreements in place.
Managing Sustainability – Stakeholder Engagement (Page 84)
Managing Sustainability – Stakeholder Engagement (Page 84)
102-44
Key topics and concerns raised Managing Sustainability – Stakeholder Engagement (Page 85)
106
Sustainability
Report
GRI Standards
GRI 102:
General
Disclosures
Disclosure
Number
Disclosure Title
Section and Page Reference / Notes
Reporting Practice
102-45
Entities included in the
consolidated financial
statements
102-46
Defining report content and
topic Boundaries
Structure of Frasers Centrepoint Trust (Page 3)
Notes to Financial Statements (Pages 163 to 223)
About This Report – Report Scope (Page 101)
Creating Value with our Sustainability Framework (Page 83)
Managing Sustainability – Stakeholder Engagement (Pages 84
to 85), Materiality Assessment (Pages 86 to 87)
102-47
102-48
Restatements of information
List of material topics
Managing Sustainability – Materiality Assessment (Page 86)
102-49
Changes in reporting
Consuming Responsibly – Energy & Carbon (Pages 93 to 94),
Water (Page 94), Waste (Page 95)
We included the ARF portfolio properties in this year’s
report following the completion of the ARF Acquisition on 27
October 2020
102-50
102-51
102-52
102-53
102-54
Reporting period
About This Report (Page 101)
Date of most recent report
December 2020
Reporting cycle
Annual
Contact point for questions
regarding the report
Claims of reporting in
accordance with the GRI
Standards
About This Report – Feedback (Page 101)
About This Report (Page 101)
102-55
102-56
GRI content index
External assurance
GRI Content Index (Pages 105 to 108)
Independent Assurance Statement (Pages 102 to 104)
Management Approach
GRI 103:
Management
Approach
103-1
Explanation of the material
topic and its boundary
Managing Sustainability – Materiality Assessment (Page 87)
Topic-specific Standards
Economic Performance
GRI 103:
Management
Approach
GRI 201:
Economic
Performance
Anti-corruption
GRI 103:
Management
Approach
GRI 205:
Anti-corruption
103-2
103-3
201-1
103-2
103-3
205-3
Environmental Compliance
GRI 103:
Management
Approach
GRI 307:
Environmental
Compliance
103-2
103-3
307-1
The management approach and
its components
Evaluation of the management
approach
Business Objectives and Growth Strategies (Page 4)
Direct economic value
generated and distributed
Financial Review (Pages 30 to 34)
Financial Statements (Pages 145 to 223)
The management approach and
its components
Evaluation of the management
approach
Confirmed incidents of
corruption and actions taken
The management approach and
its components
Evaluation of the management
approach
Non-compliance with
environmental laws and
regulations
Acting Progressively – Risk-based Management (Page 89)
Acting Progressively – Risk-based Management (Page 89)
Acting Progressively – Risk-based Management (Page 89)
Acting Progressively – Risk-based Management (Page 89)
Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
107
Disclosure
Number
103-2
103-3
417-3
GRI Standards
Ethical Marketing
GRI 103:
Management
Approach
GRI 417:
Marketing and
Labelling
Energy Management
GRI 103:
Management
Approach
GRI 302:
Energy
GRI 305:
Emissions
103-2
103-3
302-1
302-3
305-2
Disclosure Title
Section and Page Reference / Notes
The management approach and
its components
Evaluation of the management
approach
Incidents of non-compliance
concerning marketing
communications
The management approach and
its components
Evaluation of the management
approach
Energy consumption within the
organization
Energy intensity
Energy indirect (Scope 2) GHG
emissions
Acting Progressively – Risk-based Management (Page 89)
Acting Progressively – Risk-based Management (Page 89)
Consuming Responsibly – Energy & Carbon (Pages 93 to 94)
Consuming Responsibly – Energy & Carbon (Pages 93 to 94)
Consuming Responsibly – Energy & Carbon (Pages 93 to 94)
305-4
GHG emissions intensity
Consuming Responsibly – Energy & Carbon (Pages 93 to 94)
Water Management
GRI 103:
Management
Approach
GRI 303: Water
and Effluents
103-2
103-3
303-1
303-2
The management approach and
its components
Evaluation of the management
approach
Interactions with water as a
shared resource
Management of water
discharge-related impacts
Consuming Responsibly – Water (Page 94)
Consuming Responsibly – Water (Page 94)
Consuming Responsibly – Water (Page 94)
303-5
Water consumption
Consuming Responsibly – Water (Page 94)
Staff Retention and Development
GRI 103:
Management
Approach
GRI 401:
Employment
GRI 404:
Training and
Education
103-2
103-3
401-1
404-1
404-2
404-3
The management approach and
its components
Focusing on People – Diversity, Equity & Inclusion (Page 97)
Focusing on People – Skills & Leadership (Page 99)
Evaluation of the management
approach
New employee hires and
employee turnover
Average hours of training per
year per employee
Programs for upgrading
employee skills and transition
assistance programmes
Percentage of employees
receiving regular performance
and career
Focusing on People – Diversity, Equity & Inclusion (Page 98)
Focusing on People – Skills & Leadership (Page 99)
Focusing on People – Skills & Leadership (Page 99)
Focusing on People – Diversity, Equity & Inclusion (Page 97)
Labour/Management Relations
103-2
103-3
402-1
GRI 103:
Management
Approach
GRI 402:
Labour/
Management
Relations
The management approach and
its components
Evaluation of the management
approach
Focusing on People – Diversity, Equity & Inclusion (Page 97)
Minimum notice periods
regarding operational changes
This is currently not covered in Group-wide collective
agreements. The notice period varies.
108
Sustainability
Report
GRI Standards
Health and Safety
GRI 103:
Management
Approach
GRI 403:
Occupational
Health and
Safety
Disclosure
Number
Disclosure Title
Section and Page Reference / Notes
103-2
103-3
403-1
403-2
403-3
403-4
403-5
403-6
403-7
403-8
The management approach and
its components
Evaluation of the management
approach
Occupational health and safety
management system
Hazard identification, risk
assessment, and incident
investigation
Focusing on People – Diversity, Equity & Inclusion (Page 97)
Focusing on People – Health & Well-being (Pages 99 to 100)
Focusing on People – Health & Well-being (Pages 99 to 100)
Occupational health services
Focusing on People – Health & Well-being (Pages 99 to 100)
Worker participation,
consultation, and
communication on
occupational health and safety
Worker training on occupational
health and safety
Focusing on People – Health & Well-being (Pages 99 to 100)
Focusing on People – Health & Well-being (Pages 99 to 100)
Promotion of worker health
Focusing on People – Health & Well-being (Pages 99 to 100)
Prevention and mitigation of
occupational health and safety
impacts directly linked by
business relationships
Workers covered by an
occupational health and safety
management system
Focusing on People – Health & Well-being (Pages 99 to 100)
Focusing on People – Health & Well-being (Pages 99 to 100)
403-9
Work-related injuries
Focusing on People – Health & Well-being (Pages 99 to 100)
Local Communities
GRI 103:
Management
Approach
GRI 413:
Local
Communities
103-2
103-3
413-1
The management approach and
its components
Focusing on People – Community Connectedness
(Pages 100 to 101)
Evaluation of the management
approach
Operations with local
community engagement, impact
assessments, and development
programmes
Focusing on People – Community Connectedness
(Pages 100 to 101)
Notes
Energy, GHG emissions and Water Reporting Scope
• Energy, GHG and water intensities exclude both newly completed properties in FY2021 and properties divested at any point during the reporting
period.
• The GHG emission factors are from Energy Market Authority – Singapore Energy Statistics 2021
Monetary Disclosure
All monetary related disclosures within the report are in Singapore Dollars (S$) unless stated otherwise.
Contents
Overview
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Review
Asset
Portfolio
Risk
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Governance
Financial &
Other
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109
INTRODUCTION
Frasers Centrepoint Trust (“FCT”) is a real estate investment trust (“REIT”) listed on the Main Board of the Singapore
Exchange Securities Trading Limited (the “SGX-ST”). FCT is managed by Frasers Centrepoint Asset Management Ltd.
(the “Manager”), a wholly-owned subsidiary of Frasers Property Limited (“FPL” or the “Sponsor” and together with
its subsidiaries, “FPL Group”).
In line with the listing manual of the SGX-ST (the “SGX-ST Listing Manual”) and its obligations under the Guidelines
to All Holders of a Capital Markets Services Licence for Real Estate Investment Trust Management (Guideline No:
SFA04–G07) issued by the Monetary Authority of Singapore (“MAS”), the Manager complies with the principles of the
Code of Corporate Governance 2018 (the “CG Code”).
The practices and activities of the board of directors of the Manager (the “Board”) and the management of the Manager
(the “Management”) adhere closely to the provisions under the CG Code.
To the extent the practices may vary from any provision of the CG Code, the Manager will state explicitly the provision
from which it has varied, explain the reason for the variation and explain how the practices nevertheless are consistent
with the intent of the relevant principle of the CG Code. The Manager is also guided by the Practice Guidance
which accompanies the CG Code and which sets out best practices for listed issuers; as this will build investor and
stakeholder confidence in FCT and the Manager. A summary of compliance with the express disclosure requirements
under the provisions of the CG Code is set out on pages 141 to 144 of this Annual Report.
The Manager
The Manager has general powers of management over the assets of FCT. As a manager of a REIT, the Manager holds
a Capital Markets Services Licence issued by the MAS to carry out REIT management activities.
The Manager’s main responsibility is to manage FCT’s assets and liabilities for the benefit of unitholders of FCT
(the “Unitholders”). To this end, the Manager is able to set the strategic direction of FCT and make recommendations to
HSBC Institutional Trust Services (Singapore) Limited, in its capacity as trustee of FCT (the “Trustee”), on acquisitions,
divestments and enhancement of the assets of FCT. It also supervises the property manager, Frasers Property Retail
Management Pte Ltd. in its day-to-day management of the properties within FCT’s portfolio, namely, Causeway
Point, Northpoint City North Wing and Yishun 10 Retail Podium, Changi City Point, Waterway Point (40% interest),
Tiong Bahru Plaza, White Sands, Hougang Mall, Century Square, Tampines 1 and Central Plaza pursuant to property
management agreements entered into for each property. The role of the Manager includes the pursuit of a business
model that sustains the growth and enhances the value of FCT and is focused on delivering regular and stable
distributions to Unitholders. Other functions and responsibilities of the Manager include preparing annual asset plans
and undertaking regular individual asset performance analysis and market research analysis, and managing finance
functions relating to FCT (which includes financial and tax reporting, capital management, treasury and preparation
of consolidated budgets).
The Values of the Manager
1.
2.
3.
The Manager is committed to upholding and maintaining high standards of corporate governance, corporate
transparency and sustainability, and instituting sound corporate practices and controls to facilitate the
Manager’s role in safeguarding and enhancing FCT’s asset value so as to maximise returns from investments, and
ultimately the total return to Unitholders. The Manager believes that a robust and sound governance framework
is an essential foundation on which to build, evolve and innovate a business which is sustainable over the long
term and one which is resilient in the face of the demands of a dynamic, fast-changing environment.
The Manager adheres to corporate policies, business practices and systems of risk management and internal
controls, which are designed to ensure that it maintains consistently high standards of integrity, accountability
and governance in FCT and its own daily operations.
The Manager ensures that the business and practices of FCT are carried out in a manner that complies with
applicable laws, rules and regulations, including the Securities and Futures Act (Chapter 289 of Singapore)
(“SFA”), the SGX-ST Listing Manual, the CG Code, the Code on Collective Investment Schemes (the “CIS Code”)
issued by the MAS (including Appendix 6 of the CIS Code, the “Property Funds Appendix”), the trust deed
constituting FCT between the Manager and the Trustee dated 5 June 2006 (as amended and restated) (“Trust
Deed”), as well as the written directions, notices, codes and other guidelines that the MAS and other regulators
may issue from time to time.
CorporateGovernance Report 110
The Board works with Management to ensure that these values underpin its leadership of the Manager.
The Manager is staffed by an experienced and well-qualified team who manage the operational matters of FCT. The
Manager is a wholly-owned subsidiary of FPL, a multi-national developer-owner-operator of real estate products and
services across five asset classes, namely, residential, retail, commercial & business parks, industrial & logistics as well
as hospitality. The FPL Group has businesses in Southeast Asia, Australia, Europe and China, and its well-established
hospitality business owns and/or operates serviced apartments and hotels in over 70 cities and 20 countries across
Asia, Australia, Europe, the Middle East and Africa.
As the Sponsor holds a substantial ownership stake of approximately 41.08%1 in FCT, there is an alignment of
interests between the Sponsor, the Manager and the Unitholders. The Manager is able to benefit from and leverage
on its association with the Sponsor in the management of FCT in various ways, including tapping on the Sponsor’s
extensive experience in development and management of real estate assets, sourcing for talent and experienced
personnel within the Sponsor pool of employees, including those who may be considered for appointment to the
Board, access to the FPL Group’s network of lenders for debt financing, and negotiating for favourable terms with
external suppliers and vendors on a group basis.
The Manager is appointed in accordance with the terms of the Trust Deed. The Manager can be removed by notice in
writing given by the Trustee in favour of a corporation appointed by the Trustee under certain circumstances outlined
in the Trust Deed, including where Unitholders, by a resolution duly passed by a simple majority of Unitholders
present and voting (with no Unitholder being disenfranchised) at a Unitholders’ meeting, decide that the Manager is
to be removed.
BOARD MATTERS
The Board
The Board is responsible for the overall leadership and oversight of both FCT’s and the Manager’s business, financial,
investment and material operational affairs and performance objectives, and its long-term success. The Board sets
the strategic direction of FCT and the Manager, which includes appropriate focus on value creation, innovation
and sustainability. The Board also determines the Manager’s approach to corporate governance, including setting
appropriate tone-from-the-top and the desired organisational culture, values and ethical standards of conduct, and
works with Management on its implementation across all levels of the organisation’s values, standards, policies
and practices. The Board, supported by Management, ensures necessary resources are in place for FCT and the
Manager to meet its strategic objectives. Through the enterprise-wide risk management framework of FCT and its
subsidiaries (the “Group”), the Board establishes and maintains a sound risk management framework to effectively
monitor and manage risks and to achieve an appropriate balance between risks and the Group’s performance. The
Board also puts in place policies, structures and mechanisms to ensure compliance with legislative and regulatory
requirements. The Board, which comprises directors who, as fiduciaries, are expected to act objectively in the
best interests of the Manager and the Group, constructively challenges Management and reviews its performance,
and holds Management accountable for performance. It also oversees Management to ensure transparency and
accountability to key stakeholder groups.
During the financial year ended 30 September 2021 (“FY21”), the Board has continued to spend time monitoring
the impact of the ongoing COVID-19 pandemic and has been working closely with Management in reviewing
the business opportunities and challenges posed by the COVID-19 pandemic. The Board was also updated by
Management regularly on the results of various scenario planning and stress testing conducted to assess and track
the possible impact on the Group’s liquidity and cashflow. Capital and liquidity management remain priorities for
the Group.
1 As at 30 September 2021.
CorporateGovernance Report Contents
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Asset
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Risk
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Other
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111
Amidst the ongoing COVID-19 pandemic, FCT in collaboration with Frasers Property Retail2, provided assistance
schemes to help tenants onboard its omnichannel retail platforms, the Makan Master and the Frasers eStore through
waiver of onboarding fees and free delivery service for certain minimum orders. These schemes help accelerate the
adoption of omnichannel retail for the tenants to take on additional sales through takeaways and delivery orders to
offset the decline in walk-in and dine-in sales due to the restriction of the safe management measures. In light of
the ongoing COVID-19 pandemic, the Board has also tasked the management to look into the impact of the safe
management measures on the wellbeing of the employees and to look into ways how FCT can play a part to support
the national vaccination programme and the distribution of essentials items such as the care packs and masks.
The Chairman
The chairman of the Board (the “Chairman”) leads the Board. The Chairman provides leadership and direction in the
review of the Manager’s corporate strategy and objectives, sets the right ethical and behavioural tone and ensures the
Board’s effectiveness by, among other things, promoting and maintaining high standards of corporate governance
and transparency, encouraging active and effective engagement, participation by all directors of the Manager (the
“Directors”) and facilitating constructive and appropriate relations among and between them and Management. The
Chairman sets the agenda for each Board meeting to take full account of the issues and concerns of the Directors
and the Management team, promotes a culture of openness and debate at Board meetings and encourages Directors
to engage in productive and thorough discussions and constructive debate on strategic, business and other key
issues pertinent to the business and operations of the Group and the Manager, leading to better decision-making
and enhanced business performance. The Chairman, supported by Management, ensures effective communication
with Unitholders, financial analysts and the media on critical issues that could significantly affect the reputation and
standing of the Manager and FCT.
The Chairman also presides over the Annual General Meeting each year and any other general meetings of the
Unitholders. The Chairman addresses, and/or requests the Chief Executive Officer (the “CEO”) of the Manager to
address, the Unitholders’ queries and ensures that there is clear and open dialogue between all stakeholders.
Role of the CEO and Management
The Management is led by the CEO. The CEO is responsible for the execution of the strategies and policies as
approved by the Board, and leading, promoting and conducting the affairs of FCT and the Manager with the highest
standards of integrity, corporate governance and transparency. The CEO is responsible and is accountable to the
Board for the conduct and performance of Management. The CEO and Management team of the Manager are
responsible for executing the Manager’s strategies and policies as approved by the Board and are responsible for the
planning, direction, control, conduct and performance of the business operations of the Manager. With the support of
the Management, the CEO seeks business opportunities, drives new initiatives and is responsible for the operational
performance of the Group and building and maintaining strong relationships with stakeholders of the Group.
Division of Responsibilities between the Chairman and CEO
The Chairman and the CEO are separate persons and the division of responsibilities between the Chairman and the
CEO is clearly demarcated. This avoids concentration of power and ensures a degree of checks and balances, an
increased accountability, and greater capacity of the Board for independent decision-making. Such separation of
roles between the Chairman and CEO promotes robust deliberations by the Board and Management on the business
activities of FCT.
Relationships between the CEO and Board
None of the members of the Board and the CEO are related to one another, and none of them has any business
relationships among them.
2
Frasers Property Retail is a business unit of FPL.
CorporateGovernance Report 112
Board Committees
The Board has formed committees of the Board (the “Board Committees”) to oversee specific areas, for greater
efficiency and has delegated authority and duties to such Board Committees based on written and clearly defined
terms of reference. The terms of reference of the Board Committees set out their compositions, authorities and duties,
including reporting back to the Board. There are two Board Committees, namely, the Audit, Risk and Compliance
Committee (“ARCC”), and the Nominating and Remuneration Committee (“NRC”).
Minutes of all Board Committee meetings are circulated to the Board so that Directors are aware of and kept updated
as to the proceedings, matters discussed and decisions made during such meetings, and to enable the Directors to
weigh in on any key points under consideration.
Audit, Risk And Compliance Committee
Membership
Key Objectives
Ms Koh Choon Fah, Chairman
Dr Cheong Choong Kong, Member
Mr Ho Chai Seng, Member
Mr Ho Chee Hwee Simon, Member
•
Assist the Board in fulfilling responsibility for
overseeing the quality and integrity of the accounting,
auditing, internal controls, risk management and
financial practices of the Manager
As at 30 September 2021, the ARCC comprises non-executive Directors, the majority of whom, including the
chairman of the ARCC, are independent Directors. All members of the ARCC, including the chairman of the ARCC,
are appropriately qualified and have recent and/or relevant accounting and related financial management expertise
or experience. Their collective wealth of experience and expertise enables them to discharge their responsibilities
competently.
Under the Terms of Reference of the ARCC, a former partner or director of FCT’s existing auditing firm or auditing
corporation shall not act as a member of the ARCC: (a) within a period of two years commencing on the date of his
ceasing to be a partner of the auditing firm or a director of the auditing corporation; and in any case, (b) for so long
as he has any financial interest in the auditing firm or auditing corporation. None of the members of the ARCC is a
former partner of FCT’s external auditors, KPMG LLP and none of the members of the ARCC has any financial interest
in FCT’s external auditors, KPMG LLP.
AUDIT FUNCTIONS
The Terms of Reference of the ARCC provide that some of the key responsibilities of the ARCC include:
•
•
•
External Audit Process: reviewing and reporting to the Board the scope, quality, results and performance of the
external audit(s), its cost effectiveness and the independence and objectivity of the external auditors. It shall
also review the nature and extent of non-audit services performed by external auditors;
Internal Audit: establishing an effective internal audit function which shall be adequately qualified to perform
an effective role, adequately resourced, independent of the activities which it audits and able to discharge its
duties objectively, and to approve the hiring, removal, evaluation and compensation of the head of the internal
audit function, or the accounting/auditing firm or corporation to which the internal audit function is outsourced3;
Financial Reporting: reviewing and reporting to the Board, the significant financial reporting issues and
judgements so as to ensure the integrity of the financial statements of FCT and the Manager and any
announcements relating to FCT’s and the Manager’s financial performance, and to review the assurance
provided by the CEO and the Chief Financial Officer (“CFO”) of the Manager (the “Key Management
Personnel”) that the financial records have been properly maintained and the financial statements give a true
and fair view of FCT’s and/or the Manager’s operations and finances;
3 For FY21, the internal audit function is outsourced to the FPL Group.
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•
•
•
•
•
Internal Controls and Risk Management: reviewing and reporting to the Board at least annually, its assessment of
the adequacy and effectiveness of the Manager’s internal controls for FCT and the Manager, including financial,
operational, compliance and information technology controls (including those relating to compliance with
existing legislation and regulations), and risk management policies and systems established by Management;
Interested Person Transactions: reviewing interested person transactions (as defined in the SGX-ST Listing
Manual) and interested party transactions (as defined in the Property Funds Appendix) (both such types of
transactions constituting “Related/Interested Person Transactions”) entered into from time to time and the
internal audit reports to ensure compliance with applicable legislation, the SGX-ST Listing Manual and the
Property Funds Appendix;
Conflicts of Interests: deliberating on resolutions relating to conflicts of interest situations involving FCT;
Whistle-blowing: reviewing the policy and arrangements by which staff of the Manager, FCT and any other
persons may, in confidence, safely raise concerns about possible improprieties in matters of financial reporting
or other matters and ensure that arrangements are in place for such concerns to be raised and independently
investigated and for appropriate follow-up action to be taken; and
Investigations: reviewing the findings of internal investigations into any suspected fraud or irregularity, or
suspected infringement of any Singapore laws or regulations or rules of the SGX-ST or any other regulatory
authority in Singapore, which the ARCC becomes aware of, and which has or is likely to have a material impact
on FCT’s operating results or financial position.
Where the external auditors, in their review or audit of FCT’s and the Manager’s year-end financial statements, raise
any significant issues which have a material impact on the interim financial statements or business updates previously
announced by FCT or the Manager, the ARCC will bring this to the Board’s attention immediately so that the Board can
consider whether an immediate announcement is required under the SGX-ST Listing Manual. In such a situation, the
ARCC will also advise the Board if changes are needed to improve the quality of future interim financial statements
or business updates – such changes (if any) will be disclosed in FCT’s annual report.
In carrying out its role, the ARCC is empowered to investigate any matter within its Terms of Reference, with full
access to, and cooperation by, Management, to seek information it may require from any Director and/or employee
of the Manager. The ARCC also has full discretion to invite any Director or executive officer to attend its meetings,
and reasonable resources to enable it to discharge its functions properly. The Chairman, non-executive Directors, the
CEO, the CFO, the head of the internal audit function, representatives of the external auditor(s), or other person with
relevant experience and expertise may attend the meetings of the ARCC at the invitation of the ARCC. The meetings
serve as a forum to review and discuss material risks and exposures of the Manager’s businesses and strategies to
mitigate risks. The ARCC meets with internal auditors and external auditors without the presence of Management at
least once a year to review various audit matters and the assistance given by Management to the internal and external
auditors. In carrying out its function, the ARCC may also obtain independent or external legal or other professional
advice or appoint external consultants as it considers necessary at the Manager’s cost.
Regular updates on changes in accounting standards and treatment are prepared by external auditors and circulated
to members of the ARCC so that they are kept abreast of such changes and its corresponding impact on the financial
statements, if any.
Risk Management
The ARCC shall review the framework and processes established by Management to achieve compliance with
applicable laws, regulations, standards, best practice guidelines and the Manager’s policies and procedures. The
ARCC shall assist the Board in ensuring that Management maintains a sound system of risk management and internal
controls to safeguard the interests of the Manager or the interests of Unitholders (as the case may be) and the assets
of the Manager and the assets of FCT. The ARCC also assists the Board in its determination of the nature and extent
of significant risks which the Board is willing to take in achieving the Manager’s strategic objectives and the overall
levels of risk tolerance and risk policies. Further information on the key activities conducted by the ARCC can be
found in the sections titled “Financial Performance, Reporting and Audit” on pages 131 to 132 and “Governance of
Risk and Internal Controls” on pages 133 to 135.
CorporateGovernance Report 114
Nominating and Remuneration Committee
Membership
Key Objectives
Mr Ho Chai Seng, Chairman
Dr Cheong Choong Kong, Member
Mr Ho Chee Hwee Simon, Member
Ms Koh Choon Fah, Member
Mr Christopher Tang Kok Kai, Member
•
•
•
•
•
Establish a formal and transparent process for
appointment and reappointment of Directors
Develop a process for evaluation of the performance
and annual assessment of the effectiveness of the
Board as a whole and each of its board committees,
and individual directors
Review succession plans
Assist the Board in establishing a formal and
transparent process for developing policies on
Director and executive remuneration, and for fixing
the remuneration packages of individual Directors
and Key Management Personnel
Review and recommend to the Board a general
framework of remuneration for the Board and Key
Management Personnel and specific remuneration
packages for each Director and Key Management
Personnel
As at 30 September 2021, all the members of the NRC are non-executive and the majority of whom, including the
chairman of the NRC, are independent.
The NRC is guided by written Terms of Reference approved by the Board which set out the duties and responsibilities
of the NRC. The NRC’s responsibilities, in relation to its functions as a nominating committee, include reviewing
the structure, size and composition and independence of the Board and its Board Committees, reviewing and
making recommendations to the Board on the succession plans for Directors, the Chairman and Key Management
Personnel, making recommendations to the Board on all appointments and re-appointments of Directors (including
alternate Directors, if any), and determining the independence of Directors. The NRC also proposes for the Board’s
approval, the objective performance criteria and process for the evaluation of the effectiveness of the Board, the
Board Committees and each Director, and ensures that proper disclosures of such process are made. The NRC is
also responsible for reviewing and making recommendations to the Board on training and professional development
programmes for the Board and the Directors.
Further information on the main activities of the NRC, in relation to its functions as a nominating committee, are
outlined in the following sections:
•
•
•
•
“Training and development of Directors” on page 117
“Board Composition” on pages 118 to 125
“Directors’ Independence” on pages 121 to 124
“Board Performance Evaluation” on page 125
The NRC’s responsibilities, in reviewing remuneration matters, include: (i) reviewing and recommending to the Board,
a framework of remuneration for the Board and Key Management Personnel, and (ii) ensuring that the remuneration
of executive Directors shall not be linked in any way to FCT’s gross revenue.
On an annual basis, the NRC also reviews and recommends, for the Board’s approval, the Manager’s remuneration
and benefits policies and practices (including long-term incentive schemes), and the performance and specific
remuneration packages for each Director and Key Management Personnel, in accordance with the approved
remuneration policies and processes.
CorporateGovernance Report Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
115
The NRC also proposes, for the Board’s approval, criteria to assist in the evaluation of the performance of
Key Management Personnel, and (where applicable) reviews the obligations of the Manager arising in the event
of the termination of the service agreements of Key Management Personnel to ensure that such contracts
of service contain fair and reasonable termination clauses. The NRC also administers and approves awards
under the Restricted Unit Plan (“RUP”) and/or other long-term incentive schemes to senior executives of
the Manager.
In carrying out its review on remuneration matters, the Terms of Reference of the NRC provide that the NRC shall
consider all aspects of remuneration, including Directors’ fees, special remuneration to Directors who render
special or extra services to the Manager, salaries, allowances, bonuses, options, Unit-based incentives and awards,
benefits-in-kind and termination payments, and shall aim to be fair and to avoid rewarding poor performance.
If necessary, the NRC can seek expert advice on remuneration within the Manager’s Human Resource Department or
from external sources. Where such advice is obtained from external sources, the NRC ensures that existing relationships,
if any, between the Manager and the appointed remuneration consultants will not affect the independence and
objectivity of the remuneration consultants.
Delegation of authority framework
As part of the Manager’s internal controls, the Board has adopted a framework of delegated authorisations in its
Manual of Authorities (the “MOA”). The MOA, which is approved by the Board, sets out the levels of authorisation
required for particular types of transactions to be carried out, and specifies whether Board approval needs to be
sought. It also sets out approval limits for operating and capital expenditure as well as investments, divestments and
asset enhancement initiatives.
While day-to-day operations of the business are delegated to Management, in order to facilitate the Board’s exercise
of its leadership and oversight of FCT, the MOA sets out certain matters specifically reserved for approval by the
Board and these are clearly communicated to Management in writing. These include approval of annual budgets,
financial plans, material transactions, namely, major acquisitions and divestments, funding and investment proposals
and asset enhancement initiatives.
Meetings of the Board and Board Committees
The Board meets regularly, at least once every quarter, and also as required by business needs or if their members
deem it necessary or appropriate to do so.
The following table summarises the number of meetings of the Board and Board Committees and general meetings
held and attended by the Directors in FY21:
Board
Meetings
Audit, Risk and
Compliance
Committee
Meetings
Nominating
and
Remuneration
Committee
Meetings
Annual
General
Meeting
4
4 (C) (1)
4
4
4
4
4
4
4
4
4
4 (C) (1)
N.A.
N.A.
2
2
2 (C) (1)
2
2
N.A.
2
1
1 (C) (1)
1
1
1
1
1
Meetings held for FY21
Dr Cheong Choong Kong
Mr Ho Chai Seng
Mr Ho Chee Hwee Simon
Ms Koh Choon Fah
Mr Low Chee Wah
Mr Christopher Tang Kok Kai
Notes:
(1) (C) refers to Chairman.
CorporateGovernance Report 116
A calendar of activities is scheduled for the Board a year in advance.
The Manager’s Constitution provides for Board members who are unable to attend physical meetings to participate
through telephone conference, video conference or similar communications equipment.
Management provides the Directors with Board papers setting out complete, adequate and relevant information
on the agenda items to be discussed at Board and Board Committee meetings around a week in advance of the
meeting (save in cases of urgency). This is to give Directors sufficient time to prepare for the meeting and review and
consider the matters being tabled so that discussions can be more meaningful and productive and Directors have
the necessary information to make sound and informed decisions.
Senior members of the Management attend Board meetings, and where necessary, Board Committee meetings, to
brief and make presentations to the Directors, provide input and insight into matters being discussed, and respond to
queries and take any follow-up instructions from the Directors. At least once a year and if required, time is set aside
after scheduled Board meetings for discussions amongst the Board without the presence of Management.
Where required by the Directors, external advisers may also be present or available whether at Board and Board
Committee meetings or otherwise, and (if necessary), at the Manager’s expense where applicable, to brief the
Directors and provide their advice.
Matters discussed by Board and Board Committees in FY21
BOARD
Strategy
•
• Business and Operations Update
Sustainability, Environmental,
•
Social & Governance
Financial Performance
•
• Governance
Feedback from Board Committees
•
• Divestments Proposals
•
Technology Risk Management
Audit, Risk and Compliance Committee
Nominating and Remuneration Committee
External and Internal Audit
•
Financial Reporting
•
Treasury, Debt and Capital Management
•
•
Internal Controls and Risk Management
• Related/Interested Person Transactions
• Conflicts of Interests
Board Oversight
• Board Composition and Renewal
• Board, Board Committees and Director Evaluations
•
• Remuneration Policies and Framework
•
Training and Development
Succession Planning
Outside of Board and Board Committee meetings, Management provides Directors with complete and adequate
reports on major operational matters, business development activities, financial performance, potential investment
opportunities and budgets periodically, as well as such other relevant information on an on-going and timely basis
to enable them to discharge their duties and responsibilities properly. In respect of budgets, any material variance
between the projections and actual results will be disclosed and explained in the relevant periodic report.
Directors have separate and independent access to Management, and are entitled to request for such additional
information as needed to make informed decisions and to fulfil their duties and responsibilities properly, which
additional information will then be provided by Management in a timely manner. Where required or requested by
Directors, site visits are also arranged for Directors to have an intimate understanding of the key business operations
of each division and to promote active engagement with Management.
Directors are provided with complete, adequate and timely information to enable them to ensure that they prepare
adequately for Board and Board Committee meetings and make informed decisions, and Directors (including those
who hold multiple board representations and other principal commitments) devote sufficient time and attention to the
affairs of FCT and the Manager. At Board and Board Committee meetings, the Directors attend and actively participate,
discuss, deliberate and appraise matters requiring their attention and decision. Where necessary for the proper
discharge of their duties, the Directors may seek and obtain independent professional advice at the Manager’s expense.
During FY21, the Manager closely monitored developments on the COVID-19 situation, and the Board was promptly
informed on the impact of such developments on business operations, as well as the implementation of business
continuity plans and other mitigating measures to minimise any operational disruptions.
CorporateGovernance Report Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
117
The Board was also regularly updated on relevant legal and regulatory requirements in light of the evolving
COVID-19 situation.
In addition to the scheduled Board meetings, Management also provides regular updates on the financial performance,
investment and asset management and investor relations matters of FCT to the Chairman and ARCC Chairman during
monthly meetings.
The Company Secretary
The Board is supported by the Company Secretary of the Manager (“Company Secretary”), who is legally trained
and familiar with company secretarial practices, and responsible for administering and executing Board and Board
Committee procedures in compliance with the Companies Act (Chapter 50 of Singapore), the Manager’s Constitution,
the Trust Deed and applicable law. The Company Secretary also provides advice and guidance on relevant guidelines,
notices, rules and regulations, including disclosure requirements under the SFA, applicable MAS guidelines and
notices, the CIS Code and the SGX-ST Listing Manual, as well as corporate governance practices and processes.
The Company Secretary attends all Board and Board Committee meetings and drafts and reviews the minutes of
proceedings thereof, and facilitates and acts as a channel of communication for the smooth flow of information to and
within the Board and its various Board Committees, as well as between and with senior Management. The Directors
have separate and independent access to the Company Secretary, whose responsibilities include supporting and
advising the Board on corporate and administrative matters.
The Company Secretary solicits and consolidates Directors’ feedback and evaluation, facilitates induction and
orientation programmes for new Directors, and assists with Directors’ professional development matters. The
Company Secretary also acts as the Manager’s primary channel of communication with the SGX-ST.
The appointment and removal of the Company Secretary is subject to the approval of the Board.
Training and development of Directors
The NRC is tasked with identifying and developing training programmes for the Board and Board Committees for the
Board’s approval and ensuring that Directors have the opportunity to develop their skills and knowledge.
Upon appointment, each new Director is issued a formal letter of appointment setting out his or her roles, duties,
responsibilities and obligations, including his or her responsibilities as fiduciaries and on the policies relating to
conflicts of interest, as well as the expectations of the Manager. An induction and orientation programme is also
conducted to provide new appointees with information on the business activities, strategic direction, policies and
corporate governance practices of the Manager, as well as their statutory and other duties and responsibilities as
Directors. A new Director who has no prior experience as a director of an issuer listed on the SGX-ST must also
undergo mandatory training in his or her roles and responsibilities as prescribed by the SGX-ST, unless the NRC is
of the view that training is not required because he or she has other relevant experience, in which case the basis of
its assessment will be disclosed.
The Directors are kept continually and regularly updated on FCT’s business and the regulatory and industry specific
environments in which the entities of the Group operate. The Manager sees to it that the Board is regularly updated on
new developments in laws and regulations or changes in regulatory requirements and financial reporting standards
which are relevant to or may affect the Manager or FCT and such updates may be in writing, by way of briefings
held by the Manager’s lawyers and external auditors or disseminated by way of presentations and/or handouts.
During FY21, the Directors attended briefings and training programmes on, among others, (i) updates to the SGX-ST
Listing Manual and Code of Corporate Governance; (ii) MAS regulatory updates; (iii) changes in the financial reporting
standards; (iv) sustainability and Environmental, Social and Governance (“ESG”) matters; (v) cyber security landscape
and threats; and (vi) technology risk management.
To ensure the Directors have the opportunities to develop their skills and knowledge and to continually improve
the performance of the Board, all Directors are encouraged to undergo continual professional development during
the term of their appointment, and provided with opportunities to develop and maintain their skills and knowledge
at the Manager’s expense. The Manager maintains a training record to track Directors’ attendance at training and
professional development courses.
Directors are encouraged to be members of the Singapore Institute of Directors (“SID”) and for them to receive
updates and training from SID to stay abreast of relevant developments in financial, legal and regulatory requirements,
and relevant business trends.
CorporateGovernance Report 118
BOARD COMPOSITION
The following table shows the composition of the Board and the various Board Committees (1):
Audit, Risk and
Compliance
Committee
Nominating and
Remuneration
Committee
Dr Cheong Choong Kong
Mr Ho Chai Seng
Chairman, Non-Executive
(Independent) Director
Non-Executive
(Independent) Director
Mr Ho Chee Hwee Simon
Non-Executive
(Non-Independent) Director
●
●
●
Ms Koh Choon Fah
Mr Low Chee Wah
Mr Christopher Tang Kok Kai
Notes:
Non-Executive
(Independent) Director
●
(Chairman)
Non-Executive
(Non-Independent) Director
Non-Executive
(Non-Independent) Director
(1) Unless otherwise stated, the information provided herein is as of 30 September 2021.
Profiles of each of the Directors can be found on pages 16 to 19.
●
●
(Chairman)
●
●
●
As can be seen from the table above, as at 30 September 2021, all of the Directors are non-executive and at least half
of the Board comprises independent Directors.
No alternate directors have been appointed on the Board for FY21. Alternate directors will only be appointed in
exceptional circumstances.
The NRC reviews, on an annual basis, the structure, size and composition of the Board and Board Committees,
taking into account the CG Code and the Securities and Futures (Licensing and Conduct of Business) Regulations
(“SFLCB Regulations”). The NRC has assessed that the current structure, size and composition of the Board and
Board Committees are appropriate for the scope and nature of FCT’s and the Manager’s operations. No individual or
group dominates the Board’s decision-making process or has unfettered powers of decision-making. The NRC is of
the opinion that the Directors with their diverse backgrounds and experience (including banking, finance, accounting
and other relevant industry knowledge, entrepreneurial and management experience, and familiarity with regulatory
requirements and risk management) provide the appropriate balance and mix of skills, knowledge, experience and
other aspects of diversity such as gender and age that avoids groupthink and fosters constructive debate and ensures
the effectiveness of the Board and its Board Committees. The Board concurs with the views of the NRC.
Where Directors step down from the Board, cessation announcements providing detailed reason(s) for the cessation
are released on SGXNet in compliance with the requirements of the SGX-ST Listing Manual.
CorporateGovernance Report Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
119
Board Composition in terms of Age Group, Independence, Tenure and Gender
(as at 30 September 2021)
Age Group
Independence
Gender
51 to 65
66 to 80
83%
17%
Non-Executive
and Independent
Directors
Non-Executive and
Non-Independent
Directors
50%
50%
Male
Female
83%
17%
Tenure
0
2
4
6
8
10
12
14
16
18
Number of years as director as at 30 September2021
Non-Executive and Independent Directors |
Non-Executive and Non-Independent Directors
CorporateGovernance Report 120
Selection, Appointment and Re-appointment of Directors
Under the NRC Terms of Reference, the NRC is tasked with making recommendations to the Board on all Board
appointments and re-appointments, taking into account, among other things, the scope and nature of the operations
of the Group, the requirements of the business, whether Directors who have multiple board representations are able
to carry out and have been carrying out their duties as Directors and whether the Directors have given sufficient time
and attention to the affairs of FCT and the Manager.
The process for the selection, appointment and re-appointment of Directors also takes into account the composition
and progressive renewal of the Board and Board Committees.
Additionally, as part of the NRC’s review of the composition, and performance evaluation, of the Board and Board
Committees (which are done at least annually), the NRC will consider the competencies, commitment, contribution
and performance (e.g. attendance, preparedness, participation and candour) of the Directors (including Directors
who are to be recommended for re-appointment). In the case of a potential new Director, the NRC will consider
the candidate’s experience, education, expertise, judgement, skillset, personal qualities and general and sector
specific knowledge in relation to the needs of the Board as well as whether the candidates will add diversity and
technological expertise to the Board and whether they are likely to have adequate time to discharge their duties,
including attendance at all Board meetings. The NRC will also take into consideration whether a candidate had
previously served on the boards of companies with adverse track records or a history of irregularities, and assess
whether such past appointments would affect his/her ability to act as a Director of the Manager.
The NRC considers a range of different channels to source and screen both internal and external candidates for
Board appointments, depending on the requirements, including tapping on existing networks and recommendations.
External consultants may be retained from time to time, where appropriate, to assist in sourcing, assessing and
selecting a broader range of potential internal and external candidates beyond the Board’s existing network of
contacts. Suitable candidates are carefully evaluated by the NRC so that recommendations made on proposed
candidates are objective and well supported.
On an annual basis, the NRC reviews (a) the directorships and principal commitments of each Director, and (b)
a framework for Board evaluation to be conducted by an external consultant on the effectiveness of the Board.
Through the aforementioned Board evaluation exercise, the Directors assess whether Board members effectively
manage his or her directorships and have the time and ability to contribute to the Board.
Instead of prescribing a maximum number of directorships and/or other principal commitments that each Director
may have, the NRC adopts a holistic assessment of each Director’s individual capacity and circumstances to carry
out his or her duties, taking into consideration not only the number of other board and other principal commitments
held by each Director, but also the nature and complexity of such commitments. The assessment also takes into
consideration Directors’ commitment, conduct and contributions (such as meaningful participation, candour and
rigorous decision making) at Board meetings, as well as whether the Director’s engagement with Management is
adequate and effective. In respect of FY2021, the NRC is of the view that each Director, including Directors who hold
multiple board representations, has been able to effectively discharge his or her duties as a Director of the Manager.
Further details on the Board evaluation exercise are set out under the section “Board Performance Evaluation” on
page 125.
Directors are not subject to periodic retirement by rotation. Under its Terms of Reference, the NRC is tasked with
reviewing the succession plans for Directors, the Chairman and Key Management Personnel.
CorporateGovernance Report Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
121
Board Diversity Policy
The Board has adopted, with the recommendation of the NRC, a board diversity policy, and has charged the NRC with
the task of setting qualitative and measurable quantitative objectives (where appropriate) for achieving board diversity,
and reviewing the Manager’s progress towards achieving the objectives under the policy. The NRC will monitor and
implement this policy, and will take the principles of the policy into consideration when determining the optimal
composition of the Board, the appointment and re-appointment of Directors and when recommending any proposed
changes to the Board. On the recommendation of the NRC, the Board may set certain measurable objectives and
specific diversity targets, with a view to achieving an optimal Board composition, and these objectives and specific
diversity targets may be reviewed by the NRC from time to time to ensure their appropriateness. Although there were
no Board composition changes during FY21, the Manager remains committed to implementing the Board Diversity
Policy and any progress made towards the implementation of such policy will be disclosed in future Corporate
Governance Reports, as appropriate.
The Board views diversity at the Board level as an essential element for driving value in decision-making and
proactively seeks, as part of its board diversity policy, to maintain an appropriate balance of expertise, skills and
attributes among the Directors. This is reflected in the diversity of the composition of the Board, in terms of age,
gender, and the backgrounds and competencies of the Directors, whose experience range from banking, finance and
accounting, and include relevant industry knowledge, entrepreneurial and management experience, and familiarity
with regulatory requirements and risk management. This is beneficial to FCT, the Manager and Management as
decisions by, and discussions with, the Board would be enriched by the broad range of views and perspectives and
the breadth of experience of the Directors.
Directors’ Independence
The Directors exercise their judgement independently and objectively in the interests of FCT and the Manager.
The NRC determines annually, and as and when circumstances require, if a Director is independent based on the
rules, guidelines and/or circumstances on director independence as set out in Rule 210(5)(d) of the SGX-ST Listing
Manual, Provision 2.1 of the CG Code and the accompanying Practice Guidance, the MAS Guidelines No. SFA04-G07
“Guidelines to all Holders of a Capital Markets Services Licence for Real Estate Investment Trust Management” dated
1 January 2016 and Regulations 13D to 13H of the SFLCB Regulations (collectively, the “Relevant Regulations”).
The NRC provides its views to the Board for the Board’s consideration. Directors are expected to disclose any
relationships with the Manager, its related corporations, its substantial shareholders, its officers or the substantial
Unitholders of FCT, if any, which may affect their independence, as and when they arise, to the Board.
Each of the Independent Directors complete a declaration of independence annually which is then reviewed by the
NRC. Based on the declarations of independence of these Directors, and having regard to the rules, guidelines and
circumstances set forth in the Relevant Regulations, the NRC and the Board have determined that for FY21, there are
three independent Directors on the Board, namely Dr Cheong Choong Kong, Mr Ho Chai Seng and Ms Koh Choon Fah.
Dr Cheong Choong Kong
Dr Cheong Choong Kong is a director on the Board of National Council of Social Services as at 30 September 2021.
He has confirmed, inter alia, that he:
(a)
(b)
(c)
is not connected1 to any substantial shareholder2 of the Manager or substantial Unitholder2 of FCT and does
not have any relationship with the Manager, its related corporations, its substantial shareholders, its officers or
the substantial Unitholders of FCT which could interfere with the exercise of his independent judgement as a
Director;
(i) is not employed by the Manager, any of its related corporations or the Trustee for FY21 or any of the past
three financial years, and (ii) does not have any immediate family member3 who has been employed by the
Manager or any of its related corporations, FCT or any of its related corporations or the Trustee, as an executive
officer in any of the past three financial years; and
in FY21 or the immediate past financial year, (i) has not, and does not have any immediate family member
who, received significant payments4 or material services from the Manager or any of its subsidiaries, FCT or
any of its subsidiaries and/or the Trustee and (ii) was not, and does not have any immediate family member
who was (A) a substantial shareholder or substantial Unitholder of, or (B) a partner in (with 5% or more
stake), or (C) an executive officer of, or (D) a director of, any organisation to which the Manager or any of its
subsidiaries, FCT or any of its subsidiaries or the Trustee received significant payments5 or material services
(other than Directors’ fees).
Having considered the declaration of independence and the Relevant Regulations, the NRC has determined that,
Dr Cheong Choong Kong is an independent director as at 30 September 2021.
CorporateGovernance Report 122
Mr Ho Chai Seng
As at 30 September 2021, Mr Ho Chai Seng does not hold other directorships. He has confirmed, inter alia, that he:
(a)
(b)
(c)
is not connected1 to any substantial shareholder2 of the Manager or substantial Unitholder2 of FCT and does
not have any relationship with the Manager, its related corporations, its substantial shareholders, its officers
or the substantial Unitholders of FCT which could interfere with the exercise of his independent judgement
as a Director;
(i) is not employed by the Manager, any of its related corporations or the Trustee for FY21 or any of the past
three financial years, and (ii) does not have any immediate family member3 who has been employed by the
Manager or any of its related corporations, FCT or any of its related corporations or the Trustee, as an executive
officer in any of the past three financial years; and
in FY21 or the immediate past financial year, (i) has not, and does not have any immediate family member
who, received significant payments4 or material services from the Manager or any of its subsidiaries, FCT or
any of its subsidiaries and/or the Trustee and (ii) was not, and does not have any immediate family member
who was (A) a substantial shareholder or substantial Unitholder of, or (B) a partner in (with 5% or more
stake), or (C) an executive officer of, or (D) a director of, any organisation to which the Manager or any of its
subsidiaries, FCT or any of its subsidiaries or the Trustee received significant payments5 or material services
(other than Directors’ fees).
Having considered the declaration of independence and the Relevant Regulations, the NRC has determined that
Mr Ho Chai Seng is an independent director as at 30 September 2021.
Ms Koh Choon Fah
As at 30 September 2021, Ms Koh Choon Fah is a director of the following companies:
•
•
Edmund Tie Holdings Pte. Ltd.; and
New Horizon Holdings Pte. Ltd.
She has confirmed, inter alia, that she:
(a)
(b)
(c)
is not connected1 to any substantial shareholder2 of the Manager or substantial Unitholder2 of FCT and, save
as set out in note (2) on page 124, does not have any relationship with the Manager, its related corporations,
its substantial shareholders, its officers or the substantial Unitholders of FCT which could interfere with the
exercise of her independent judgement as a Director;
(i) is not employed by the Manager, any of its related corporations or the Trustee for FY21 or any of the past
three financial years, and (ii) does not have any immediate family member3 who has been employed by the
Manager or any of its related corporations, FCT or any of its related corporations or the Trustee, as an executive
officer in any of the past three financial years; and
in FY21 or the immediate past financial year, (i) has not, and does not have any immediate family member who,
received significant payments4 or material services from the Manager or any of its subsidiaries, FCT or any of
its subsidiaries and/or the Trustee and (ii) was not, and does not have any immediate family member who was
(A) a substantial shareholder or substantial Unitholder of, or (B) a partner in (with 5% or more stake), or (C) an
executive officer of, or (D) a director of, any entity to which the Manager or any of its subsidiaries, FCT or any of
its subsidiaries or the Trustee received significant payments5 or material services (other than Directors’ fees).
Having considered the declaration of independence and the Relevant Regulations, the NRC had determined that,
notwithstanding the circumstances set out in note (2) on page 124, Ms Koh Choon Fah is an independent director as
at 30 September 2021.
Notes:
(1) A Director is “connected” to a substantial shareholder of the Manager or a substantial Unitholder if: (a) (where such shareholder or Unitholder is
an individual) the Director is a member of the immediate family of such substantial shareholder or substantial Unitholder or employed by such
substantial shareholder or substantial Unitholder or accustomed or under an obligation, whether formal or informal, to act in accordance with
the directions, instructions or wishes of such substantial shareholder or substantial Unitholder, and (b) (where such shareholder or Unitholder
is a corporation) the Director is employed by or a director of such substantial shareholder, substantial Unitholder, their related corporations or
associated corporations or accustomed or under an obligation, whether formal or informal, to act in accordance with the directions, instructions
or wishes of the substantial shareholder or substantial Unitholder.
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(2) “substantial shareholder” and “substantial Unitholder” refers to a shareholder or Unitholder holding not less than 5% of the total votes or units
attached to all voting shares or units in the Manager or FCT, respectively.
(3) “immediate family” in relation to an individual, means the individual’s spouse, son, adopted son, step-son, daughter, adopted daughter,
step-daughter, father, step-father, mother, step-mother, brother, step-brother, sister or step-sister.
(4) As a guide, payments aggregated over any financial year in excess of S$50,000 would generally be deemed as significant. The amount and nature
of the service, and whether it is provided on a one-off or recurring basis, are relevant in determining whether the service provided is material.
(5) As a guide, payments aggregated over any financial year in excess of S$200,000 would generally be deemed significant irrespective of whether
they constitute a significant portion of the revenue of the organisation in question. The amount and nature of the service, and whether it is provided
on a one-off or recurring basis, are relevant in determining whether the service provided is material.
The Board has considered the relevant requirements under the SFLCB Regulations and its views in respect of the
independence of each Director for FY21 are as follows:
The Director:
Dr Cheong
Choong Kong
Mr Ho Chee
Hwee Simon (1)
Mr Ho
Chai Seng
Ms Koh
Choon Fah (2)
Mr Low
Chee Wah (3)
Mr Christopher
Tang Kok Kai (4)
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
had been independent
from the management
of the Manager and
FCT during FY21
had been independent
any business
from
the
relationship with
Manager
FCT
during FY21
and
had been independent
from every substantial
shareholder of
the
Manager and every
substantial Unitholder
during FY21
not been
had
a
substantial shareholder
of the Manager or a
substantial Unitholder
during FY21
has not served as a
director of the Manager
for a continuous period
of 9 years or longer as
at the last day of FY21
(i)
(ii)
(iii)
(iv)
(v)
Notes:
(1) Mr Ho Chee Hwee Simon was appointed as (a) the vice-chairman of the board of Frasers Hospitality International Pte Ltd, a subsidiary of FPL; and
(b) an advisor to FPL (collectively referred to as the “Prior Appointments”) on 16 July 2018, and receives director’s fees amounting to S$75,000
per year and advisor’s fees amounting to S$175,000 per year respectively. During FY21 , Mr Ho Chee Hwee Simon received an additional payment
of S$100,000 in connection with his appointment as advisor to FPL.
Mr Ho Chee Hwee Simon was appointed as a director of Frasers Property (Singapore) Pte. Ltd. (“FPS”), a subsidiary of FPL, on 1 November 2019
(the “FPS Appointment”) and in conjunction with the FPS Appointment, Mr Ho Chee Hwee Simon was also appointed as the chairman of the
Retail Management Committee of FPL. In connection with the FPS Appointment, Mr Ho Chee Hwee Simon receives director’s fees of S$75,000
per year.
The total fees that Mr Ho Chee Hwee Simon will be receiving in connection with the Prior Appointments and the FPS Appointment for FY21 will
amount to S$425,000.
FPL wholly-owns the Manager and is a substantial Unitholder. Pursuant to the SFLCB Regulations, during FY21, Mr Ho Chee Hwee Simon is
deemed to (i) have a business relationship with the Manager and FCT; and (ii) be connected to a substantial shareholder of the Manager and a
substantial Unitholder.
The Board of the Manager is satisfied that, as at 30 September 2021, Mr Ho Chee Hwee Simon was able to act in the best interests of all Unitholders
as a whole. As at 30 September 2021, Mr Ho Chee Hwee Simon was able to act in the best interests of all Unitholders as a whole.
CorporateGovernance Report 124
(2) Ms Koh Choon Fah is a director and a shareholder of New Horizon Holdings Pte Ltd (“New Horizon”), holding a 20% shareholding interest in
New Horizon. New Horizon holds 28.68% of Edmund Tie Holdings Pte. Ltd., which in turn holds 100% of Edmund Tie & Company (SEA) Pte. Ltd.
(“ETCSEA”). Ms Koh thereby has an approximately 5.736% effective shareholding interest in ETCSEA. Ms Koh was the chief executive officer and
executive director of ETCSEA (the “ETCSEA Appointments”) until the cessation of the ETCSEA Appointments with effect from 1 July 2021.
ETCSEA has been appointed by related corporations of the Manager, being other entities within the FPL group (“FPL Group”) in the current and
immediately preceding financial year, to provide services, including property valuation, property tax consultancy and marketing services and
received fees therefor (the “ETCSEA Fees”). These services fall within the categories of business relationships set out in Regulation 13G of the
SFLCB Regulations.
Taking into consideration that the fees paid previously to ETCSEA have been made on an arm’s length basis following assessment and determination
carried out independently by the management teams of the relevant FPL Group entities based on objective criteria, including competence, service
level and/or competitiveness of pricing and the declaration of independence by Ms Koh Choon Fah, the Board of the Manager is satisfied that
the appointment of ETCSEA by entities of the FPL Group and the payment of ETCSEA Fees in respect therefor do not affect her continued ability
to exercise strong objective judgement and be independent in conduct and character (in particular, in the expression of her views and in her
participation in the deliberations and decision-making of the Board and Board Committees of which she is a member), acting in the best interests
of all Unitholders as a whole.
As a measure by the Manager to mitigate potential conflicts of interest, FCT will not consider ETCSEA for the provision of valuation services for any
acquisition or disposal of retail assets by FCT or for any existing assets of FCT. For all other services, if ETCSEA is assessed and determined to be
the most suitable based on objective criteria, including competence, service level and/or competitiveness of pricing, and FCT is considering to
engage ETCSEA, Ms Koh Choon Fah will abstain from voting on any proposal for such engagement. Further, following the cessation of the ETCSEA
Appointments with effect from 1 July 2021, even though Ms Koh continues to have an approximately 5.736% effective shareholding interest in
ETCSEA, she is no longer involved in the running of the business of, or the provision of services by, ETCSEA.
The Board of the Manager is satisfied that, as at 30 September 2021, Ms Koh Choon Fah was able to act in the best interests of all Unitholders as
a whole. As at 30 September 2021, Ms Koh Choon Fah was able to act in the best interests of all Unitholders as a whole.
(3) Mr Low Chee Wah is currently employed by a related corporation of the Manager and is a director of various subsidiaries/associated companies
of FPL, which wholly owns the Manager and is a substantial Unitholder. As such, during FY21, he is deemed (i) to have a management relationship
with the Manager and FCT; and (ii) connected to a substantial shareholder of the Manager and substantial Unitholder. The Board of the Manager is
satisfied that, as at 30 September 2021, Mr Low Chee Wah was able to act in the best interests of all Unitholders as a whole. As at 30 September
2021, Mr Low Chee Wah was able to act in the best interests of all Unitholders as a whole.
(4) Mr Christopher Tang Kok Kai is appointed as an advisor to FPL with effect from 1 January 2020 (the “FPL Appointment”) and receives advisor’s fees
amounting to S$216,000 per year. The advisory services relating to the FPL Appointment are performed by Mr Christopher Tang Kok Kai through
CT Advisory, a sole-proprietorship of which Mr Christopher Tang Kok Kai is the sole-proprietor. As such, during FY21, he is deemed (i) to have a
management relationship with the Manager and FCT; and (ii) connected to a substantial shareholder of the Manager and substantial Unitholder. The
Board of the Manager is satisfied that, as at 30 September 2021, Mr Christopher Tang Kok Kai was able to act in the best interests of all Unitholders
as a whole. As at 30 September 2021, Mr Christopher Tang Kok Kai was able to act in the best interests of all Unitholders as a whole.
The independent Directors lead the way in upholding good corporate governance at the Board level and their presence
facilitates the exercise of objective independent judgement on corporate affairs. Their participation and input also
ensure that key issues and strategies are critically reviewed, constructively challenged, fully discussed and thoroughly
examined, taking into account the long-term interests of FCT and its Unitholders. As of 30 September 2021, none of
the independent Directors have served on the Board for a continuous period of nine years or longer. Board renewal
is a continuing process where the appropriate composition of the Board is continually under review. In this regard,
the tenure of each independent Director is monitored so that the process for board renewal is commenced ahead of
any independent Director reaching the nine-year mark to facilitate a smooth transition and to ensure that the Board
continues to have an appropriate balance of independence. To this end, the NRC is tasked with undertaking the process
of reviewing, considering and recommending any changes to the composition of the Board, where appropriate, taking
into account the requirements to be met by independent Directors including the SFLCB Regulations.
As at least half of the Board comprises independent Directors, the Manager will not be subjecting any appointment or
re-appointment of Directors to voting by Unitholders under Regulation 13D of the SFLCB Regulations. The Chairman
is presently an independent Director.
Conflict of Interest
The Board has in place clear procedures for dealing with conflicts of interest. To address and manage possible conflicts
of interest (including in relation to Directors, officers and employees) that may arise in managing FCT, the Manager has
put in place procedures which, among other things, specify that: (a) the Manager shall be dedicated to the management
of FCT and will not directly or indirectly manage other REITs; (b) all executive officers of the Manager will be employed
by the Manager; (c) all resolutions in writing of the Directors in relation to matters concerning FCT must be approved by
a majority of the Directors, including at least one independent Director; (d) at least one-third of the Board shall comprise
independent Directors; (e) on matters where FPL and/or its subsidiaries have an interest (directly or indirectly), Directors
nominated by FPL and/or its subsidiaries shall abstain from voting. On such matters, the quorum must comprise a
majority of independent Directors and must exclude nominee Directors of FPL and/or its subsidiaries; and (f) an
interested Director is required to disclose his interest in any proposed transaction with FCT, to recuse himself or herself
from meetings and/or discussions (or relevant segments thereof), and is required to abstain from voting on resolutions
approving the transaction.
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The Manager does not have a practice of extending loans to Directors, and as at 30 September 2021, there were
no loans granted by the Manager to Directors. If there are such loans, the Manager will comply with its obligations
under the Companies Act (Chapter 50 of Singapore) in relation to loans, quasi-loans, credit transactions and related
arrangements to Directors.
Board Performance Evaluation
The NRC is tasked with making recommendations to the Board on the process and objective performance criteria for
evaluation of the performance of the Board as a whole, the Board Committees and the individual Directors.
The Board, with the recommendation of the NRC, has approved the objective performance criteria and implemented
a formal process for assessing the effectiveness of the Board as a whole and its Board Committees separately, and
the contribution by the Chairman and each individual Director to the effectiveness of the Board, on an annual basis.
The objective performance criteria are not typically changed from year to year.
In relation to FY20, the outcome of the evaluation was generally affirmative across the evaluation categories. Based on
the NRC’s review, the Board and the various Board Committees operate effectively and each Director is contributing
to the overall effectiveness of the Board.
For FY21, an independent external consultant, Aon Solutions Singapore Pte. Ltd. (“Aon”), has been appointed to
facilitate the process of conducting a Board evaluation survey. The external consultant has no connection with the
Manager or FCT or any of the Directors.
Each Director is required to complete a Board evaluation questionnaire, a Board Committee evaluation questionnaire
and an individual Director self-evaluation questionnaire (the “Questionnaires”). The Questionnaires have been
designed to provide an evaluation of the current effectiveness of the Board and to support the Chairman and the
Board in proactively considering what can enhance the readiness of the Board to address emerging strategic priorities
for FCT as a whole. The external consultant will facilitate the sending of questionnaires to all Directors, and one-to-one
interviews are conducted selectively on a rotational basis, to obtain Directors’ feedback.
The objective performance criteria covered in the Board evaluation exercise relate to the following key segments:
(1) Board composition (balance of skills, experience, independence, knowledge of the company, and diversity);
(2) management of information flow; (3) Board processes (including Board practices and conduct); (4) Board’s
consideration of ESG aspects; (5) Board strategy and priorities; (6) Board’s value-add to, and management of the
performance of the Manager and FCT; (7) development and succession planning of executives; (8) development and
training of Directors; (9) oversight of risk management and internal controls; and (10) the effectiveness of the Board
Committees. The individual Director self-evaluation questionnaire aims to assess whether each Director is willing and
able to constructively challenge and contribute effectively to the Board, and demonstrate commitment to his or her
roles on the Board and Board Committees (if any).
The responses to the Questionnaires and interview(s) are summarised by the external consultant and its report
submitted to the NRC. To provide a greater level of objectivity in the evaluation process, the report also includes
peer comparisons and third-party benchmarking of the results to the evaluation. Findings and recommendations of
the external consultant which include feedback from Directors would be taken into consideration and any necessary
follow-up actions would be undertaken with a view to improving the overall effectiveness of the Board in fulfilling its
role and meeting its responsibilities to Unitholders. The Chairman will, where necessary, provide feedback to the
Directors with a view to improving Board performance and, where appropriate, propose changes to the composition
of the Board.
REMUNERATION MATTERS
The remuneration of the staff of the Manager and Directors’ fees are paid by the Manager from the management fees
it receives from FCT, and not by FCT. With the recommendations of the NRC, the Board has put in place a formal and
transparent process for developing policies on remuneration of Directors and Key Management Personnel and for
fixing the remuneration packages of individual Directors and Key Management Personnel.
CorporateGovernance Report 126
Compensation Philosophy
The Manager seeks to incentivise and reward consistent and sustained performance through market competitive,
internally equitable and performance-orientated compensation programmes which are aligned with Unitholders’
interests. This compensation philosophy serves as the foundation for the Manager’s remuneration framework, and
guides the Manager’s remuneration framework and strategies. In addition, the Manager’s compensation philosophy
seeks to align the aspirations and interests of its employees with the interests of FCT and its Unitholders, resulting in the
sharing of rewards for both employees and Unitholders on a sustained basis. The Manager’s compensation philosophy
serves to attract, retain and motivate employees. The Manager aims to connect employees’ desire to develop and fulfil
their aspirations with the growth opportunities afforded by the Manager’s strategic vision and corporate initiatives.
Compensation Principles
All compensation programme design, determination and administration are guided by the following principles:
(a)
Pay-for-Performance
The Manager’s Pay-for-Performance principle encourages excellence, in a manner consistent with the
Manager’s core values. The Manager takes a total compensation approach, which recognises the value and
responsibility of each role, and differentiates and rewards performance through its incentive plans.
(b)
Unitholder Returns
Performance measures for incentives are established to drive initiatives and activities that are aligned with
both short-term value creation and long-term Unitholder wealth creation, thus ensuring a focus on delivering
Unitholder returns.
(c)
Sustainable Performance
The Manager believes sustained success depends on the balanced pursuit and consistent achievement of
short-term and long-term goals. Hence, variable incentives incorporate a significant pay-at-risk element to
align employees with sustainable performance for the Manager.
(d) Market Competitiveness
The Manager aims to be market competitive by benchmarking its compensation levels with relevant comparators
accordingly. However, the Manager embraces a holistic view of employee engagement that extends beyond
monetary rewards. Recognising each individual as unique, the Manager seeks to motivate and develop
employees through all the levers available to the Manager through its comprehensive human capital platform.
Engagement of External Consultants
The NRC may from time to time, and where necessary or required, engage external consultants in framing the
remuneration policy and determining the level and mix of remuneration for Directors and Management. Among other
things, this helps the Manager to stay competitive in its remuneration packages. During FY21, Aon was appointed as
the Manager’s remuneration consultant. The remuneration consultant does not have any relationship with FCT, the
Manager, its controlling shareholders, its related entities and/or its Directors which would affect its independence
and objectivity.
Remuneration Framework
The NRC reviews and makes recommendations to the Board on the remuneration framework for the independent
Directors and other non-executive Directors and the Key Management Personnel. The remuneration framework is
endorsed by the Board.
The remuneration framework covers all aspects of remuneration including salaries, allowances, performance
bonuses, benefits in kind, termination terms and payments, grant of awards of units of FCT (“Units”) and incentives
for the Key Management Personnel and fees for the independent Directors and other non-executive Directors, and
the NRC considers all such aspects of remuneration to ensure they are fair and avoids rewarding poor performance.
The remuneration framework is tailored to the specific role and circumstances of each Director and Key Management
Personnel, to ensure an appropriate remuneration level and mix that recognises the performance, potential and
responsibilities of these individuals, as applicable.
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Remuneration Policy in respect of Management and other employees
The NRC reviews the level, structure and mix of remuneration and benefits policies and practices (where appropriate)
of the Manager, to ensure that they are appropriate and proportionate to the sustained performance and value
creation of FCT and the Manager, taking into account the strategic objectives of FCT and the Manager, and designed
to attract, retain and motivate the Key Management Personnel to successfully manage FCT and the Manager for the
long term. The NRC takes into account all aspects of remuneration, including termination terms, to ensure that they
are fair.
The remuneration framework comprises fixed and variable components, which include short-term and long-term
incentives. When conducting its review of the remuneration, the NRC takes into account the performance of FCT
and individual performance. The performance of FCT is measured based on pre-set financial and non-financial
indicators. Individual performance is measured via the employee’s annual appraisal based on indicators such as core
values, competencies and key performance indicators.
Fixed Component
The fixed component in the Manager’s remuneration framework is structured to remunerate employees for the roles
they perform, and is benchmarked against relevant industry market data. It comprises base salary, fixed allowances
and any statutory contribution. The base salary and fixed allowances for Key Management Personnel are reviewed
annually by the NRC and approved by the Board.
Variable Component
A significant and appropriate proportion of the remuneration of key executives of the Manager comprises a variable
component which is structured so as to link rewards to corporate and individual performance and incentivise
sustained performance in both the short and long term. The variable incentives are measured based on quantitative
and qualitative targets, and overall performance will be determined at the end of the year and approved by the NRC.
The performance targets are measurable, appropriate and meaningful so that they incentivise the right behaviour
in a manner consistent with the Group’s core values. For individuals in control functions, performance targets are
principally based on the achievement of the objectives of their functions.
1.
Short-Term Incentive Plans
The short-term incentive plans (“STI Plans”) aim to incentivise excellence in performance in the short term.
All Key Management Personnel’s performance are assessed through either a balanced scorecard or annual
performance review with pre-agreed financial and non-financial key performance indicators (“KPIs”). The
financial KPIs are based on the performance of FCT. Non-financial KPIs may include measures on Culture
& People, Business Growth, Customer/Branding, Sustainability and Operational Efficiency or specified
projects. These targets are established at the beginning of each financial year. At the end of the financial year,
the achievements are measured against the pre-agreed targets and the short-term incentives of each Key
Management Personnel are determined.
The NRC recommends the final short-term incentives that are awarded to Key Management Personnel for the
Board’s approval, taking into consideration any other relevant circumstances.
2.
Long-Term Incentive Plans
The NRC administers the Manager’s long-term incentive plan, namely, the RUP. The RUP was approved by
the Board and subsequently adopted by Unitholders on 8 December 2017. Through the RUP, the Manager
seeks to foster a greater ownership culture within the Manager by aligning more directly the interests of
senior executives (including the CEO) with the interests of Unitholders and other stakeholders, and for such
employees to participate and share in FCT’s growth and success, thereby ensuring alignment with sustainable
value creation for Unitholders over the long term.
The RUP is available to selected senior executives of the Manager. Its objectives are to increase the Manager’s
flexibility and effectiveness in its continuing efforts to attract, retain and motivate talented senior executives
and to reward these executives for the future performance of FCT and the Manager.
CorporateGovernance Report 128
Under the RUP, the Manager grants Unit-based awards (“Initial Awards”) with pre-determined performance
targets being set at the beginning of the performance period. The NRC recommends the Initial Awards granted
to Key Management Personnel to the Board for approval, taking into consideration the Key Management
Personnel’s individual performance. The performance period for the RUP is one year. The pre-set targets
are net property income and distribution per Unit. Such performance conditions are generally performance
indicators that are key drivers of business performance, Unitholder value creation and aligned to FCT’s
business objectives.
The RUP awards represent the right to receive fully paid Units, their equivalent cash value or a combination
thereof, free of charge, provided certain prescribed performance conditions are met. The final number of Units
to be released (“Final Awards”) will depend on the achievement of the pre-determined targets at the end of
the performance period. If such targets are exceeded, more Units than the Initial Awards may be delivered,
subject to a maximum multiplier of the Initial Awards. The Final Awards will vest to the participants in three
tranches over two years after a one-year performance period. The obligation to deliver the Units is expected
to be satisfied out of the Units held by the Manager.
The NRC has absolute discretion to decide on the Final Awards, taking into consideration any other relevant
circumstances.
Approach to Remuneration of Key Management Personnel
The Manager advocates a performance-based remuneration system that is highly flexible and responsive to the market,
and that is structured so as to link a significant and appropriate proportion of remuneration to FCT’s performance and
that of the individual.
In designing the compensation structure, the NRC seeks to ensure that the level and mix of remuneration is competitive,
relevant and appropriate in finding a balance between current versus long-term compensation and between cash
versus equity incentive compensation.
Executives who have a greater ability to influence outcomes within the Manager have a greater proportion of overall
reward at risk. The NRC exercises broad discretion and independent judgement in ensuring that the amount and
mix of compensation are aligned with interests of Unitholders and other stakeholders and promote the long-term
success of FCT, and appropriate to attract, retain and motivate Key Management Personnel to successfully manage
FCT for the long term.
Performance Indicators for Key Management Personnel
As set out above, the Manager’s variable remuneration comprises short-term and long-term incentives, taking into
account both FCT’s and individual performance. This is to ensure employee remuneration is linked to performance.
In determining the short-term incentives, both FCT’s financial and non-financial performance as per the balanced
scorecard are taken into consideration. The performance targets align the interests of the Key Management Personnel
with the long-term growth and performance of FCT and the Manager. The financial performance indicators on which
the Key Management Personnel are evaluated comprise (a) FCT’s net property income, (b) distribution per Unit, (c)
FCT’s total return (against a peer group), (d) FCT’s profit before interest and tax, and (e) divestment of non-core assets.
These performance indicators are quantitative and are objective measures of FCT’s performance. The non-financial
performance indicators on which the Key Management Personnel are evaluated include (i) Culture & People, (ii) Business
Growth, (iii) Customer/Branding and (iv) Sustainability and Operational Efficiency. These qualitative performance
indicators will align the Key Management Personnel’s performance with FCT’s strategic objectives.
In relation to long-term incentives, the Manager has implemented the RUP with effect from the financial year ended
30 September 2018 as set out above. The release of long-term incentive awards to Key Management Personnel are
conditional upon the performance targets being met. The performance targets of the KPIs align the interests of the
Key Management Personnel with the long-term growth and performance of FCT. In FY21, the pre-determined target
performance levels for the RUP grant were partially met.
Currently, the Manager does not have claw-back provisions which allow it to reclaim incentive components of
remuneration from its Key Management Personnel in exceptional circumstances of misstatement of financial results
or misconduct resulting in financial loss.
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Remuneration Packages of Key Management Personnel
The NRC reviews and makes recommendations on the specific remuneration packages and service terms for the
Key Management Personnel for endorsement by the Board, which is ultimately accountable for all remuneration
decisions relating to the Key Management Personnel. The NRC will review the short-term and long-term incentives
in the Key Management Personnel’s remuneration package to ensure its compliance with the substance and spirit of
the directions and guidelines from the MAS.
No Director or Key Management Personnel is involved in deciding his or her remuneration.
The NRC aligns the CEO’s leadership, through appropriate remuneration and benefit policies, with FCT’s and the
Manager’s strategic objectives and key challenges. Performance targets are also set for the CEO and his performance
is evaluated yearly.
In solidarity with its stakeholders in overcoming the challenges posed by the COVID-19 pandemic, the
senior Management had taken a reduction in their base salary by between 5% to 10% from 1 October 2020 to
31 December 2020.
Remuneration Policy in respect of Non-Executive Directors
The remuneration of non-executive Directors has been designed to be appropriate to the level of contribution, taking
into account factors such as effort, time spent, and responsibilities, on the Board and Board Committees, and to attract,
retain and motivate the Directors to provide good stewardship of FCT to successfully manage FCT for the long term.
Non-executive Directors do not receive bonuses, options or Unit-based incentives and awards. Directors’ fees are
paid in cash and not in the form of Units.
The Manager engages consultants to review Directors’ fees by benchmarking such fees against the amounts paid
by listed industry peers. Each non-executive Director’s remuneration comprises a basic fee and attendance fees
for attending Board and Board Committee meetings. In addition, non-executive Directors who perform additional
services in Board Committees are paid an additional fee for such services. The chairman of each Board Committee
is also paid a higher fee compared with the members of the respective Board Committees in view of the greater
responsibility carried by that office.
The Manager’s Board fee structure during FY21 is set out below.
Attendance Fee
per meeting (1)
(for physical
attendance in
Singapore)
(S$)
Attendance Fee
(for physical
attendance outside
Singapore (excluding
home country
Attendance Fee
per meeting
(for attendance
via tele/video
of Director))
(S$)
conference)
(S$)
Basic Fee
per annum
(S$)
Board
– Chairman
– Member
Audit, Risk and
Compliance Committee
– Chairman
– Member
Nominating and
Remuneration Committee
– Chairman
– Member
Note:
90,000
45,000
40,000
20,000
12,000
6,000
(1) The attendance fee applies for attendance in person in Singapore.
3,000
1,500
3,000
1,500
3,000
1,500
4,500
4,500
4,500
4,500
4,500
4,500
1,000
1,000
1,000
1,000
1,000
1,000
CorporateGovernance Report 130
Disclosure of Remuneration of Directors and Key Executives of the Manager
Information on the remuneration of Directors and key executives of the Manager for FY21 is set out below.
Directors of the Manager
Dr Cheong Choong Kong
Mr Ho Chai Seng
Mr Ho Chee Hwee Simon
Ms Koh Choon Fah
Mr Christopher Tang Kok Kai (2)
Mr Low Chee Wah (3)
Notes:
Remuneration
S$ (*)
116,333.33
80,583.33
75,083.33 (1)
93,416.67
52,750.00
45,250.00
(1) Excludes S$75,000 and S$175,000 being payment of director’s fees and advisor’s fees respectively for the Prior Appointments, the additional
payment of S$100,000 in FY21 in connection with his appointment as advisor to FPL and S$75,000 being payment of director’s fees for the FPS
Appointment, from FPL Group (excluding the Manager).
(2) Excludes S$216,000 being payment of the advisor’s fees for the FPL Appointment from 1 October 2020 to 30 September 2021, from FPL Group
(excluding the Manager).
(3) Director’s fees for Mr Low Chee Wah are paid to Frasers Property Corporate Services Pte. Ltd.
(*)
In solidarity with its stakeholders in overcoming the challenges posed by COVID-19 pandemic, the Board had approved the waiver of 10% of
non-executive Directors’ basic fees for the period from 1 October 2020 to 31 July 2021, which were reinstated with effect from 1 August 2021, and
this has been reflected in the amount of remuneration.
Remuneration of CEO for FY21
Between S$750,001 to S$1,000,000
Mr Richard Ng
Remuneration of key
executives of the Manager (2)
(excluding CEO) for FY21
Ms Tay Hwee Pio (4)
Ms Tan Loo Ming Audrey (5)
Ms Pauline Lim
Mr Chen Fung Leng
Aggregate Total Remuneration
(excluding CEO)
Notes:
Salary
%
Bonus
%
Allowances
and
Benefits
%
Long-Term
Incentives
%
Total
%
50
18 (1)
5
27
100
Salary
%
Bonus
%
Allowances
and
Benefits
%
Long-Term
Incentives
%
Total
%
63 (3)
17 (3)
8 (3)
12 (3)
100
S$1,150,182
(1) The amount includes a one-off payment contractually agreed in connection with his appointment within FPL Group which had become payable
upon satisfaction of a stipulated period of his appointment.
(2) At present, the Manager has three key executives (excluding the CEO). They are the CFO and the division heads of the Manager and they are listed
in this table. Ms Tay Hwee Pio was the CFO from 1 October 2020 until her resignation with effect from 24 July 2021 and Ms Tan Loo Ming Audrey
is the current CFO and she was appointed on 24 July 2021.
(3) Derived based on the aggregation of the respective remuneration components of each of the key executives of the Manager (excluding the CEO)
and represented as percentages against the total remuneration for these key executives.
(4) Calculated from 1 October 2020 to 23 July 2021. Ms Tay Hwee Pio resigned as CFO with effect from 24 July 2021.
(5) Calculated from 2 July 2021 to 30 September 2021. Ms Tan Loo Ming Audrey was appointed as Head of Finance on 2 July 2021 and was
subsequently appointed as CFO on 24 July 2021.
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There are no existing or proposed service agreements entered into or to be entered into by the Manager or any of
its subsidiaries with Directors or Key Management Personnel which provide for compensation in the form of stock
options, or pension, retirement or other similar benefits, or other benefits, upon termination of employment.
Pursuant to the MAS Notice to All Holders of a Capital Markets Services Licence for Real Estate Investment Trust
Management (Notice No: SFA4-N14), REIT managers are required to disclose the remuneration of the CEO and each
individual Director on a named basis, and the remuneration of at least the top five executive officers (which shall
not include the CEO and executive officers who are Directors), on a named basis, in bands of S$250,000. The REIT
manager may provide an explanation if it does not wish to or is unable to comply with such requirement. The Manager
has decided (a) to disclose the CEO’s remuneration in bands of S$250,000 (instead of on a quantum basis), (b) not to
disclose the remuneration of the other key executives of the Manager in bands of S$250,000 and (c) to disclose the
aggregate remuneration of all key executives of the Manager (excluding the CEO), for the following reasons:
(i)
(ii)
(iii)
(iv)
(v)
given the competitive business environment which FCT operates in, the Manager faces significant competition
for talent in the REIT management sector and the Manager has not disclosed the exact remuneration of the
key executives (including the CEO) so as to minimise potential staff movement and undue disruption to its
management team which would be prejudicial to the interests of Unitholders;
the composition of the current management team has been stable and to ensure the continuity of business and
operations of FCT, it is important that the Manager continues to retain its team of competent and committed staff;
it is important for the Manager to ensure stability and continuity of their business by retaining a competent and
experienced management team and being able to attract talented staff and disclosure of the remuneration of the
CEO and the other key executives could make it difficult to retain and attract talented staff on a long-term basis;
due to the confidentiality and sensitivity of staff remuneration matters, the Manager is of the view that such
disclosure could be prejudicial to the interests of Unitholders; and
the remuneration of the CEO and the other key executives of the Manager are paid by the Manager and there
is full disclosure of the total amount of fees paid to the Manager set out at pages 154, 203 and 228 to 229 of
this Annual Report.
While the disclosure of the exact quantum of the remuneration of the CEO and the requisite remuneration band for
each of the other key executives (who are not also Directors or the CEO) would be in full compliance with Provision
8.1 of the CG Code, taking into account the reasons why such disclosure would be prejudicial to the interests of
Unitholders and that the Manager has disclosed the remuneration policies, composition of remuneration, appraisal
process and performance metrics which go towards determination of the performance bonus of the CEO and other
key executives, the Board has determined that despite the partial deviation from Provision 8.1 of the CG Code, there
is sufficient transparency on the Manager’s remuneration policies, level and mix of remuneration, the procedure
for setting remuneration and the relationships between remuneration, performance and value creation which are
consistent with the intent of Principle 8 of the CG Code.
As at 30 September 2021, there are no employees within the Manager who is a substantial Unitholder or who is an
immediate family member of a Director, the CEO or a substantial Unitholder.
FINANCIAL PERFORMANCE, REPORTING AND AUDIT
The Board, with the support of Management, is responsible for providing a balanced and understandable assessment
of FCT’s performance, position and prospects. Financial reports are provided to the Board on a quarterly basis and
monthly accounts are made available to the Directors on request.
The Manager prepares the financial statements of FCT in accordance with the recommendations of the Statement
of Recommended Accounting Practice 7 “Reporting Framework for Investment Funds” issued by the Institute of
Singapore Chartered Accountants, the applicable requirements of the CIS Code issued by the MAS, SGX-ST Listing
Manual, Singapore Financial Reporting Standards (International), and the provisions of the Trust Deed.
The Board releases FCT’s half-yearly and full year financial results. The Manager also provides business updates to
Unitholders for the first and third quarter performance of FCT. The financial results and the business updates contain
information on the updates on the COVID-19 situation, and the impact on its tenants’ sales and shopper traffic.
The Board also provides Unitholders with relevant business updates, other price or trade sensitive information and
material corporate developments through announcements to the SGX-ST and FCT’s website.
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External Audit
The ARCC conducts an assessment of the external auditors, and recommends its appointment, re-appointment or
removal to the Board. The assessment is based on factors such as the performance and quality of its audit, the cost
effectiveness and the independence and objectivity of the external auditors. The ARCC also makes recommendations
to the Board on the remuneration and terms of engagement of the external auditors.
At the annual general meeting (“AGM”) held on 21 January 2021, KPMG LLP was re-appointed by Unitholders as the
external auditors of FCT until the conclusion of the next AGM. Pursuant to the requirements of the SGX-ST, an audit
partner may only be in charge of a maximum of five consecutive annual audits and may then return after two years.
The KPMG LLP audit partner in charge of the annual audit for the Group for FY21 is in charge of the annual audit for
the first time.
During FY21, the ARCC conducted a review of the scope, quality, results and performance of audit by the external
auditors and its cost effectiveness, as well as the independence and objectivity of the external auditors. It also
reviewed all non-audit services provided by the external auditors during the financial period, and the aggregate
amount of fees paid to them for such services. Details of fees paid or payable to the external auditors in respect of
audit and non-audit services for FY21 are set out in the table below:
Fees relating to external auditors for FY21
For audit and audit-related services
For non-audit services
Total
S$’000
349.7
331.5
681.2
The ARCC has conducted a review of all non-audit services provided by KPMG LLP during the financial period. The
ARCC is satisfied that given the nature and extent of non-audit services provided and the fees for such services,
neither the independence nor the objectivity of KPMG LLP is put at risk. KPMG LLP attended the ARCC meetings
held every quarter for FY21, and where appropriate, has met with the ARCC without the presence of Management to
discuss their findings, if any.
The Manager, on behalf of FCT, confirms that FCT has complied with Rule 712 of the SGX-ST Listing Manual which
requires, amongst others, that a suitable auditing firm should be appointed by FCT having regard to certain factors.
FCT has also complied with Rule 715 of the SGX-ST Listing Manual which requires that the same auditing firm of FCT
based in Singapore audits its Singapore-incorporated subsidiaries and significant associated companies, and that
a suitable auditing firm be engaged for its significant foreign-incorporated subsidiaries and associated companies.
In the review of the financial statements for FY21, the ARCC discussed the following key audit matters identified by
the external auditors with Management:
Key Audit Matters
How this issue was addressed by the ARCC
Valuation of investment
properties
The ARCC considered the methodologies and key assumptions applied by the
valuers in arriving at the valuation of the properties.
The ARCC reviewed the outputs from the financial year-end valuation process of
the Group’s investment properties and discussed the details of the valuation with
Management, focusing on significant changes in fair value measurements and key
drivers of the changes.
The ARCC was satisfied with the valuation process, the methodologies used and
the valuation for investment properties as adopted as at 30 September 2021.
Accounting of Acquisitions
For FY21, the Group acquired an additional 63.11% stake in AsiaRetail Fund
Limited (“ARF”) for an aggregate consideration of approximately S$1,060.3 million.
The ARCC considered the methodologies and key assumptions used in estimating
the fair values of significant identified assets and liabilities and the resulting
allocation in the purchase price.
The ARCC was satisfied that the acquisition of ARF has been appropriately
accounted for as a business combination.
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GOVERNANCE OF RISK AND INTERNAL CONTROLS
The Board is responsible for the governance of risk and ensures that Management maintains a sound system of
risk management and internal controls.
Enterprise Risk Management and Risk Tolerance
The Manager has established a sound system of risk management and internal controls comprising procedures
and processes to safeguard FCT’s assets and FCT’s and its Unitholders’ interests. The ARCC reviews and reports
to the Board on the adequacy and effectiveness of such controls, including financial, compliance, operational and
information technology controls, and risk management procedures and systems, taking into consideration the
recommendations of both internal and external auditors.
Internal Controls
The ARCC, through the assistance of internal and external auditors, reviews and reports to the Board on the
adequacy and effectiveness of the Manager’s system of controls, including financial, compliance, operational and
information technology controls. In assessing the effectiveness of internal controls, the ARCC ensures primarily that
key objectives are met, material assets are properly safeguarded, fraud or errors (if any) in the accounting records are
prevented or detected, accounting records are accurate and complete, and reliable financial information is prepared
in compliance with applicable internal policies, laws and regulations.
A comfort matrix of key risks, by which relevant material financial, compliance and operational (including information
technology) risks of FCT and the Manager have been documented to assist the Board to assess the adequacy and
effectiveness of the existing internal controls. The comfort matrix is prepared with reference to the strategies, policies,
processes, systems and reporting processes connected with the management of such key risks and presented to the
Board and the ARCC.
The ARCC and the Board have been monitoring the impact of the ongoing COVID-19 pandemic on FCT’s financials
with increased scrutiny on potential high-risk areas such as capital and liquidity management and working closely
with Management to ensure adequate cash flow and liquidity to sustain the Manager and FCT’s operations on an
ongoing basis. The ARCC and the Board are updated by Management regularly on the results of various scenario
planning and stress testing to assess and track the possible impact on FCT’s liquidity and cashflow. Capital and
liquidity management remain priorities for the Manager and FCT.
Risk Management
The Board, through the ARCC, reviews the adequacy and effectiveness of the Manager’s risk management
framework to ensure that robust risk management and mitigating controls are in place. The Manager has adopted
an enterprise-wide risk management (“ERM”) framework to enhance its risk management capabilities. Key risks,
control measures and management actions are continually identified, reviewed and monitored as part of the ERM
process. Financial and operational key risk indicators are in place to track key risk exposures. Apart from the
ERM process, key business risks are thoroughly assessed by Management and each significant transaction is
comprehensively analysed so that Management understands the risks involved before it is embarked upon. An
outline of the Manager’s ERM framework and progress report is set out on pages 77 to 79.
Periodic updates are provided to the ARCC on FCT’s and the Manager’s risk profiles. These updates would involve an
assessment of FCT’s and the Manager’s key risks by risk categories, current status, the effectiveness of any mitigating
measures taken, and the action plans undertaken by Management to manage such risks.
In addition to the ERM framework, risk tolerance statements setting out the nature and extent of significant risks
which the Manager is willing to take in achieving its strategic objectives have been formalised and adopted.
The Board has received assurance from the CEO and the CFO that as at 30 September 2021:
(a)
(b)
the financial records of FCT have been properly maintained and the financial statements for FY21 give a true
and fair view of FCT’s operations and finances;
the system of internal controls in place for FCT is adequate and effective to address financial, operational,
compliance and information technology risks which the Manager considers relevant and material to FCT’s
operations; and
(c)
the risk management system in place for FCT is adequate and effective to address risks which the Manager
considers relevant and material to FCT’s operations.
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Board’s Comment on Internal Controls and Risk Management Framework
Based on the internal controls established and maintained by the Manager, work performed by internal and external
auditors, reviews performed by Management and the ARCC and assurance from the CEO and the CFO, the Board
is of the view that the internal controls in place for FCT were adequate and effective as at 30 September 2021 to
address financial, operational, compliance and information technology risks, which the Manager considers relevant
and material to FCT’s operations.
Based on the risk management framework established and adopted by the Manager, review performed by Management
and assurance from the CEO and the CFO, the Board is of the view that the risk management system in place for
FCT was adequate and effective as at 30 September 2021 to address risks which the Manager considers relevant and
material to FCT’s operations.
The Board notes that the system of internal controls and risk management provides reasonable, but not absolute,
assurance that the Manager 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 internal controls and risk management can provide absolute
assurance against the occurrence of material errors, poor judgement in decision-making, human error, losses, fraud
or other irregularities.
The ARCC concurs with the Board’s view that as at 30 September 2021, the internal controls of FCT (including financial,
operational, compliance and information technology controls) and risk management systems were adequate and
effective to address risks which the Manager considers relevant and material to FCT’s operations.
Internal Audit
The internal audit function of the Manager is performed by FPL Group’s internal audit department (“FPL Group IA”). FPL
Group IA is responsible for conducting objective and independent assessments on the adequacy and effectiveness of
the Manager’s system of internal controls, risk management and governance practices. The Head of FPL Group IA reports
directly to the ARCC, and administratively to the Group Chief Corporate Officer of FPL. The appointment and removal of
FPL Group IA as the service provider of the Manager’s internal audit function requires the approval of the ARCC.
The ARCC ensures that FPL Group IA complies with the standards set by nationally or internationally recognised
professional bodies. In this regard, in performing internal audit services, FPL Group IA has adopted and complies with
the Standards for the Professional Practice of Internal Auditing set by The Institute of Internal Auditors, Inc.
The ARCC is also responsible for ensuring that the internal audit function is adequately resourced and staffed with
persons with the relevant qualifications and experience. As at 30 September 2021, FPL Group IA comprised 22
professional staff. The Head of FPL Group IA and the Singapore-based FPL Group IA staff are members of The Institute
of Internal Auditors, Singapore. To ensure that the internal audit activities are effectively performed, FPL Group IA
recruits suitably qualified audit professionals with the requisite skills and experience. FPL Group IA staff members
are given relevant training and development opportunities to update their technical knowledge and auditing skills.
This includes attending relevant technical workshops and seminars organised by The Institute of Internal Auditors,
Singapore and other professional bodies.
FPL Group IA operates within the framework of a set of terms of reference as contained in the Internal Audit Charter
approved by the ARCC. It adopts a risk-based audit methodology to develop its audit plan, and its activities are aligned
to key strategies of FCT. The results of the risk assessments determine the level of focus and the review intervals for
the various activities audited. Higher risk areas are subject to more extensive reviews which are also carried out more
frequently. FPL Group IA conducts its reviews based on the internal audit plan approved by the ARCC. FPL Group
IA has unfettered access to all of FCT’s and the Manager’s documents, records, properties and personnel, including
access to the ARCC members, and has appropriate standing with FCT and the Manager. All audit reports detailing
audit findings and recommendations are provided to Management who would respond with the actions to be taken.
Each quarter, FPL Group IA submits reports to the ARCC on the status of completion of the audit plan, audit findings
noted from reviews performed, and status of Management’s action plans to address such findings, including
implementation of the audit recommendations. The ARCC is satisfied that for FY21, FPL Group IA is independent,
effective, adequately resourced, and has appropriate standing within FCT and the Manager to perform its functions
effectively. Quality assurance reviews on FPL Group’s internal audit function are periodically carried out by qualified
professionals from an external organisation. The last review was performed in the financial year ended 30 September
2018. Where required, the ARCC will make recommendations to the Board to ensure that FPL Group IA remains an
adequate, effective and independent internal audit function.
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Related/Interested Person Transactions
The Manager has established internal processes such that the Board, with the assistance of the ARCC, is required
to be satisfied that all Related/Interested Person Transactions are undertaken on normal commercial terms, and are
not prejudicial to the interests of FCT and the Unitholders. This may entail obtaining (where practicable) quotations
from parties unrelated to the Manager, or obtaining one or more valuations from independent professional valuers
(in accordance with the Property Funds Appendix). Directors who are interested in any proposed Related/Interested
Person Transaction to be entered into by FCT are required to abstain from any deliberations or decisions in relation
to that Related/Interested Person Transaction.
All Related/Interested Person Transactions are entered in a register maintained by the Manager. The Manager
incorporates into its internal audit plan a review of the Related/Interested Person Transactions recorded in the register
to ascertain that internal procedures and requirements of the SGX-ST Listing Manual and Property Funds Appendix
have been complied with. The ARCC reviews the internal audit reports at least twice a year to ascertain that the
guidelines and procedures established to monitor Related/Interested Person Transactions have been complied with.
The review includes the examination of the nature of the Related/Interested Person Transactions and its supporting
documents or such other data deemed necessary by the ARCC. In addition, the Trustee also has the right to review
any such relevant internal audit reports to ascertain that the Property Funds Appendix has been complied with.
Any Related/Interested Person Transaction proposed to be entered into between FCT and an interested person,
would require the Trustee to satisfy itself that such Related/Interested Person Transaction is conducted on normal
commercial terms, is not prejudicial to the interests of FCT and its Unitholders, and is in accordance with all applicable
requirements of the CIS Code and the SGX-ST Listing Manual.
Whistle-Blowing Policy
The Manager has put in place a whistle-blowing policy (the “Whistle-Blowing Policy”). The Whistle-Blowing Policy
provides an independent feedback channel through which matters of concern about possible improprieties,
misconduct or wrongdoing relating to FCT, the Manager and its officers in matters of financial reporting, suspected
fraud and corruption or other matters may be raised by employees and any other persons in confidence and in
good faith, without fear of reprisal. Whistle-Blowers may report any matters of concern by mail, email or calling a
hotline, details of which are provided in the Whistle-Blowing Policy, which is available on FCT’s website. Any report
submitted through this channel would be received by the Head of the internal audit function and the Manager has
designated FPL Group IA, an independent function, to investigate all whistle-blowing reports made in good faith.
FPL is committed to ensuring that whistle-blowers will be treated fairly, and protected from reprisals, victimisation or
any otherwise detrimental or unfair treatment for whistle-blowing in good faith. The Manager will treat all information
received confidentially and protect the identity of all whistle-blowers.
The improprieties, misconduct or wrongdoing that are reportable under the Whistle-Blowing Policy include: (a) financial
or professional misconduct; (b) improper conduct, dishonest, fraudulent or unethical behaviour; (c) any irregularity or
non-compliance with laws/regulations or the Manager’s policies and procedures, and/or internal controls; (d) violence
at the workplace, or any conduct that may threaten health and safety; (e) corruption or bribery; (f) conflicts of interest;
and (g) any other improprieties or matters that may adversely affect Unitholders’/shareholders’ interests in, and assets
of, FCT/the Manager as well as FCT’s/the Manager’s reputation. The Whistle-Blowing Policy is covered and explained
in detail during staff training, including the procedures for raising concerns. All whistle-blowing complaints raised
are independently investigated and if appropriate, an investigation committee will be constituted. The outcome of
each investigation and any action taken is reported to the ARCC. The ARCC, which is responsible for oversight and
monitoring of whistle-blowing, reviews and ensures that independent investigations and any appropriate follow-up
actions are carried out.
UNITHOLDER MATTERS
The Manager treats all Unitholders fairly and equitably in order to enable them to exercise their Unitholders’ rights
and have the opportunity to communicate their views on matters affecting FCT. Unitholders are also given accurate,
objective and timely and assessment of FCT’s performance, financial position and prospects. The Manager provides
regular updates via SGXNET announcements and on its websites and via participation in outreach retail investors
events hosted by the Securities Investors Association (Singapore) or the SGX-ST. Unitholders and investors can
also contact the investor relations contact person at FCT to provide their feedback or submit enquiries. The AGMs
provide a platform for Unitholders to communicate their views to FCT Board and management on various matters
affecting FCT.
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Investor Relations
The Manager prides itself on its high standards of disclosure and corporate transparency. The Manager aims to provide
accurate, objective and timely information regarding FCT’s performance and progress and matters concerning FCT
and its business which are likely to materially affect the price or value of the Units or are likely to influence persons
who commonly invest in securities in deciding whether or not to subscribe for, or buy or sell the Units, to Unitholders
and the investment community, to enable them to make informed investment decisions.
The Manager’s dedicated Investor Relations (“IR”) manager is tasked with, and focuses on, facilitating communications
between FCT and its Unitholders, as well as with the investment community, analysts and media. Contact details of the
IR manager (“IR Contact”) are available on FCT’s website at https://www.frasersproperty.com/reits/fct for Unitholders,
investors and other stakeholders to channel their comments and queries. The IR policy also sets out the mechanism
through which Unitholders may contact the Manager with questions and through which the Manager may respond
to such questions.
Continuous and informed dialogue between the Manager and Unitholders is a central tenet of good corporate
governance. Regular engagement between these parties will promote greater transparency. Material and other
pertinent information such as press releases and presentation slides are released to the SGX-ST via SGXNET and
FCT’s website. Announcements through SGXNET and FCT’s website are the principal media of communication with
Unitholders. In the interim business updates for the first and third quarters of each financial year, the Manager provides,
inter alia, a discussion of the significant factors that affected FCT’s interim performance as well as relevant market
trends, including the risks and opportunities that may have a material impact on FCT’s prospects. Such information
provides Unitholders a better understanding of FCT’s performance in the context of the current business environment.
The Management (including the IR manager), participates in investor conferences, roadshows, and one-on-one
meetings (including virtual meetings) to keep the investment community informed of FCT’s corporate developments,
financial and operational performance and strategies and in order to solicit and understand the views of Unitholders
and investors. Analysts’ briefings, conference calls and/or investors’ post-results calls were conducted after
the announcements of FY21 financial results/business updates for each quarter. Audio casts of the Manager’s
presentations of FCT’s half year and full year results are available on FCT’s website on the day of release of the
respective results.
Details of the IR activities during the year can be found in the Investor Relations section of this Annual Report on
pages 22 to 23.
An electronic copy of this Annual Report is available on FCT’s website at https://fct.frasersproperty.com/publications.
html. Unitholders can also request for printed copies of this Annual Report via IR Contact.
The Trust Deed is also available for inspection upon request at the Manager’s office4.
Conduct of general meetings
In view of the COVID-19 pandemic, the 12th Annual General Meeting (“AGM 2021”) was convened and held by way of
electronic means on 21 January 2021, pursuant to the COVID-19 (Temporary Measures) (Alternative Arrangements
for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders)
Order 2020 (“COVID-19 Temporary Measures Order”). The alternative arrangements put in place for the conduct
of AGM 2021 included attendance at the AGM via electronic means where Unitholders could observe and/or listen
to the AGM proceedings via live audio-visual webcast or live audio–only stream, submission of questions to the
Chairman of the Meeting in advance of the AGM, addressing of substantial and relevant questions prior to the
AGM and voting by appointing the Chairman of the Meeting as proxy. All the Directors attended AGM 2021 either
in-person or via electronic means.
4 Prior appointment with the Manager is appreciated.
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In view of the ongoing COVID-19 situation in Singapore, the forthcoming 13th Annual General Meeting (“AGM 2022”)
will again be convened and held by way of electronic means on 18 January 2022, pursuant to the COVID-19 Temporary
Measures Order. The same alternative arrangements for the AGM will be put in place as last year except that this
year, Unitholders will additionally be able to submit questions to the Chairman of the Meeting “live” at the AGM. The
description below sets out FCT’s usual practice for Unitholders meetings prior to AGM 2021 when there were no
pandemic risks and the COVID-19 Temporary Measures Order was not in operation.
The Board supports and encourages active Unitholder participation at AGMs as it believes that general meetings
serve as an opportune forum for Unitholders to meet the Board and senior Management, and to interact with them.
As and when an extraordinary general meeting is convened, a circular is sent to Unitholders, containing details
of the matters proposed for Unitholders’ consideration and approval. To encourage participation, FCT’s general
meetings are held at convenient locations. Unitholders are given the opportunity to participate effectively and vote
at FCT’s general meetings, where relevant rules and procedures governing such meetings (for instance, how to vote)
are clearly communicated prior to the start of the meeting. Unitholders such as nominee companies which provide
custodial services for securities are not constrained by the two proxy limitation, and are able to appoint more than
two proxies to attend, speak and vote at general meetings of FCT.
The Manager generally provides Unitholders with longer than the minimum notice period required for general
meetings. The Manager tries its best not to schedule AGMs during peak periods when these might coincide with the
AGMs of other listed companies. The Manager gives our Unitholders the necessary information on each resolution
so as to enable them to exercise their votes on an informed basis.
At general meetings, the Manager sets out separate resolutions on each substantially separate issue unless the issues
are interdependent and linked so as to form one significant proposal. In the event where resolutions are bundled,
the Manager will explain the reasons and material implications in the relevant notice of meeting. Unitholders are
given the opportunity to raise questions and clarify any issues that they may have relating to the resolutions sought
to be passed.
For greater transparency, the Manager has implemented electronic poll voting at general meetings. This entails
Unitholders being invited to vote on each of the resolutions by poll, using an electronic voting system (instead of
voting by hands), thereby allowing all Unitholders present or represented at the meeting to vote on a one Unit, one
vote basis. The voting results of all votes cast for, against, or abstaining from each resolution is then screened at the
meeting and announced via SGXNET after the meeting. An independent external party is appointed as scrutineer
for the electronic voting process to count and validate the votes at general meetings. As the authentication of
Unitholder identity and other related security and integrity issues remain a concern, for FY21, the REIT Manager did
not implement absentia voting methods such as voting via mail, email or fax.
At the AGM, the Manager will make a presentation to update Unitholders on FCT’s financial and operational
performance for the financial year. The presentation materials are made available on SGXNET and FCT’s website
before the commencement of the AGM for the benefit of Unitholders.
Board members and senior Management are present at, and for the entire duration of, each Unitholders’ meeting
to respond to any questions from Unitholders, unless they are unable to attend due to exigencies. Certain external
consultants including FCT’s external auditors are also present to address queries about the conduct of audit and the
preparation and content of the auditors’ report.
The Chairman of the meeting is tasked with facilitating constructive dialogue between the Unitholders and the Board,
Management and the external auditors. Where appropriate, the Chairman allows specific Directors, such as the
respective Board Committee chairmen, to answer queries on matters related to their roles. Unitholders are also given
an opportunity to interact with the Directors before and/or after general meetings.
The minutes of Unitholders’ meetings which include the attendance of Board members at the meetings, matters
approved by Unitholders, voting results and substantial and relevant comments or queries from Unitholders relating
to the agenda of the general meeting together with responses from the Board and Management, are prepared by the
Manager. The minutes will be available on FCT’s website after the Board’s approval.
CorporateGovernance Report 138
Distributions
FCT’s distribution policy is to distribute at least 90.0% of its taxable income, comprising substantially its income from
the letting of its properties and related property maintenance services income after deduction of allowable expenses
and such distributions are typically paid on a half-yearly basis. For FY21, the distribution for the first half-year (for the
period from 1 October 2020 to 31 March 2021) was made on 4 December 2020 and on 28 May 20215. The distribution
for the second half-year (for the period from 1 April 2021 to 30 September 2021) was made on 29 November 2021.
STAKEHOLDER ENGAGEMENT
The Board adopts an inclusive approach by considering and balancing the needs and interests of material
stakeholders, as part of its overall responsibility to ensure that the best interests of FCT are served. Stakeholders are
parties who may be affected by FCT’s or the Manager’s activities or whose actions can affect the ability of FCT or the
Manager to conduct its activities.
Sustainability
In order to review and assess the material factors relevant to FCT’s business activities, the Manager from time to
time proactively engages with various stakeholders, including employees, vendors and tenants, and the investment
community, to gather feedback on the sustainability matters which have significant impact to the business and
operations of FCT and its stakeholders. Please refer to the Sustainability Report on pages 80 to 108 of this Annual
Report, which sets out information on the Manager’s arrangements to identify and engage with its material stakeholder
groups and to manage its relationships with such groups, and the Manager’s strategy and key areas of focus in relation
to the management of stakeholder relationships during FY21.
Code of Business Conduct
The conduct of employees of the Manager is governed by the FPL Code of Business Conduct. The FPL Group’s
business practices are governed by integrity, honesty, fair dealing and compliance with applicable laws. To guide FPL
Group’s employees across its multi-national network to uphold these values, FPL has established the FPL Code of
Business Conduct to provide clear guidelines on ethics and relationships to safeguard the interests and reputation of
the FPL Group, including the Manager, as well as its stakeholders.
The Code of Business Conduct covers key aspects such as avoiding conflicts of interest, working with external
stakeholders (including customers, suppliers, business partners, governments and regulatory officials), protecting
company’s assets, social media engagement, data privacy and upholding laws in countries where the FPL Group has
geographical presence in. The Code of Business Conduct also emphasises the importance of upholding FPL’s core
values to build a respectful culture. Employees are encouraged to be respectful to the elements that make people
similar or different from one another, including background, views, experiences, capabilities, values, beliefs, physical
differences, ethnicity and culture, gender, age, thinking styles, preferences and behaviours.
The Code of Business Conduct sets out the policies and procedures dealing with various issues such as conflicts
of interests, the maintenance of records and reports, equal employment opportunities and sexual harassment. It
includes requirements relating to the keeping of accurate and sufficiently detailed accounting records for financial
transactions, internal financial reporting and financial reporting to stakeholders, sets out the standards to which
employees must adhere in their business relationships with third parties and personal business undertakings and
their obligations to the FPL Group, and provides for the need to obtain approval in certain situations where a conflict
of interest may arise. It also covers an employee’s obligations in protecting the FPL Group’s confidential information
and intellectual property and reiterates the FPL Group’s zero tolerance approach to bribery and corruption.
Where applicable/appropriate, the Code of Business Conduct is also made available to other stakeholders such as
the Manager’s agents, suppliers, business associates and customers.
5 There was a distribution made on 4 December 2020 at a distribution per Unit of 0.132 Singapore cents for the period from 1 October 2020 to
6 October 2020 accrued prior to the issuance of new Units on 7 October 2020 pursuant to an equity fund raising announced on 28 September
2020. A further distribution was made on 28 May 2021 at a distribution per Unit of 5.864 Singapore cents for the period from 7 October 2020 to
31 March 2021.
CorporateGovernance Report Contents
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Corporate
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Anti-Money Laundering and Countering the Financing of Terrorism Measures
The Manager has a policy and procedures in place to comply with applicable anti-money laundering, counter-terrorism
financing laws and regulations, including the notice and guidelines issued by the MAS to capital intermediaries on
the prevention of money laundering and countering the financing of terrorism. The Manager’s policy and procedures
include, but are not limited to, risk assessment and mitigation, customer due diligence, reporting of suspicious
transactions, and record keeping. Training on anti-money laundering, counter-terrorism financing laws and regulations
are also conducted for employees, officers and representatives periodically and as and when needed.
Business Continuity Management
FCT has in place a Group Business Continuity Management (“BCM”) Policy which references the requirements
of ISO22301 management system. The policy sets the directives and guides the Manager in implementing and
maintaining a BCM management programme to protect against, reduce the likelihood of the occurrence of, prepare
for, respond to and recover from disruptions when they arise.
The Manager has in FY21, enhanced its BCM programme which has boosted its resilience and capability in responding,
managing, and recovering from adverse business disruptions and unforeseen catastrophic events. Management has
strengthened its Crisis Management Plan, Business Continuity Plans and Emergency Response Plans to prepare
itself in case of disruptions that may negatively impact on the business of FCT. Under the programme, critical
business functions, key processes, resource requirements and business recovery strategies are identified. Annual
tests, exercises (tabletop or simulated) and drills, simulating different scenarios, will be carried out to assess the
effectiveness of the abovementioned plans. The Manager’s Crisis Management Team and staff are trained periodically,
and the plans under the BCM are updated regularly. The BCM programme ensures FCT stays resilient in the face of a
crisis. It is a holistic approach to minimise adverse business impact and to safeguard FCT’s reputation and business
operations.
The Code of Business Conduct, the BCM Policy and the other policies mentioned above, are accessible to all
employees on the FPL Group intranet.
POLICY ON DEALINGS IN SECURITIES
The Manager has established a dealing policy on securities trading (“Dealing Policy”) setting out the procedure for
dealings in FCT’s securities by its Directors, officers and employees. In compliance with Rule 1207(19) of the SGX-ST
Listing Manual on best practices on dealing in securities, the Group issues reminders to its Directors, officers and
employees on the restrictions in dealings in listed securities of the Group during the period commencing (a) two
weeks prior to the announcement of the interim business updates of the first and third quarters of the financial year,
and (b) one month before the announcement of the half-year and full year results, and ending on the date of such
announcements (the “Prohibition Period”). Directors, officers and employees are also reminded not to trade in listed
securities of FCT at any time while in possession of unpublished price sensitive information and to refrain from dealing
in FCT’s securities on short-term considerations. Pursuant to the SFA, Directors and the CEO are also required to
report their dealings in FCT’s securities within two business days.
Every quarter, each Director, officer and employee is required to complete and submit a declaration form to the
designated compliance officer to report any trades he/she made in Units in the previous quarter and confirm that no
trades were made during the Prohibition Period. A quarterly report will be provided to the ARCC. Any non-compliance
with the Dealing Policy will be reported to the ARCC for its review and instructions.
In compliance with the Dealing Policy in relation to the Manager, prior approval from the Board is required before the
Manager deals or trades in Units. The Manager has undertaken that it will not deal in Units:
(i)
during the Prohibition Period; or
(ii)
whenever it is in possession of unpublished price sensitive information/material in relation to those securities.
CorporateGovernance Report 140
ADDITIONAL DISCLOSURE ON FEES PAYABLE TO THE MANAGER
Pursuant to the Trust Deed, the Manager is entitled to receive the following fees:
Type of Fee
Computation and Form of Payment
Rationale and Purpose
Base Fee
Pursuant to Clause 15.1.1 of the Trust Deed,
the Manager is entitled to receive a Base Fee
not exceeding the rate of 0.3% per annum of
the Value of FCT’s Deposited Property.
The Base Fee is payable quarterly in the form
of cash and/or Units as the Manager may elect.
Performance Fee
Acquisition Fee
Pursuant to Clause 15.1.2 of the Trust Deed,
the Manager is entitled to receive a Performance
Fee equal to a rate of 5.0% per annum of the
Net Property Income of FCT (calculated before
accounting for the Performance Fee in that
financial year) or (as the case may be) Special
Purpose Vehicles for each Financial Year accrued
to the Manager and remaining unpaid.
The Performance Fee is payable in the form of
cash and/or Units as the Manager may elect.
With effect from 1 October 2016, the Performance
Fee shall be paid annually, in compliance with
the Property Funds Appendix.
Pursuant to Clause 15.2.1(i) of the Trust Deed, the
Manager is entitled to receive an Acquisition Fee
not exceeding the rate of 1.0% of the acquisition
price upon the completion of an acquisition
Subject to the Property Funds Appendix, the
Acquisition Fee is payable as soon as practicable
after completion of the acquisition in the form
of cash and/or Units as the Manager may elect.
The Base Fee compensates the Manager
for the costs incurred in managing
FCT, which includes overheads, day-
to-day operational costs, compliance,
monitoring and reporting costs as well
as administrative expenses.
The Base Fee is calculated at a fixed
percentage of asset value as the scope
of the Manager’s duties is commensurate
with the size of FCT’s asset portfolio.
The Performance Fee, which is based
on Net Property Income, aligns the
interests of the Manager with Unitholders
as the Manager is incentivised to
proactively focus on improving rentals
and optimising the operating costs and
expenses of FCT’s properties. Linking
the Performance Fee to Net Property
Income will also motivate the Manager
to ensure the long-term sustainability
of the assets instead of taking on
excessive short-term risks to the
detriment of Unitholders.
The Acquisition Fee and Divestment
Fee seek to motivate and compensate
the Manager for the time, cost and effort
spent (in the case of an acquisition)
in sourcing, evaluating and executing
potential opportunities to acquire new
properties to further grow FCT’s asset
portfolio or, (in the case of a divestment) in
rebalancing and unlocking the underlying
value of the existing properties.
The Manager provides these services
over and above the provision of ongoing
management services with the aim of
enhancing long-term returns, income
sustainability and achieving the investment
objectives of FCT.
The Acquisition Fee is higher than the
Divestment Fee because there is additional
work required to be undertaken in terms of
sourcing, evaluating and conducting due
diligence for an acquisition, as compared
to a divestment.
CorporateGovernance Report Contents
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Corporate
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Financial &
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141
ADDITIONAL DISCLOSURE ON FEES PAYABLE TO THE MANAGER (CONT’D)
Type of Fee
Computation and Form of Payment
Rationale and Purpose
Divestment Fee
Pursuant to Clause 15.2.1(ii) of the Trust Deed,
the Manager is entitled to receive a Divestment
Fee not exceeding the rate of 0.5% of the sale
price upon the completion of a sale or disposal.
Subject to the Property Funds Appendix, the
Divestment Fee is payable as soon as practicable
after completion of the sale or disposal in the form
of cash and/or Units as the Manager may elect.
Note:
Capitalised terms used in this section shall have the same meanings ascribed to them in the Trust Deed.
SUMMARY OF COMPLIANCE WITH EXPRESS DISCLOSURE REQUIREMENTS IN PRINCIPLES AND PROVISIONS
OF CG CODE
Principles and Provisions of the 2018 Code of Corporate Governance
BOARD’S CONDUCT OF AFFAIRS
Provision 1.2
Induction, training and development provided to new and existing
Directors
Provision 1.3
Matters requiring Board approval
Provision 1.4
Names of Board Committee members, terms of reference of Board
Committees, any delegation of Board’s authority to make decisions and
a summary of each Board Committee’s activities
Provision 1.5
Number of Board and Board Committee meetings and each individual
Directors’ attendances at such meeting
BOARD COMPOSITION AND GUIDANCE
Provision 2.2
The Board diversity policy and progress made towards implementation
of the policy, including objectives
Page
Reference
of Annual
Report
2021
117
115 to 117
112 to 117
115
121
CorporateGovernance Report 142
SUMMARY OF COMPLIANCE WITH EXPRESS DISCLOSURE REQUIREMENTS IN PRINCIPLES AND PROVISIONS
OF CG CODE (CONT’D)
Page
Reference
of Annual
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2021
114 and
118 to 120
121 to 124
Principles and Provisions of the 2018 Code of Corporate Governance
BOARD MEMBERSHIP
Provision 4.3
Provision 4.4
Provision 4.5
Process for the selection, appointment and re-appointment of Directors
to the Board, including the criteria used to identify and evaluate
potential new Directors and channels used in searching for appropriate
candidates
Relationships that independent Directors have with FCT, its related
corporations, its substantial Unitholders or its officers, if any, which
may affect their independence, and the reasons why the Board, having
taken into account the views of the NRC, has determined that such
Directors are still independent
Listed company directorships and principal commitments of each
Director, and where a Director holds a significant number of such
directorships and commitments, the NRC’s and Board’s reasoned
assessment of the ability of the Director to diligently discharge his or
her duties
16 to 19 and
121 to 124
BOARD PERFORMANCE
Provision 5.2
How the assessments of the Board, its Board Committees and each
Director have been conducted, including the identity of any external
facilitator and its connection, if any, with the Manager or any of its
Directors
114 to 125
PROCEDURES FOR DEVELOPING REMUNERATION POLICIES
Provision 6.4
Engagement of any remuneration consultants and their independence
126 and 129
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SUMMARY OF COMPLIANCE WITH EXPRESS DISCLOSURE REQUIREMENTS IN PRINCIPLES AND PROVISIONS
OF CG CODE (CONT’D)
Principles and Provisions of the 2018 Code of Corporate Governance
DISCLOSURE ON REMUNERATION
Page
Reference
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2021
Provision 8.1
Policy and criteria for setting remuneration, as well as names, amounts
and breakdown of remuneration of:
125 to 131
Provision 8.2
(a)
each individual Director and the CEO; and
(b)
at least the top five key management personnel (who are not
Directors or the CEO) in bands no wider than S$250,000 and in
aggregate the total remuneration paid to these key management
personnel
Names and remuneration of employees who are substantial
shareholders of the Manager or substantial Unitholders, or are
immediate family members of a Director, the CEO or such a substantial
shareholder or substantial Unitholder, and whose remuneration
exceeds S$100,000 during the year, in bands no wider than S$100,000.
The employee’s relationship with the relevant Director or the CEO
or substantial shareholder or substantial Unitholder should also
be stated.
131
Provision 8.3
All forms of remuneration and other payments and benefits, paid by
the Manager and its subsidiaries to Directors and Key Management
Personnel
125 to 131
RISK MANAGEMENT AND INTERNAL CONTROLS
Provision 9.2
Board’s assurance from:
133
(a)
(b)
the CEO and the CFO that the financial records have been
properly maintained and the financial statements give a true and
fair view of the REIT’s operations and finances; and
the CEO and other key management personnel who are
responsible, regarding the adequacy and effectiveness of the
REIT’s risk management and internal control systems.
CorporateGovernance Report 144
SUMMARY OF COMPLIANCE WITH EXPRESS DISCLOSURE REQUIREMENTS IN PRINCIPLES AND PROVISIONS
OF CG CODE (CONT’D)
Principles and Provisions of the 2018 Code of Corporate Governance
UNITHOLDER RIGHTS AND ENGAGEMENT
UNITHOLDER RIGHTS AND CONDUCT OF GENERAL MEETINGS
Page
Reference
of Annual
Report
2021
Provision 11.3
Directors’ attendance at general meetings of Unitholders held during
the financial year
116 and
136 to 137
ENGAGEMENT WITH UNITHOLDERS
Provision 12.1
Steps taken by the Manager to solicit and understand the views
of Unitholders
135 to 137
ENGAGEMENT WITH STAKEHOLDERS
Provision 13.2
The Manager’s strategy and key areas of focus in relation to the
management of stakeholder relationships during the reporting period
135 to 138
CorporateGovernance Report Financial Statements Contents
146 Report of The Trustee
147
148
Statement by The Manager
Independent Auditors’ Report
153 Balance Sheets
154
Statements of Total Return
155 Distribution Statements
156
Statements of Movements in Unitholders’
Funds and Reserves
157
Portfolio Statements
161 Consolidated Cash Flow Statement
163 Notes to the Financial Statements
146
Report of
The Trustee
HSBC Institutional Trust Services (Singapore) Limited (the “Trustee”) is under a duty to take into custody and hold the
assets of Frasers Centrepoint Trust (the “Trust”) and its subsidiaries (collectively, the “Group”) in trust for the holders
(“Unitholders”) of units in the Trust (the “Units”). In accordance with the Securities and Futures Act, Chapter 289
of Singapore, its subsidiary legislation and the Code on Collective Investment Schemes, the Trustee shall monitor
the activities of Frasers Centrepoint Asset Management Ltd. (the “Manager”) for compliance with the limitations
imposed on the investment and borrowing powers as set out in the trust deed dated 5 June 2006 (as amended by
a first supplemental deed dated 4 October 2006, a first amending and restating deed dated 7 May 2009, a second
supplemental deed dated 22 January 2010, a third supplemental deed dated 17 December 2015, a fourth supplemental
deed dated 19 January 2017 and a fifth supplemental deed dated 24 January 2018) (the “Trust Deed”) between the
Manager and the Trustee in each annual accounting period and report thereon to Unitholders in an annual report.
To the best knowledge of the Trustee, the Manager has, in all material respects, managed the Trust during the period
covered by these financial statements set out on pages 153 to 223, in accordance with the limitations imposed on
the investment and borrowing powers set out in the Trust Deed.
For and on behalf of the Trustee,
HSBC Institutional Trust Services (Singapore) Limited
Authorised Signatory
Singapore
23 November 2021
Contents
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Statement by
The Manager
In the opinion of the directors of Frasers Centrepoint Asset Management Ltd., the accompanying financial statements
set out on pages 153 to 223, comprising the consolidated balance sheet and consolidated portfolio statement of the
Group and the balance sheet of the Trust as at 30 September 2021, and the consolidated statement of total return,
consolidated distribution statement, consolidated statement of movements in unitholders’ funds and reserves and
consolidated cash flow statement of the Group and the statement of total return, distribution statement, statement
of movements in unitholders’ funds and reserves of the Trust for the year then ended, and notes to the financial
statements, including a summary of significant accounting policies are drawn up so as to present fairly, in all material
respects, the consolidated financial position and the consolidated portfolio holdings of the Group and the financial
position of the Trust as at 30 September 2021, the consolidated total return, consolidated distributable income,
consolidated movements in unitholders’ funds and reserves and consolidated cash flows of the Group and the total
return, distributable income, movements in unitholders’ funds and reserves of the Trust for the year then ended, in
accordance with the recommendations of Statement of Recommended Accounting Practice 7 Reporting Framework
for Investment Funds issued by the Institute of Singapore Chartered Accountants and the provisions of the Trust
Deed. At the date of this statement, there are reasonable grounds to believe that the Group and the Trust will be able
to meet their financial obligations as and when they materialise.
For and on behalf of the Manager,
Frasers Centrepoint Asset Management Ltd.
Dr Cheong Choong Kong
Director
Singapore
23 November 2021
Low Chee Wah
Director
148
REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS
Opinion
We have audited the financial statements of Frasers Centrepoint Trust (the “Trust”) and its subsidiaries (the “Group”),
which comprise the consolidated balance sheet and consolidated portfolio statement of the Group and the balance
sheet of the Trust as at 30 September 2021, the consolidated statement of total return, consolidated distribution
statement, consolidated statement of movements in unitholders’ funds and reserves and consolidated cash flow
statement of the Group and the statement of total return, distribution statement and statement of movements in
unitholders’ funds and reserves of the Trust for the year then ended, and notes to the financial statements, including
a summary of significant accounting policies as set out on pages 153 to 223.
In our opinion, the accompanying consolidated financial statements of the Group and the balance sheet, statement
of total return, distribution statement and statement of movements in unitholders’ funds and reserves of the Trust
present fairly, in all material respects, the consolidated financial position and the consolidated portfolio holdings
of the Group and the financial position of the Trust as at 30 September 2021 and the consolidated total return,
consolidated distributable income, consolidated movements in unitholders’ funds and reserves and consolidated
cash flows of the Group and the total return, distributable income and movements in unitholders’ funds and reserves
of the Trust for the year ended on that date in accordance with the recommendations of Statement of Recommended
Accounting Practice 7 (“RAP 7”) Reporting Framework for Investment Funds issued by the Institute of Singapore
Chartered Accountants (the “ISCA”).
Basis for opinion
We conducted our audit in accordance with Singapore Standards on Auditing (“SSAs”). Our responsibilities under
those standards are further described in the ‘Auditors’ responsibilities for the audit of the financial statements’
section of our report. We are independent of the Group in accordance with the Accounting and Corporate Regulatory
Authority (“ACRA”) 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.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the
financial statements of the current period. These matters were addressed in the context of our audit of the financial
statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Independent Auditors’ ReportTo the UnitholdersFrasers Centrepoint Trust(Constituted under a Trust Deed (as amended) in the Republic of Singapore) Contents
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Valuation of investment properties
(Refer to Portfolio Statement and Note 4 to the financial statements)
Risk
The Group owns suburban retail malls and an office space located all around Singapore that are leased to third
parties under operating leases. As at 30 September 2021, the investment properties, with carrying amount of $5.50
billion, represent the single largest asset category on the consolidated balance sheet of the Group.
The investment properties are stated at their fair values based on independent external valuations. The valuation
process is considered a key audit matter because it involves significant judgement in determining the appropriate
valuation methodology to be used, and in estimating the underlying assumptions to be applied. The valuations are
sensitive to key assumptions applied and a change in the assumptions may have a significant impact on the valuations.
Our response
We evaluated the qualifications and competence of the external valuers. We considered the valuation methodologies
used against those applied by other valuers for similar property types. We evaluated the appropriateness of the key
assumptions used in the valuations by comparing them against historical rates and available industry data, taking
into consideration comparability and market factors. Where the assumptions were outside the expected range, we
undertook further procedures to understand the effect of additional factors taken into account in the valuation.
Our findings
The external valuers are members of generally-recognised professional bodies for valuers and have considered their
own independence in carrying out their work. The valuation methodologies used were in line with generally accepted
market practices and the key assumptions used were within the range of market data. Where the assumptions were
outside the expected range, the additional factors considered by the external valuers were consistent with other
corroborative evidence.
Accounting of acquisitions
(Refer to Note 8 to the financial statements)
Risk
The Group makes acquisitions as part of its business strategy. For the financial year ended 30 September 2021, the
Group acquired an additional 63.11% stake in AsiaRetail Fund Limited (“ARF”) for an aggregate consideration of
approximately $1,060.3 million.
The acquisition is considered a key audit matter as this is a significant non-routine transaction and requires
management’s judgement in determining whether the acquisition is a business combination or an acquisition of
assets, given the accounting treatment is different in each case. The Group accounted for the acquisition as a
business combination.
Independent Auditors’ ReportTo the UnitholdersFrasers Centrepoint Trust(Constituted under a Trust Deed (as amended) in the Republic of Singapore) 150
Our response
We have assessed the accounting of the acquisitions by examining the transaction agreements to understand the
key terms of the transaction.
We assessed the allocation of the purchase price to significant identified assets and liabilities acquired. We compared
the methodologies and key assumptions used in deriving the significant allocated values to generally accepted
market practices and market data.
Our findings
The step acquisition of ARF has been appropriately accounted for as a business combination. The methodologies
and key assumptions used in estimating the fair values of significant identified assets and liabilities and the resulting
allocation in the purchase price were appropriate.
Other Information
Frasers Centrepoint Asset Management Ltd., the Manager of the Trust (the “Manager”), is responsible for the other
information contained in the annual report. Other information is defined as all information in the annual report other
than the financial statements and our auditors’ report thereon.
We have obtained all other information prior to the date of this auditors’ report except for the Sustainability Report
and the Statistics of Unitholdings (the “Report”) which is expected to be made available to us after that date.
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.
In connection with our audit of the financial statements, our responsibility is to read the other information identified
above and, in doing so, consider whether the other information is materially inconsistent with the financial statements
or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of this auditors’
report, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
When we read the Report, if we conclude that there is a material misstatement therein, we are required to communicate
the matter to the Manager and take appropriate actions in accordance with SSAs.
Responsibilities of the Manager for the financial statements
The Manager is responsible for the preparation and fair presentation of these financial statements in accordance
with the recommendations of RAP 7 issued by the ISCA, and for such internal control as the Manager determines is
necessary to enable the preparation of financial statements that are free from material misstatement, whether due to
fraud or error.
In preparing the financial statements, the Manager is responsible for assessing the Group’s ability to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of
accounting unless the Manager either intends to terminate the Group or to cease operations of the Group, or has no
realistic alternative but to do so.
The Manager’s responsibilities include overseeing the Group’s financial reporting process.
Independent Auditors’ ReportTo the UnitholdersFrasers Centrepoint Trust(Constituted under a Trust Deed (as amended) in the Republic of Singapore) Contents
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Auditors’ responsibilities for the audit of the financial statements
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from
material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with
SSAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of these financial statements.
As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism
throughout the audit. We also:
•
•
•
•
•
•
Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error,
design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and
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,
misrepresentations, or the override of internal controls.
Obtain an understanding of internal controls relevant to the audit in order to design audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the
Group’s internal controls.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates
and related disclosures made by the Manager.
Conclude on the appropriateness of the Manager’s use of the going concern basis of accounting and, based
on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may
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 auditors’ report to the related disclosures in the
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 auditors’ report. However, future events or conditions may
cause the Group to cease to continue as a going concern.
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 fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business
activities within the Group to express an opinion on the consolidated financial statements. We are responsible for
the direction, supervision and performance of the group audit. We remain solely responsible for our audit opinion.
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 controls that we identify during our audit.
Independent Auditors’ ReportTo the UnitholdersFrasers Centrepoint Trust(Constituted under a Trust Deed (as amended) in the Republic of Singapore) 152
We also provide the Manager with a statement that we have complied with relevant ethical requirements regarding
independence, and 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 auditors’ 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 auditors’ report is Sarina Lee.
KPMG LLP
Public Accountants and
Chartered Accountants
Singapore
23 November 2021
Independent Auditors’ ReportTo the UnitholdersFrasers Centrepoint Trust(Constituted under a Trust Deed (as amended) in the Republic of Singapore) Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
153
Balance
Sheets
As at 30 September 2021
Non-current assets
Investment properties
Fixed assets
Investment in subsidiaries
Investment in associates
Investment in joint ventures
Loan to joint venture
Current assets
Trade and other receivables
Cash and cash equivalents
Asset held for sale
Total assets
Current liabilities
Trade and other payables
Financial derivatives
Current portion of security deposits
Deferred income
Interest-bearing borrowings
Provision for taxation
Liabilities held for sale
Non-current liabilities
Financial derivatives
Interest-bearing borrowings
Non-current portion of security deposits
Deferred tax liabilities
Total liabilities
Net assets
Represented by:-
Unitholders’ funds
Translation reserve
Hedging reserve
Unitholders’ funds and reserves
Units in issue (’000)
Net asset value per Unit ($)
Note
Group
2021
$’000
2020
$’000
Trust
2021
$’000
2020
$’000
4
5
6
7
9
9
10
11
12
13
14
15
16
12
14
16
17
18
19
20
21
5,506,500
175
–
46,494
294,399
–
5,847,568
2,749,500
229
–
696,406
177,197
113,810
3,737,142
2,441,500
175
1,447,600
46,494
287,436
–
4,223,205
2,749,500
229
190,200
62,784
173,626
113,810
3,290,149
8,995
42,234
–
51,229
9,686
28,583
108,000
146,269
463,205
14,661
–
477,866
191,533
27,958
108,000
327,491
5,898,797
3,883,411
4,701,071
3,617,640
75,843
1,281
38,981
–
204,827
1,266
–
322,198
43,277
466
16,856
1
255,000
86
1,427
317,113
1,855
1,604,089
45,207
6,640
1,657,791
6,901
997,308
23,813
–
1,028,022
117,840
1,281
13,288
–
204,827
–
–
337,236
1,855
547,731
19,995
–
569,581
43,286
466
16,856
1
255,000
–
1,427
317,036
6,901
807,164
23,813
–
837,878
1,979,989
1,345,135
906,817
1,154,914
3,918,808
2,538,276
3,794,254
2,462,726
3,941,493
(20,077)
(2,608)
2,562,605
(18,999)
(5,330)
3,796,362
–
(2,108)
2,467,368
–
(4,642)
3,918,808
2,538,276
3,794,254
2,462,726
1,699,268
1,119,447
1,699,268
1,119,447
2.30
2.27
2.23
2.20
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
154
Statements of
Total Return
For the financial year ended 30 September 2021
Gross revenue
Property expenses
Net property income
Interest income
Other income
Interest income from joint venture
Borrowing costs
Asset management fees
Valuation fees
Trustee’s fees
Audit fees
Other professional fees
Other charges
Net income
Distributions from subsidiaries
Distributions from an associate
Distributions from joint ventures
Share of results of associates
Share of results of joint ventures
Impairment loss on investment in an associate
(Loss)/surplus on revaluation of
investment properties
Gain/(loss) from fair valuation of derivatives
Net gain on step acquisition
Expenses in relation to acquisitions of
subsidiaries and an associate
Net foreign exchange loss
Gain on disposal of investment properties
Total return before tax
Taxation
Total return for the year
Earnings per Unit (cents)
Note
22
23
24
25
26
7
9
4
27
28
Group
Trust
2021
$’000
341,149
(94,582)
246,567
119
341
801
(45,938)
(32,389)
(109)
(1,023)
(240)
(1,684)
(664)
165,781
–
–
–
(1,386)
16,886
(11,976)
(3,298)
2,948
11,470
(25,318)
(21)
17,156
172,242
(3,609)
168,633
2020
$’000
164,377
(53,489)
110,888
14
586
2,211
(27,603)
(18,430)
(121)
(577)
(138)
(768)
(655)
65,407
–
–
–
75,280
11,200
–
4,747
(1,095)
–
(3,781)
–
–
151,758
(82)
151,676
2021
$’000
169,480
(47,832)
121,648
15
–
801
(19,806)
(29,358)
(85)
(492)
(160)
(531)
(548)
71,484
60,599
383
16,092
–
–
(16,291)
(3,711)
1,510
–
(25,318)
–
17,155
121,903
–
121,903
2020
$’000
164,377
(53,489)
110,888
14
–
2,211
(23,498)
(18,430)
(121)
(577)
(136)
(762)
(633)
68,956
11,909
1,629
10,579
–
–
(1,824)
4,747
(1,095)
–
(3,781)
–
–
91,120
–
91,120
Basic
Diluted
10.10
10.08
13.57
13.55
7.30
7.29
8.15
8.14
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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155
Distribution
Statements
For the financial year ended 30 September 2021
Income available for distribution to Unitholders
at beginning of year
Net income
Net tax and other adjustments (Note A)
Distributable income of subsidiaries
Distribution from subsidiaries
Distributions from associates
Distributions from joint ventures
Distributable income for the year
Income available for distribution to Unitholders
Distributions to Unitholders:
Distribution of 2.913 cents per Unit for period
from 1/7/2019 to 30/9/2019
Distribution of 3.060 cents per Unit for period
from 1/10/2019 to 31/12/2019
Distribution of 1.610 cents per Unit for period
from 1/1/2020 to 31/3/2020
Distribution of 4.372 cents per Unit for period
from 1/4/2020 to 30/9/2020
Distribution of 0.132 cents per Unit for period
from 1/10/2020 to 6/10/2020
Distribution of 5.864 cents per Unit for period
from 7/10/2020 to 31/3/2021
Group
2021
$’000
2020
$’000
Trust
2021
$’000
2020
$’000
48,942
165,781
15,784
–
–
7,017
16,092
204,674
253,616
–
–
–
48,942
1,478
99,623
150,043
32,551
65,407
(8,011)
–
–
33,171
10,579
101,146
133,697
32,553
34,202
18,000
–
–
–
84,755
48,939
71,484
12,104
80,874
23,737
383
16,092
204,674
253,613
–
–
–
48,942
1,478
99,623
150,043
32,548
68,956
8,073
–
11,909
1,629
10,579
101,146
133,694
32,553
34,202
18,000
–
–
–
84,755
Income available for distribution to Unitholders
at end of year
103,573
48,942
103,570
48,939
Distribution per unit (cents) *
12.085
9.042
12.085
9.042
Note A – Net tax and other adjustments relate to the
following items:
– Asset management fees paid/payable in Units
– Amortisation of loan arrangement fees
– Amortisation of lease incentives
– Deferred income and amortisation of rental deposits
– Other items
Net tax and other adjustments
6,478
3,217
1,582
–
4,507
15,784
4,798
1,347
1,436
1
(15,593)
(8,011)
6,478
1,058
(51)
–
4,619
12,104
4,798
1,060
1,436
1
778
8,073
*
The distribution relating to the second half of 2021 will be paid after 30 September 2021.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
156
Statements of Movements in
Unitholders’ Funds and Reserves
For the financial year ended 30 September 2021
Group
2021
$’000
2020
$’000
Trust
2021
$’000
2020
$’000
Net assets at beginning of year
2,538,276
2,471,059
2,462,726
2,454,234
Operations
Total return for the year
Unitholders’ transactions
Creation of Units
– proceeds from equity fund raising
– issued/issuable as satisfaction of
asset management fees
– issued as satisfaction of
acquisition and divestment fees
Issue expenses
Distributions to Unitholders
Net increase/(decrease) in net assets resulting from
168,633
151,676
121,903
91,120
1,334,657
–
1,334,657
–
6,478
4,798
6,478
4,798
19,884
(3,885)
(150,043)
1,972
(1)
(84,755)
19,884
(3,885)
(150,043)
1,972
(1)
(84,755)
Unitholders’ transactions
1,207,091
(77,986)
1,207,091
(77,986)
Share of movements in other reserves of an associate
and a joint venture
Movement in translation reserve (Note 18)
Movement in hedging reserve (Note 19)
3,164
(1,078)
2,722
(1,006)
(170)
(5,297)
–
–
2,534
–
–
(4,642)
Net assets at end of year
3,918,808
2,538,276
3,794,254
2,462,726
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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157
Portfolio
Statements
As at 30 September 2021
GROUP
Description
of Property
Term of
Lease
Location
Existing
Use
2021
$’000
2020
$’000
2021
%
2020
%
At Valuation
Percentage of
Total Assets
Investment properties in Singapore
Causeway
Point
Northpoint City
North Wing
99-year leasehold
from
30 October 1995
99-year leasehold
from
1 April 1990
Anchorpoint(a)
Freehold
1 Woodlands
Square
930 Yishun
Avenue 2
368 & 370
Alexandra
Road
Commercial
1,312,000
1,305,000
22.2
33.6
Commercial
771,500
771,500
13.1
19.9
Commercial
–
–
110,000
190,000
–
–
2.8
4.9
YewTee Point(a)
99-year leasehold
from
3 January 2006
21 Choa Chu
Kang North 6
Commercial
Changi City
Point
60-year leasehold
from 30 April
2009
5 Changi
Business Park
Central 1
Commercial
325,000
338,000
5.5
8.7
Yishun 10
Retail Podium
Tiong Bahru
Plaza(b)
White Sands(b)
99-year leasehold
from
1 April 1990
99-year leasehold
from
1 September 1991
99-year leasehold
from
1 May 1993
Hougang Mall(b) 99-year leasehold
from
1 May 1994
Tampines 1(b)
Century
Square(b)
Central Plaza(b)
99-year leasehold
from
1 April 1990
99-year leasehold
from
1 September 1992
99-year leasehold
from
1 September 1991
51 Yishun
Central 1
Commercial
33,000
35,000
0.6
0.9
302 Tiong Bahru
Road
Commercial
654,000
1 Pasir Ris
Central Street 3
Commercial
428,000
90 Hougang
Avenue 10
10 Tampines
Central 1
2 Tampines
Central 5
Commercial
432,000
Commercial
762,000
Commercial
574,000
298 Tiong Bahru
Road
Commercial
215,000
–
–
–
–
–
–
11.1
7.3
7.3
12.9
9.7
3.6
–
–
–
–
–
–
Investment properties, at valuation (carried forward)
5,506,500
2,749,500
93.3
70.8
(a) Divested during the year ended 30 September 2021.
(b) These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in AsiaRetail Fund Limited (“ARF”)
on 27 October 2020.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
158
Portfolio
Statements
As at 30 September 2021
GROUP
Description
of Property
Term of
Lease
Location
Existing
Use
At Valuation
Percentage of
Total Assets
2021
$’000
2020
$’000
2021
%
2020
%
Investment properties in Singapore (cont’d)
Investment properties, at valuation (brought forward)
5,506,500
2,749,500
93.3
70.8
Asset held for sale in Singapore (Note 12)
Bedok Point(a) 99-year leasehold
from
15 March 1978
799 New Upper
Changi Road
Commercial
–
108,000
–
2.8
Investment in associates (Note 7)
Investment in joint ventures, including loan to joint venture (Note 9)
Other assets
Total assets attributable to Unitholders
(a) Divested during the year ended 30 September 2021.
46,494
294,399
5,847,393
51,404
5,898,797
696,406
291,007
3,844,913
38,498
3,883,411
0.8
5.0
99.1
0.9
100.0
17.9
7.5
99.0
1.0
100.0
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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Portfolio
Statements
As at 30 September 2021
Independent valuations of the investment properties were undertaken by Jones Lang LaSalle Property Consultants
Pte Ltd (“JLL”) and Savills Valuation and Professional Services (S) Pte Ltd (“Savills”) (2020: CBRE Pte Ltd (“CBRE”),
Colliers International Consultancy & Valuation (Singapore) Pte Ltd (“Colliers”) and Savills). In 2020, the independent
valuations of asset held for sale were undertaken by JLL and Colliers. The Manager believes that these independent
valuers possess appropriate professional qualifications and recent experience in the location and category of the
investment properties being valued. The valuations were performed based on the following methods:
Description of
Property
Valuer
Valuation Method
Valuation
2021
$’000
2020
$’000
Investment Properties
Causeway Point
JLL
(2020: Savills)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Capitalisation approach, discounted
cash flow analysis and direct comparison method)
1,312,000
1,305,000
Northpoint City
North Wing
JLL
(2020: Colliers)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Capitalisation approach and discounted
cash flow) (b)
771,500
771,500
Anchorpoint(a)
Not applicable
(2020: Colliers)
Not applicable
(2020: Capitalisation approach and discounted
cash flow analysis) (b)
YewTee Point(a)
Not applicable
(2020: CBRE)
Not applicable
(2020: Capitalisation approach, discounted
cash flow analysis and direct comparison method)
Changi City Point JLL
(2020: Savills)
Yishun 10 Retail
Podium
JLL
(2020: Savills)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Capitalisation approach, discounted
cash flow analysis and direct comparison method)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Capitalisation approach, discounted
cash flow analysis and direct comparison method)
–
110,000
–
190,000
325,000
338,000
33,000
35,000
(a) Divested during the year ended 30 September 2021.
(b) Direct comparison method was used as a cross-check.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
160
Portfolio
Statements
As at 30 September 2021
Description of
Property
Valuer
Valuation Method
Valuation
2021
$’000
2020
$’000
Investment Properties (cont’d)
Tiong Bahru
Plaza(c)
Savills
(2020: Not applicable)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Not applicable)
White Sands(c)
Savills
(2020: Not applicable)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Not applicable)
Hougang Mall(c)
Savills
(2020: Not applicable)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Not applicable)
Tampines 1(c)
Savills
(2020: Not applicable)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Not applicable)
Century Square(c)
Savills
(2020: Not applicable)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Not applicable)
Central Plaza(c)
Savills
(2020: Not applicable)
Capitalisation approach and discounted
cash flow analysis (b)
(2020: Not applicable)
Asset held for sale in Singapore (Note 12)
654,000
428,000
432,000
762,000
574,000
215,000
–
–
–
–
–
–
Bedok Point(a)
Not applicable
(2020: JLL & Colliers)
Not applicable
(2020: Residual method and direct
comparison method)
–
108,000
(a) Divested during the year ended 30 September 2021.
(b) Direct comparison method was used as a cross-check.
(c) These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in ARF on 27 October 2020.
The net changes in fair values of these investment properties have been recognised in the Statements of Total Return
in accordance with the Group’s accounting policies.
The investment properties are leased to third party tenants. Generally, these leases contain an initial non-cancellable
period of three years. Subsequent renewals are negotiated with individual lessees. Contingent rent, which comprises
gross turnover rent, recognised in the Statements of Total Return of the Group and the Trust for the year ended
30 September 2021 amounted to $15,218,000 (2020: $7,824,000) and $8,773,000 (2020: $7,824,000) respectively.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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Consolidated Cash Flow
Statement
For the financial year ended 30 September 2021
Operating activities
Total return before tax
Adjustments for:
Net allowance for doubtful receivables
Borrowing costs
Asset management, divestment and acquisition fees paid/payable in Units
Interest income
Depreciation of fixed assets
Share of associates’ results
Share of joint ventures’ results
Impairment loss on investment in an associate
Loss/(surplus) on revaluation of investment properties
Gain on disposal of investment properties
Net gain on step acquisition
(Gain)/loss from fair valuation of derivatives
Amortisation of lease incentives
Deferred income recognised
Fixed assets write off
Operating income before working capital changes
Changes in working capital:
Trade and other receivables
Trade and other payables
Tax paid
Cash flows generated from operating activities
Investing activities
Gross proceeds from disposal of investment properties
Distributions received from associates
Distributions received from joint ventures
Interest received
Capital expenditure on investment properties
Acquisition of fixed assets
Acquisition of subsidiaries, net of cash
Acquisition of investment in associate
Acquisition of investment in joint venture
Cash flows used in investing activities
Note
Group
2021
$’000
2020
$’000
172,242
151,758
601
45,938
26,362
(119)
58
1,386
(16,886)
11,976
3,298
(17,156)
(11,470)
(2,948)
1,582
–
37
214,901
8,729
(14,170)
(11,015)
198,445
438,000
7,017
16,092
119
(5,785)
(41)
(925,950)
–
–
(470,548)
198
27,603
6,770
(14)
56
(75,280)
(11,200)
–
(4,747)
–
–
1,095
1,436
(1)
6
97,680
(8,097)
(11,446)
(7)
78,130
–
34,017
10,579
14
(10,901)
(206)
–
(197,237)
(68)
(163,802)
8
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
162
Consolidated Cash Flow
Statement
For the financial year ended 30 September 2021
Financing activities
Proceeds from issue of new units
Payment of issue expenses
Proceeds from borrowings
Repayment of borrowings
Borrowing costs paid
Distributions to Unitholders
Payment of financing expenses
Cash flows generated from financing activities
Net increase in cash and cash equivalents
Cash and cash equivalents at beginning of year
Cash and cash equivalents at end of year
Significant Non-Cash Transactions
Note
Group
2021
$’000
2020
$’000
1,334,657
(3,885)
636,620
(1,487,240)
(41,960)
(150,043)
(2,395)
285,754
13,651
28,583
42,234
–
(1)
793,000
(580,083)
(25,755)
(84,755)
(1,254)
101,152
15,480
13,103
28,583
11
In 2021, 2,745,397 (2020: 1,994,085) Units were issued and issuable in satisfaction of asset management fees payable
in Units, amounting to a value of $6,477,813 (2020: $4,798,241).
On 27 November 2020, 8,231,488 Units were issued in satisfaction of the acquisition fee of $19,343,997 in connection
with the acquisition of approximately 63.11% of the total issued share capital of ARF and 231,729 Units were issued
in satisfaction of the divestment fee of $540,000 in connection with the disposal of Bedok Point. (2020: 827,060 units
were issued on 11 August 2020 in satisfaction of acquisition fees of $1,972,373 in connection with the acquisition of
an additional stake of 12.07% in ARF completed on 6 July 2020).
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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The following notes form an integral part of the financial statements.
1.
GENERAL
Frasers Centrepoint Trust (the “Trust”) is a Singapore-domiciled unit trust constituted pursuant to a trust
deed dated 5 June 2006, and any amendment or modification thereof (the “Trust Deed”), between Frasers
Centrepoint Asset Management Ltd. (the “Manager”) and HSBC Institutional Trust Services (Singapore) Limited
(the “Trustee”). The Trust Deed is governed by the laws of the Republic of Singapore. The Trustee is under a
duty to take into custody and hold the assets of the Trust and its subsidiaries (collectively, the “Group”) in trust
for the holders (“Unitholders”) of units in the Trust (the “Units”). The address of the Trustee’s registered office
is 10 Marina Boulevard, Marina Bay Financial Centre Tower 2 #48-01 Singapore 018983.
The Trust was formally admitted to the Official List of the Singapore Exchange Securities Trading Limited
(“SGX-ST”) on 5 July 2006 and was included in the Central Provident Fund Investment Scheme (“CPFIS”) on
5 July 2006.
The principal activity of the Trust is to invest in income-producing properties used primarily for retail purposes, in
Singapore and overseas, with the primary objective of delivering regular and stable distributions to Unitholders
and to achieve long-term capital growth. The principal activity of the subsidiaries is set out in Note 6.
The financial statements were authorised for issue by the Manager and the Trustee on 23 November 2021.
The Group has entered into several service agreements in relation to management of the Group and its
property operations. The fee structures of these services are as follows:
1.1
Property management fees
Under the property management agreements, the fees charged for all properties within the portfolio, excluding
Central Plaza, are as follows:
(i)
2.0% per annum of the gross revenue of the properties;
(ii)
(iii)
2.0% per annum of the net property income of the properties (calculated before accounting for the
property management fees); and
0.5% per annum of the net property income of the properties (calculated before accounting for the
property management fees), in lieu of leasing commissions.
For Central Plaza, property management fees are charged based on 3.0% per annum of the net property
income of the property.
The property management fees are payable monthly in arrears.
1.2 Asset management fees
Pursuant to the Trust Deed, asset management fees comprise the following:
(i)
(ii)
a base fee equal to a rate of 0.3% per annum of the value of Deposited Property (being all assets, as
stipulated in the Trust Deed) of the Trust and any Special Purpose Vehicles of the Group; and
an annual performance fee equal to a rate of 5.0% per annum of the Net Property Income (as defined
in the Trust Deed) of the Trust and any Special Purpose Vehicles of the Group (as defined in the Trust
Deed) for each financial year.
Any increase in the rate or any change in the structure of the asset management fees must be approved
by an Extraordinary Resolution of Unitholders passed at a Unitholders’ meeting duly convened and held in
accordance with the provisions of the Trust Deed.
Notes to theFinancial Statements30 September 2021 164
1.
GENERAL (CONT’D)
1.2 Asset management fees (cont’d)
The Manager may elect to receive the fees in cash or Units or a combination of cash and Units (as it may in
its sole discretion determine). For the year ended 30 September 2021, the Manager has opted to receive 20%
(2020: 20% to 50%) of the asset management fees in the form of Units with the balance in cash. The portion
of the base management fees is payable on a quarterly basis in arrears and the portion of the performance
management fees is payable on an annually basis in arrears.
The Manager is also entitled to receive acquisition fee at the rate of 1% of the acquisition price and a divestment
fee of 0.5% of the sale price on all acquisitions or disposals of properties or investments.
1.3
Trustee’s fees
Pursuant to the Trust Deed, the Trustee’s fees payable by the Trust shall not exceed 0.1% per annum of the
value of Deposited Property of the Trust, subject to a minimum of $9,000 per month, excluding out-of-pocket
expenses and GST. The Trustee’s fees payable by the sub-trusts shall not exceed 0.0135% per annum of
the respective proportionate share of the value of Deposited Property, subject to a minimum of $6,000 per
month, excluding out-of-pocket expenses and GST.
Any increase in the maximum permitted or any change in the structure of the Trustee’s fee must be approved
by an Extraordinary Resolution of Unitholders passed at a Unitholders’ meeting duly convened and held in
accordance with the provisions of the Trust Deed.
The Trustee’s fees are payable monthly in arrears.
2.
BASIS OF PREPARATION
2.1 Basis of preparation
The financial statements have been prepared in accordance with the recommendations of Statement of
Recommended Accounting Practice (“RAP”) 7 Reporting Framework for Investment Funds issued by the
Institute of Singapore Chartered Accountants (“ISCA”), the applicable requirements of the Code on Collective
Investment Schemes (the “CIS Code”) issued by the Monetary Authority of Singapore (“MAS”) and the
provisions of the Trust Deed. RAP 7 requires the accounting policies to generally comply with the principles
relating to recognition and measurement under the Financial Reporting Standards in Singapore (“FRS”).
The financial statements have been prepared on the historical cost basis except as otherwise described in
the notes below.
These financial statements are presented in Singapore dollars, which is the Trust’s functional currency. All
financial information presented in Singapore dollars have been rounded to the nearest thousand, unless
otherwise stated.
The preparation of the financial statements in conformity with RAP 7 requires the Manager to make judgements,
estimates and assumptions that affect the application of accounting policies and the reported amounts of
assets, liabilities, income and expenses. Actual results may differ from these estimates.
The estimates and associated assumptions are based on historical experience and relevant factors, including
expectation of further events that are believed to be reasonable under the circumstances and are reviewed on
an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are
revised and in any future periods affected.
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2.
BASIS OF PREPARATION (CONT’D)
2.1 Basis of preparation (cont’d)
Information about critical judgements in applying accounting policies that have the most significant effect on
the amounts recognised in the financial statements is included in the following notes:
(i)
Note 3.1(i) – Business combinations;
(ii)
Note 7 – Investment in associates; and
(iii) Note 9 – Investment in joint ventures.
Information about assumptions and estimation uncertainties that have a significant risk of resulting in a material
adjustment within the next financial year are included in Note 4 – Valuation of investment properties.
2.2 Changes in accounting policies
New standards and amendments
The Group has applied the following new FRS, amendments to and interpretations of FRSs for the first time for
the annual period beginning on 1 October 2020:
•
•
•
•
•
Amendments to References to Conceptual Framework in FRS Standards
Amendments to FRS 3 Definition of a Business
Amendments to FRS 1 and FRS 8 Definition of Material
Amendments to FRS 116 COVID-19-related Rent Concessions
Amendments to FRS 109, FRS 39, FRS 107, FRS 104, FRS 116 Interest Rate Benchmark Reform Phase 2
The Group early adopted Interest Rate Benchmark Reform – Phase 2 – Amendments to FRS 109 Financial
Instruments, FRS 39 Financial Instruments – Recognition and Measurement, FRS 107 Financial Instruments:
Disclosures, FRS 104 Insurance Contracts, and FRS 116 Leases in relation to phase 2 of the project on interest
rate benchmark reform. The Group applied the Phase 2 amendments retrospectively. However, in accordance
with the exceptions permitted in the Phase 2 amendments, the Group has elected not to restate the prior
period to reflect the applications of these amendments, including not providing additional disclosures for
2020. There is no impact on opening equity balances as a result of retrospective application.
Notes to theFinancial Statements30 September 2021 166
2.
BASIS OF PREPARATION (CONT’D)
2.2 Changes in accounting policies (cont’d)
Specific policies applicable from 1 October 2020 for interest rate benchmark reform
The Phase 2 amendments provide practical relief from certain requirements in FRS. These reliefs relate to
modifications of financial instruments or hedging relationships triggered by a replacement of a benchmark
interest rate in a contract with a new alternative benchmark rate.
If the basis for determining the contractual cash flows of a financial asset or financial liability measured at
amortised cost changes as a result of interest rate benchmark reform, then the Group updates the effective
interest rate of the financial asset or financial liability to reflect the change that is required by the reform. A
change in the basis for determining the contractual cash flows is required by interest rate benchmark reform
if the following conditions are met:
–
–
the change is necessary as a direct consequence of the reform; and
the new basis for determining the contractual cash flows is economically equivalent to the previous
basis – i.e. the basis immediately before the change.
If changes are made to a financial asset or financial liability in addition to changes to the basis for determining
the contractual cash flows required by interest rate benchmark reform, then the Group first updates the
effective interest rate of the financial asset or financial liability to reflect the change that is required by interest
rate benchmark reform. Subsequently, the Group applies the policies on accounting for modifications set out
above to the additional changes.
Finally, the Phase 2 amendments provide a series of temporary exceptions from certain hedge accounting
requirements when a change required by interest rate benchmark reform occurs to a hedged item and/or
hedging instrument that permit the hedge relationship to be continued without interruption. The Group applies
the following reliefs as and when uncertainty arising from interest rate benchmark reform is no longer present
with respect to the timing and the amount of the interest rate benchmark-based cash flows of the hedged item
or hedging instrument:
–
–
the Group amends the designation of a hedging relationship to reflect changes that are required by the
reform without discontinuing the hedging relationship; and
when a hedged item in a cash flow hedge is amended to reflect the changes that are required by
the reform, the amount accumulated in the cash flow hedge reserve is deemed to be based on the
alternative benchmark rate on which the hedged future cash flows are determined.
While uncertainty persists in the timing or amount of the interest rate benchmark-based cash flows of the
hedged item or hedging instrument, the Group continues to apply the existing accounting policies.
The Group’s adoption of the new standards and amendments did not have a material effect on the financial
statements.
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3.
SIGNIFICANT ACCOUNTING POLICIES
The accounting policies set out below have been applied by the Group entities consistently to all the periods
presented in these financial statements, except as explained in Note 2.2, which addresses changes in
accounting policies arising from the adoption of new standards.
3.1 Basis of consolidation
(i)
Business combinations
The Group accounts for business combinations using the acquisition method when the acquired set of
activities and assets meets the definition of a business and control is transferred to the Group. In determining
whether a particular set of activities and assets is a business, the Group assesses whether the set of assets
and activities acquired includes, at a minimum, an input and substantive process and whether the acquired set
has the ability to produce outputs.
The Group has an option to apply a ‘concentration test’ that permits a simplified assessment of whether an
acquired set of activities and assets is not a business. The optional concentration test is met if substantially all
of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar
identifiable assets.
The Group measures goodwill at the date of acquisition as:
•
•
•
the fair value of the consideration transferred; plus
the recognised amount of any non-controlling interest (“NCI”) in the acquiree; plus
if the business combination is achieved in stages, the fair value of the pre-existing equity interest in
the acquiree,
over the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed.
Any goodwill that arises is tested annually for impairment.
When the excess is negative, a bargain purchase gain is recognised immediately in the statements of total return.
The consideration transferred does not include amounts related to the settlement of pre-existing relationships.
Such amounts are generally recognised in the statements of total return.
Any contingent consideration payable is recognised at fair value at the date of acquisition and included in the
consideration transferred. If the contingent consideration that meets the definition of a financial instrument is
classified as equity, it is not remeasured and settlement is accounted for within unitholders’ funds. Otherwise,
other contingent consideration is remeasured at fair value at each reporting date and subsequent changes to
the fair value of the contingent consideration are recognised in the statements of total return.
NCI (if any) that are present ownership interests and entitle their holders to a proportionate share of the
acquiree’s net assets in the event of liquidation are measured either at fair value or at the NCI’s proportionate
share of the recognised amounts of the acquiree’s identifiable net assets, at the date of acquisition. The
measurement basis taken is elected on a transaction-by-transaction basis. All other NCI are measured at
acquisition-date fair value, unless another measurement basis is required by FRSs.
Costs related to the acquisition, other than those associated with the issue of debt or equity investments, that
the Group incurs in connection with a business combination are expensed as incurred.
Changes in the Group’s interest in a subsidiary that do not result in a loss of control are accounted for as
equity transactions.
Notes to theFinancial Statements30 September 2021 168
3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.1 Basis of consolidation (cont’d)
(ii)
Subsidiaries
A subsidiary is an entity controlled by the Group. The Group controls an entity when it is exposed to, or has
rights to, variable returns from its involvement with the entity and has the ability to affect those returns through
its power over the entity. The financial statements of a subsidiary are included in the consolidated financial
statements from the date that control commences until the date that control ceases.
The accounting policies of subsidiaries have been changed when necessary to align them with the policies
adopted by the Group. Losses applicable to the NCI in a subsidiary are allocated to the NCI even if doing so
causes the NCI to have a deficit balance.
In the Trust’s balance sheet, investment in subsidiary is accounted for at cost less any accumulated
impairment losses.
When the Group loses control over a subsidiary, it derecognises the assets and liabilities of the subsidiary, and
any related NCI and other components of equity. Any resulting gain or loss is recognised in the statements of
total return. Any interest retained in the former subsidiary is measured at fair value when control is lost.
(iii)
Investments in associates and joint ventures (equity-accounted investees)
An associate is an entity over which the Group has significant influence over the financial and operating policy
decisions of the investee but does not have control or joint control of those policies. Significant influence is
presumed to exist when the Group has 20% or more of the voting power of another entity.
A joint venture is an arrangement in which the Group has joint control, whereby the Group has rights to the net
assets of the arrangement, rather than rights to its assets and obligations for its liabilities.
Investments in associates and joint ventures are accounted for using the equity method. They are recognised
initially at cost, which includes transaction costs. Subsequent to initial recognition, the consolidated financial
statements include the Group’s share of the profit or loss and OCI of equity-accounted investees, after
adjustments to align the accounting policies with those of the Group, from the date that significant influence
or joint control commences until the date that significant influence or joint control ceases.
When the Group’s share of losses exceeds its investment in equity-accounted investee, the carrying amount
of the investment, together with any long-term interests that form part thereof, is reduced to zero, and the
recognition of further losses is discontinued except to the extent that the Group has an obligation to fund the
investee’s operations or has made payments on behalf of the investee.
The financial statements of the associates and joint ventures are prepared as the same reporting date as the
Trust. Where necessary, adjustments are made to bring the accounting policies in line with those of the Group.
In the Trust’s separate financial statements, interests in joint ventures and associates are carried at cost less
accumulated impairment losses.
A list of the associates and joint ventures is shown in Notes 7 and 9, respectively.
(iv)
Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income and expenses arising from intra-group
transactions, are eliminated in preparing the consolidated financial statements. Unrealised gains arising from
transactions with equity-accounted investees are eliminated against the investment to the extent of the Group’s
interest in the investee. Unrealised losses are eliminated in the same way as unrealised gains, but only to the
extent that there is no evidence of impairment.
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3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.1 Basis of consolidation (cont’d)
(v)
Property acquisitions and business combinations
Where property is acquired, via corporate acquisitions or otherwise, management considers the substance of
the assets and activities of the acquired entity in determining whether the acquisition represents the acquisition
of a business or the acquisition of an asset. The Group accounts for an acquisition as a business combination
where an integrated set of activities is acquired in addition to the property. More specifically, consideration
is made of the extent to which significant processes are acquired and, in particular, the extent of services
provided by the subsidiary.
When the acquisition does not represent a business, it is accounted for as an acquisition of a group of assets
and liabilities. The cost of the acquisition is allocated to the assets and liabilities acquired based upon their
relative fair values, and no goodwill or deferred tax is recognised.
3.2
Earnings per unit
The Group presents basic and diluted earnings per unit data for its units. Basic earnings per unit is calculated
by dividing the total return attributable to Unitholders of the Group by the weighted-average number of units
outstanding during the year. Diluted earnings per unit is determined by adjusting the total return attributable to
Unitholders and the weighted-average number of units outstanding, for the effects of all dilutive potential units.
3.3
Expenses
(i)
Property expenses
Property expenses are recognised on an accrual basis. Included in property expenses are property management
fees which are based on the applicable formula stipulated in Note 1.1.
(ii)
Asset management fees
Asset management fees are recognised on an accrual basis based on the applicable formula stipulated in
Note 1.2.
(iii)
Trust expenses
Trust expenses are recognised on an accrual basis. Included in trust expenses are Trustee’s fees which are
based on the applicable formula stipulated in Note 1.3.
3.4
Financial instruments
(i)
Recognition and initial measurement
Non-derivative financial assets and financial liabilities
Trade receivables are initially recognised when they are originated. All other financial assets and financial
liabilities are initially recognised when the Group becomes a party to the contractual provisions of the
instrument.
A financial asset (unless it is a trade receivable without a significant financing component) or financial liability
is initially measured at fair value plus, for an item not at fair value through profit or loss (“FVTPL”), transaction
costs that are directly attributable to its acquisition or issue. A trade receivable without a significant financing
component is initially measured at the transaction price.
Notes to theFinancial Statements30 September 2021 170
3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.4
Financial instruments (cont’d)
(ii)
Classification and subsequent measurement
Non-derivative financial assets
On initial recognition, a financial asset is classified as measured at amortised cost.
Financial assets are not reclassified subsequent to their initial recognition unless the Group changes its
business model for managing financial assets, in which case all affected financial assets are reclassified on the
first day of the first reporting period following the change in the business model.
Financial assets at amortised cost
A financial asset is measured at amortised cost if it meets both of the following conditions and is not designated
as at FVTPL:
•
•
it is held within a business model whose objective is to hold assets to collect contractual cash flows;
and
its contractual terms give rise on specified dates to cash flows that are solely payments of principal and
interest on the principal amount outstanding.
Financial assets: Business model assessment
The Group makes an assessment of the objective of the business model in which a financial asset is held at
a portfolio level because this best reflects the way the business is managed and information is provided to
management. The information considered includes:
•
•
•
•
the stated policies and objectives for the portfolio and the operation of those policies in practice. These
include whether management’s strategy focuses on earning contractual interest income, maintaining a
particular interest rate profile, matching the duration of the financial assets to the duration of any related
liabilities or expected cash outflows or realising cash flows through the sale of the assets;
how the performance of the portfolio is evaluated and reported to the Group’s management;
the risks that affect the performance of the business model (and the financial assets held within that
business model) and how those risks are managed; and
the frequency, volume and timing of sales of financial assets in prior periods, the reasons for such sales
and expectations about future sales activity.
Transfers of financial assets to third parties in transactions that do not qualify for derecognition are not
considered sales for this purpose, consistent with the Group’s continuing recognition of the assets.
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3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.4
Financial instruments (cont’d)
(ii)
Classification and subsequent measurement (cont’d)
Non-derivative financial assets: Assessment whether contractual cash flows are solely payments of
principal and interest
For the purposes of this assessment, ‘principal’ is defined as the fair value of the financial asset on initial
recognition. ‘Interest’ is defined as consideration for the time value of money and for the credit risk associated
with the principal amount outstanding during a particular period of time and for other basic lending risks and
costs (e.g. liquidity risk and administrative costs), as well as a profit margin.
In assessing whether the contractual cash flows are solely payments of principal and interest, the Group
considers the contractual terms of the instrument. This includes assessing whether the financial asset contains
a contractual term that could change the timing or amount of contractual cash flows such that it would not
meet this condition. In making this assessment, the Group considers:
•
•
•
•
contingent events that would change the amount or timing of cash flows;
terms that may adjust the contractual coupon rate, including variable rate features;
prepayment and extension features; and
terms that limit the Group’s claim to cash flows from specified assets (e.g. non-recourse features).
A prepayment feature is consistent with the solely payments of principal and interest criterion if the prepayment
amount substantially represents unpaid amounts of principal and interest on the principal amount outstanding,
which may include reasonable additional compensation for early termination of the contract. Additionally,
for a financial asset acquired at a significant discount or premium to its contractual par amount, a feature
that permits or requires prepayment at an amount that substantially represents the contractual par amount
plus accrued (but unpaid) contractual interest (which may also include reasonable additional compensation
for early termination) is treated as consistent with this criterion if the fair value of the prepayment feature is
insignificant at initial recognition.
Non-derivative financial assets: Subsequent measurement and gains and losses
Financial assets at amortised cost
These assets are subsequently measured at amortised cost using the effective interest method. The amortised
cost is reduced by impairment losses. Interest income, foreign exchange gains and losses and impairment are
recognised in the statements of total return. Any gain or loss on derecognition is recognised in the statements
of total return.
Non-derivative financial liabilities: Classification, subsequent measurement and gains and losses
Financial liabilities are classified as measured at amortised cost. Directly attributable transaction costs are
recognised in the statements of total return as incurred.
Other financial liabilities are initially measured at fair value less directly attributable transaction costs. They are
subsequently measured at amortised cost using the effective interest method. Interest expense and foreign
exchange gains and losses are recognised in the statements of total return.
Notes to theFinancial Statements30 September 2021 172
3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.4
Financial instruments (cont’d)
(ii)
Classification and subsequent measurement (cont’d)
Interest rate benchmark reform
When the basis for determining the contractual cash flows of a financial asset or financial liability measured at
amortised cost changed as a result of interest rate benchmark reform, the Group updated the effective interest
rate of the financial asset or financial liability to reflect the change that is required by the reform. A change
in the basis for determining the contractual cash flows is required by interest rate benchmark reform if the
following conditions are met:
–
–
the change is necessary as a direct consequence of the reform; and
the new basis for determining the contractual cash flows is economically equivalent to the previous
basis – i.e. the basis immediately before the change.
When changes were made to a financial asset or financial liability in addition to changes to the basis for
determining the contractual cash flows required by interest rate benchmark reform, the Group first updated
the effective interest rate of the financial asset or financial liability to reflect the change that is required by
interest rate benchmark reform. After that, the Group applied the policies on accounting for modifications to
the additional changes.
(iii) Derecognition
Financial assets
The Group derecognises a financial asset when the contractual rights to the cash flows from the financial asset
expire, or it transfers the rights to receive the contractual cash flows in a transaction in which substantially
all of the risks and rewards of ownership of the financial asset are transferred or in which the Group neither
transfers nor retains substantially all of the risks and rewards of ownership and it does not retain control of the
financial asset.
The Group enters into transactions whereby it transfers assets recognised in its balance sheets, but retains
either all or substantially all of the risks and rewards of the transferred assets. In these cases, the transferred
assets are not derecognised.
Financial liabilities
The Group derecognises a financial liability when its contractual obligations are discharged or cancelled, or
expire. The Group also derecognises a financial liability when its terms are modified and the cash flows of the
modified liability are substantially different, in which case a new financial liability based on the modified terms
is recognised at fair value.
On derecognition of a financial liability, the difference between the carrying amount extinguished and the
consideration paid (including any non-cash assets transferred or liabilities assumed) is recognised in the
statements of total return.
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3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.4
Financial instruments (cont’d)
(iv) Offsetting
Financial assets and financial liabilities are offset and the net amount presented in the balance sheets when,
and only when, the Group currently has a legally enforceable right to set off the amounts and it intends either
to settle them on a net basis or to realise the asset and settle the liability simultaneously.
(v)
Cash and cash equivalents
Cash and cash equivalents comprise cash balances and short-term deposits with maturities of three months
or less from the date of acquisition that are subject to an insignificant risk of changes in their fair value, and are
used by the Group in the management of its short-term commitments.
(vi) Derivative financial instruments and hedge accounting
The Group holds derivative financial instruments to hedge its interest rate risk exposures. Embedded derivatives
are separated from the host contract and accounted for separately if the host contract is not a financial asset
and certain criteria are met.
Derivatives are initially measured at fair value and any directly attributable transaction costs are recognised
in the statements of total return as incurred. Subsequent to initial recognition, derivatives are measured at
fair value, and changes therein are generally recognised in the statements of total return.
The Group designates certain derivatives and non-derivative financial instruments as hedging instruments in
qualifying hedging relationships. At inception of designated hedging relationships, the Group documents the
risk management objective and strategy for undertaking the hedge. The Group also documents the economic
relationship between the hedged item and the hedging instrument, including whether the changes in cash flows
of the hedged item and hedging instrument are expected to offset each other.
Cash flow hedges
The Group designates certain derivatives as hedging instruments to hedge the variability in cash flows
associated with highly probable forecast transactions arising from changes in interest rates.
When a derivative is designated as a cash flow hedging instrument, the effective portion of changes in the
fair value of the derivative is recognised in unitholders’ funds and accumulated in the hedging reserve. The
effective portion of changes in the fair value of the derivative that is recognised in unitholders’ funds is limited
to the cumulative change in fair value of the hedged item, determined on a present value basis, from inception
of the hedge. Any ineffective portion of changes in the fair value of the derivative is recognised immediately in
the statements of total return.
If the hedge no longer meets the criteria for hedge accounting or the hedging instrument is sold, expires, is
terminated or is exercised, then hedge accounting is discontinued prospectively. When hedge accounting for
cash flow hedges is discontinued, the amount that has been accumulated in the hedging reserve and the cost
of hedging reserve remains in unitholders’ funds until it is reclassified to the statements of total return in the
same period or periods as the hedged expected future cash flows affect the statements of total return.
If the hedged future cash flows are no longer expected to occur, then the amounts that have been accumulated
in the hedging reserve and the cost of hedging reserve are immediately reclassified to the statements of
total return.
Notes to theFinancial Statements30 September 2021 174
3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.4
Financial instruments (cont’d)
(vi) Derivative financial instruments and hedge accounting (cont’d)
Cash flow hedges (cont’d)
Hedges directly affected by interest rate benchmark reform
The Group has early adopted the Phase 2 amendments and retrospectively applied them from 1 October 2020
(Note 2.2).
When the basis for determining the contractual cash flows of the hedged item or hedging instrument changes as
a result of IBOR reform and therefore there is no longer uncertainty arising about the cash flows of the hedged
item or the hedging instrument, the Group amends the hedge documentation of that hedging relationship to
reflect the change(s) required by IBOR reform. For this purpose, the hedge designation is amended only to
make one or more of the following changes:
–
–
–
designating an alternative benchmark rate as the hedged risk;
updating the description of the hedged item, including the description of the designated portion of the
cash flows or fair value being hedged; or
updating the description of the hedging instrument.
The Group amends the description of the hedging instrument only if the following conditions are met:
–
it makes a change required by IBOR reform by changing the basis for determining the contractual cash
flows of the hedging instrument or using another approach that is economically equivalent to changing
the basis for determining the contractual cash flows of the original hedging instrument; and
–
the original hedging instrument is not derecognised.
The Group amends the formal hedge documentation by the end of the reporting period during which a change
required by IBOR reform is made to the hedged risk, hedged item or hedging instrument. These amendments
in the formal hedge documentation do not constitute the discontinuation of the hedging relationship or the
designation of a new hedging relationship.
If changes are made in addition to those changes required by IBOR reform described above, then the Group first
considers whether those additional changes result in the discontinuation of the hedge accounting relationship.
If the additional changes do not result in the discontinuation of the hedge accounting relationship, then the
Group amends the formal hedge documentation for changes required by IBOR reform as mentioned above.
When the interest rate benchmark on which the hedged future cash flows had been based is changed as
required by IBOR reform, for the purpose of determining whether the hedged future cash flows are expected
to occur, the Group deems that the hedging reserve recognised in OCI for that hedging relationship is based
on the alternative benchmark rate on which the hedged future cash flows will be based.
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3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.5
Fixed assets
(i)
Recognition and measurement
Items of fixed assets are measured at cost less accumulated depreciation and accumulated impairment losses.
Cost includes expenditure that is directly attributable to the acquisition of the asset.
If significant parts of an item of fixed asset have different useful lives, they are accounted for as separate items
(major components) of fixed asset.
The gain or loss on disposal of an item of fixed asset is recognised in the statements of total return.
(ii)
Subsequent costs
The cost of replacing a component of an item of fixed asset is recognised in the carrying amount of the item if
it is probable that the future economic benefits embodied within the component will flow to the Group, and its
cost can be measured reliably. The carrying amount of the replaced component is derecognised. The costs of
the day-to-day servicing of fixed asset are recognised in the statements of total return as incurred.
(iii) Depreciation
Depreciation is based on the cost of an asset less its residual value. Significant components of individual
assets are assessed and if a component has a useful life that is different from the remainder of that asset, that
component is depreciated separately.
Depreciation is recognised as an expense in the statements of total return on a straight-line basis over the
estimated useful lives of each component of an item of fixed asset, unless it is included in the carrying amount
of another asset.
Depreciation is recognised from the date that the fixed assets are installed and are ready for use. The estimated
useful lives for the current and comparative years are 2 years to 10 years.
Depreciation methods, useful lives and residual values are reviewed at the end of each reporting period and
adjusted if appropriate.
3.6
Foreign currency
(i)
Foreign currency transactions
Transactions in foreign currencies are measured and recorded on initial recognition in Singapore dollars, the
functional currency of the Trust and subsidiaries, at exchange rates at the dates of transaction. Monetary assets
and liabilities denominated in foreign currencies at the reporting date are translated at the exchange rate at
that date.
Non-monetary assets and liabilities denominated in foreign currencies that are measured at fair value are
translated to the functional currency at the exchange rate at the date that the fair value was determined.
Non-monetary items in a foreign currency that are measured in terms of historical cost are translated using
the exchange rate at the date of the transaction. Foreign currency differences arising on translation are
generally recognised in profit or loss. However, foreign currency differences arising from the translation of
the following items are recognised in OCI:
•
•
•
an equity investment designated as at fair value through other comprehensive income (“FVOCI”);
a financial liability designated as a hedge of the net investment in a foreign operation to the extent that
the hedge is effective; and
qualifying cash flow hedges to the extent that the hedges are effective.
Notes to theFinancial Statements30 September 2021 176
3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.6
Foreign currency (cont’d)
(ii)
Foreign operations
The assets and liabilities of foreign operations, including goodwill and fair value adjustments arising on
acquisition, are translated to Singapore dollars at exchange rates at the reporting date. The income and expenses
of foreign operations are translated to Singapore dollars at exchange rates at the dates of the transactions.
Foreign currency differences are recognised in OCI. However, if the foreign operation is a non-wholly-owned
subsidiary, then the relevant proportionate share of the translation difference is allocated to the NCI. When a
foreign operation is disposed of such that control, significant influence or joint control is lost, the cumulative
amount in the translation reserve related to that foreign operation is reclassified to profit or loss as part of the
gain or loss on disposal. When the Group disposes of only part of its interest in a subsidiary that includes a
foreign operation while retaining control, the relevant proportion of the cumulative amount is reattributed to
NCI. When the Group disposes of only part of its investment in an associate or joint venture that includes a
foreign operation while retaining significant influence or joint control, the relevant proportion of the cumulative
amount is reclassified to profit or loss.
When the settlement of a monetary item receivable from or payable to a foreign operation is neither planned
nor likely to occur in the foreseeable future, foreign exchange gains and losses arising from such a monetary
item that are considered to form part of a net investment in a foreign operation are recognised in OCI, and are
presented in the translation reserve in equity.
3.7
Leases
At inception of a contract, the Group assesses whether a contract is, or contains, a lease. A contract is, or
contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time
in exchange for consideration.
As a lessor
At inception or on modification of a contract that contains a lease component, the Group allocates the
consideration in the contract to each lease component on the basis of their relative stand-alone prices.
When the Group acts as a lessor, it determines at lease inception whether each lease is a finance lease or an
operating lease.
To classify each lease, the Group makes an overall assessment of whether the lease transfers substantially all
of the risks and rewards incidental to ownership of the underlying asset. If this is the case, then the lease is
a finance lease; if not, then it is an operating lease. As part of this assessment, the Group considers certain
indicators such as whether the lease is for the major part of the economic life of the asset.
If an arrangement contains lease and non-lease components, then the Group applies FRS 115 to allocate the
consideration in the contract.
The Group recognises lease payments received from investment property under operating leases as income
on a straight-line basis over the lease term as part of ‘revenue’.
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3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.8
Impairment
(i)
Non-derivative financial assets
The Group recognises loss allowances for expected credit losses (“ECLs”) on financial assets measured at
amortised cost and lease receivables.
Loss allowances of the Group are measured on either of the following bases:
•
•
12-month ECLs: these are ECLs that result from default events that are possible within the 12 months
after the reporting date (or for a shorter period if the expected life of the instrument is less than
12 months); or
Lifetime ECLs: these are ECLs that result from all possible default events over the expected life of a
financial instrument.
Simplified approach
The Group applies the simplified approach to provide for ECLs for all trade receivables (including lease
receivables). The simplified approach requires the loss allowance to be measured at an amount equal to
lifetime ECLs.
General approach
The Group applies the general approach to provide for ECLs on all other financial instruments. Under the
general approach, the loss allowance is measured at an amount equal to 12-month ECLs at initial recognition.
At each reporting date, the Group assesses whether the credit risk of a financial instrument has increased
significantly since initial recognition. When credit risk has increased significantly since initial recognition, loss
allowance is measured at an amount equal to lifetime ECLs.
When determining whether the credit risk of a financial asset has increased significantly since initial recognition
and when estimating ECLs, the Group considers reasonable and supportable information that is relevant and
available without undue cost or effort. This includes both quantitative and qualitative information and analysis,
based on the Group’s historical experience and informed credit assessment and includes forward-looking
information.
If credit risk has not increased significantly since initial recognition or if the credit quality of the financial
instruments improves such that there is no longer a significant increase in credit risk since initial recognition,
loss allowance is measured at an amount equal to 12-month ECLs.
The Group considers a financial asset to be in default when the debtor is unlikely to pay its credit obligations
to the Group in full, without recourse by the Group to actions such as realising security (if any is held), or when
the financial asset is more than 90 days past due.
The maximum period considered when estimating ECLs is the maximum contractual period over which the
Group is exposed to credit risk.
Measurement of ECLs
ECLs are probability-weighted estimates of credit losses. Credit losses are measured at the present value of
all cash shortfalls (i.e. the difference between the cash flows due to the entity in accordance with the contract
and the cash flows that the Group expects to receive). ECLs are discounted at the effective interest rate of the
financial asset.
Notes to theFinancial Statements30 September 2021 178
3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.8
Impairment (cont’d)
(i)
Non-derivative financial assets (cont’d)
Credit-impaired financial assets
At each reporting date, the Group assesses whether financial assets carried at amortised cost are credit-impaired.
A financial asset is ‘credit-impaired’ when one or more events that have a detrimental impact on the estimated
future cash flows of the financial asset have occurred.
Evidence that a financial asset is credit-impaired includes the following observable data:
•
•
•
•
•
significant financial difficulty of the debtor;
a breach of contract such as a default or being more than 90 days past due;
the restructuring of a loan or advance by the Group on terms that the Group would not consider
otherwise;
it is probable that the debtor will enter bankruptcy or other financial reorganisation; or
the disappearance of an active market for a security because of financial difficulties.
Presentation of allowance for ECLs in the balance sheets
Loss allowances for financial assets measured at amortised cost are deducted from the gross carrying amount
of these assets.
Write-off
The gross carrying amount of a financial asset is written off (either partially or in full) to the extent that there is
no realistic prospect of recovery. This is generally the case when the Group determines that the debtor does
not have assets or sources of income that could generate sufficient cash flows to repay the amounts subject
to the write-off. However, financial assets that are written off could still be subject to enforcement activities in
order to comply with the Group’s procedures for recovery of amounts due.
(ii)
Non-financial assets
The carrying amounts of the Group’s non-financial assets, other than investment properties, are reviewed at
each reporting date to determine whether there is any indication of impairment. If any such indication exists,
then the assets’ recoverable amounts are estimated. An impairment loss is recognised if the carrying amount
of an asset or its cash-generating unit (“CGU”) exceeds its estimated recoverable amount. Impairment losses
are recognised in the statements of total return.
The recoverable amount of an asset or CGU is the greater of its value in use and its fair value less costs of
disposal. In assessing value in use, the estimated future cash flows are discounted to their present value using
a pre-tax discount rate that reflects current market assessments of the time value of money and the risks
specific to the asset or CGU. For the purpose of impairment testing, assets that cannot be tested individually
are grouped together into the smallest group of assets that generates cash inflows from continuing use that
are largely independent of the cash inflows of other assets or CGU.
Impairment losses recognised in prior periods are assessed at each reporting date for any indications that
the loss has decreased or no longer exists. An impairment loss is reversed if there has been a change in the
estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that
the asset’s carrying amount does not exceed the carrying amount that would have been determined, net of
depreciation or amortisation, if no impairment loss had been recognised.
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3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.8
Impairment (cont’d)
(ii)
Non-financial assets (cont’d)
An impairment loss in respect of an associate or joint venture is measured by comparing the recoverable
amount of the investment with its carrying amount in accordance with the requirements for non-financial
assets. An impairment loss is recognised in the statements of total return. An impairment loss is reversed if
there has been a favourable change in the estimates used to determine the recoverable amount and only to
the extent that the recoverable amount increases.
Goodwill that forms part of the carrying amount of an investment in an associate is not recognised separately,
and therefore is not tested for impairment separately. Instead, the entire amount of the investment in an
associate is tested for impairment as a single asset when there is objective evidence that the investment in an
associate may be impaired.
3.9 Assets held for sale
The fair value of the Group’s investment properties held for sale is either valued by an independent valuer or
based on agreed contractual selling price on a willing buyer seller basis. For investment properties held for
sale valued by an independent valuer, the valuer has considered the direct comparison and residual method
in arriving at the open market value as at the reporting date. In determining the fair value, the valuer used
valuation techniques which involve certain estimates.
3.10 Finance income and finance costs
The Group’s finance income and finance costs include:
•
•
•
•
interest income;
interest expense;
the foreign currency gain or loss on financial assets and financial liabilities; and
hedge ineffectiveness recognised in profit or loss.
Interest income or expense is recognised using the effective interest method.
The ‘effective interest rate’ is the rate that exactly discounts estimated future cash payments or receipts through
the expected life of the financial instrument to:
•
•
the gross carrying amount of the financial asset; or
the amortised cost of the financial liability.
In calculating interest income and expense, the effective interest rate is applied to the gross carrying amount
of the asset (when the asset is not credit-impaired) or to the amortised cost of the liability. However, for
financial assets that have become credit-impaired subsequent to initial recognition, interest income is
calculated by applying the effective interest rate to the amortised cost of the financial asset. If the asset is no
longer credit-impaired, then the calculation of interest income reverts to the gross basis.
Borrowing costs that are not directly attributable to the acquisition, construction or production of a qualifying
asset are recognised in profit or loss using the effective interest method.
Notes to theFinancial Statements30 September 2021 180
3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.11
Investment properties
Investment properties are properties held either to earn rental income or for capital appreciation or for both,
but not for sale in the ordinary course of business, use in production or supply of goods or services or for
administrative purposes. Investment properties are measured at cost on initial recognition and subsequently at
fair value thereafter. Valuation is determined in accordance with the Trust Deed, which requires the investment
properties to be valued by independent registered valuers.
•
•
In such manner and frequency required under the CIS Code issued by the MAS; and
At least in each period of 12 months following the acquisition of each parcel of real estate property.
Any increase or decrease on revaluation is credited or charged to the statements of total return as a net
revaluation surplus or deficit in the value of the investment properties.
Cost includes expenditure that is directly attributable to the acquisition of the investment property. Any gain
or loss on disposal of an investment property (calculated as the difference between the net proceeds from
disposal and the carrying amount of the item) is recognised in the statements of total return.
Investment properties are not depreciated. Investment properties are subject to continual maintenance and
regularly revalued on the basis set out above. For taxation purposes, the Group and the Trust may claim capital
allowances on assets that qualify as plant and machinery under the Singapore Income Tax Act.
3.12 Provisions
A provision is recognised if, as a result of a past event, the Group has a present legal or constructive obligation
that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle
the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax rate that
reflects current market assessments of the time value of money and the risks specific to the liability. The
unwinding of the discount is recognised as finance cost.
3.13 Revenue recognition
Gross rental income
Gross rental income is recognised on a straight-line basis over the lease term commencing on the date from
which the lessee is entitled to exercise its right to use the leased asset.
Turnover rental income
Contingent rentals, which include gross turnover rental, are recognised as income in the accounting period in
which it is earned and the amount can be reliably measured.
Car park income
Car park income consists of season and hourly parking income. Season parking income is recognised on a
straight-line basis over the non-cancellable lease term. Hourly parking income is recognised at a point of time
upon the utilisation of car parking facilities.
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3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.14 Security deposits and deferred income
Security deposits relate to rental deposits received from tenants at the Group’s investment properties. The
accounting policy for security deposits as financial liabilities is set out in Note 3.4.
Deferred income relates to the difference between consideration received for security deposits and its fair
value at initial recognition and is credited to the statements of total return as gross rental income on a straight-
line basis over individual lease term.
3.15 Segment reporting
An operating segment is a component of the Group that engages in business activities from which it may earn
revenues and incur expenses, including revenues and expenses that relate to transactions with any of the
Group’s other components. All operating segments’ operating results are reviewed regularly by the Board of
Directors of the Manager to make decisions about resources to be allocated to the segment and to assess its
performance, and for which discrete financial information is available.
Segment results that are reported to the Board of Directors of the Manager include items directly attributable
to a segment as well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly
borrowing costs and asset management fees.
Segment capital expenditure is the total cost incurred to acquire investment properties and fixed assets.
3.16 Taxation
Tax expense comprises current and deferred tax. Current tax and deferred tax expense are recognised in the
statements of total return except to the extent that it relates to an item recognised directly in unitholders’ funds.
The Group has determined that interest and penalties related to income taxes, including uncertain tax
treatments, do not meet the definition of income taxes, and therefore accounted for them under FRS 37
Provisions, Contingent Liabilities and Contingent Assets.
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates
enacted or substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous
years. The amount of current tax payable or receivable is the best estimate of the tax amount expected to be
paid or received that reflects uncertainty related to income taxes, if any.
Current tax assets and liabilities are offset only if certain criteria are met.
Deferred tax is not recognised for temporary differences that:
•
•
temporary differences on the initial recognition of assets or liabilities in a transaction that is not a
business combination and that affects neither accounting nor taxable profit or loss;
temporary differences related to investments in subsidiaries, associates and joint ventures to the extent
that the Group is able to control the timing of the reversal of the temporary difference and it is probable
that they will not reverse in the foreseeable future; and
•
taxable temporary differences arising on the initial recognition of goodwill.
Notes to theFinancial Statements30 September 2021 182
3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.16 Taxation (cont’d)
The measurement of deferred taxes reflects the tax consequences that would follow the manner in which the
Group expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities. For
investment property that is measured at fair value, the carrying amount of the investment property is presumed
to be recovered through sale, and the Group has not rebutted this presumption. Deferred tax is measured at
the tax rates that are expected to be applied to temporary differences when they reverse, based on the laws
that have been enacted or substantively enacted by the reporting date, and reflects uncertainty related to
income taxes, if any.
Deferred tax assets and liabilities are offset if there is a legally enforceable right to offset current tax liabilities
and assets, and they relate to taxes levied by the same tax authority on the same taxable entity, or on different
tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and
liabilities will be realised simultaneously.
Deferred tax assets are recognised for unused tax losses, unused tax credits and deductible temporary
differences to the extent that it is probable that future taxable profits will be available against which they can be
used. Future taxable profits are determined based on the reversal of relevant taxable temporary differences. If
the amount of taxable temporary differences is insufficient to recognise a deferred tax asset in full, then future
taxable profits, adjusted for reversals of existing temporary differences, are considered, based on the business
plans for individual subsidiaries in the Group. Deferred tax assets are reviewed at each reporting date and are
reduced to the extent that it is no longer probable that the related tax benefit will be realised; such reductions
are reversed when the probability of future taxable profits improves.
Unrecognised deferred tax assets are reassessed at each reporting date and recognised to the extent that it
has become probable that future taxable profits will be available against which they can be used.
Tax transparency
The Inland Revenue Authority of Singapore (“IRAS”) has issued a tax ruling on the income tax treatment of the
Trust. Subject to meeting the terms and conditions of the tax ruling which includes a distribution of at least
90% of the taxable income of the Trust, the Trustee will not be assessed to tax on the taxable income of the
Trust. Instead, the distributions made by the Trust out of such taxable income are subject to tax in the hands
of Unitholders, unless they are exempt from tax on the Trust’s distributions (the “tax transparency ruling”).
Accordingly, the Trustee and the Manager will deduct income tax at the prevailing corporate tax rate from the
distributions made to Unitholders that are made out of the taxable income of the Trust, except:
–
–
where the beneficial owners are individuals or Qualifying Unitholders, who are not acting in the capacity
of a trustee, the Trustee and the Manager will make the distributions to such Unitholders without
deducting any income tax; and
where the beneficial owners are Qualifying foreign non-individual investors or qualifying Non-resident
Fund or where the Units are held by nominee Unitholders who can demonstrate that the Units are held for
beneficial owners who are Qualifying foreign non-individual investors or qualifying Non-resident Fund,
the Trustee and the Manager will deduct/withhold tax at a reduced rate of 10% from the distributions.
A Qualifying non-individual investor refers to a non-resident non-individual unitholder or foreign fund who:
(i)
does not have any permanent establishment in Singapore (other than a fund manager in Singapore); or
(ii)
carries on any operation through a permanent establishment in Singapore (other than a fund manager in
Singapore), where the funds used by that person to acquire the units in the Trust are not obtained from
that operation.
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3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.16 Taxation (cont’d)
Tax transparency (cont’d)
A Qualifying Unitholder is a unitholder who is:
(i)
an individual (including those who purchased units in the Trust through agent banks or Supplementary
Retirement Scheme (“SRS”) operators which act as a nominee under the CPF Investment Scheme or
the SRS respectively);
(ii)
a company incorporated and resident in Singapore;
(iii)
a Singapore branch of a foreign company;
(iv)
(v)
(vi)
a body of persons (excluding companies or partnerships) incorporated or registered in Singapore,
including charities registered under Charities Act (Cap. 37) or established by any written law, town
councils, statutory boards, co-operative societies registered under the Co-operatives Societies Act
(Cap. 62) or trade unions registered under the Trade Unions Act (Cap. 333);
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
real estate investment trust exchange-traded funds (“REIT ETFs”) which have been accorded the tax
transparency treatment.
A qualifying Non-resident Fund is a non-resident fund that qualifies for tax exemption under Section 13CA,
13X or 13Y of the Income Tax Act (Cap.134) and who:
(i)
does not have a permanent establishment in Singapore (other than a fund manager in Singapore); or
(ii)
carries on an operation through a permanent establishment in Singapore (other than a fund manager in
Singapore), where the funds used by that qualifying fund to acquire units of the Trust are not obtained
from that operation.
The above tax transparency ruling does not apply to gains from the sale of real properties. Such gains, when
determined by the IRAS to be 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 capital gains without tax being deducted
at source.
Sales tax
Revenue, expenses and assets are recognised net of the amount of sales tax except:
–
where the sales tax incurred on a purchase of assets or services is not recoverable from the taxation
authority, in which case the sales tax is recognised as part of the cost of acquisition of the asset or as
part of the expense item as applicable; and
–
receivables and payables that are stated with the amount of sales tax included.
The net amount of sales tax recoverable from, or payable to, the IRAS is included as part of receivables or
payables on the Balance Sheets.
3.17 Unitholders’ funds
Unitholders’ funds represent the Unitholders’ residual interest in the Group’s net assets upon termination and
are classified as equity. Incremental costs directly attributable to the issuance of Units are deducted against
unitholders’ funds.
Notes to theFinancial Statements30 September 2021 184
3.
SIGNIFICANT ACCOUNTING POLICIES (CONT’D)
3.18 Government grants
Government grants are recognised when there is reasonable assurance that the grant will be received and
the Group will comply with the conditions associated with the grant. Government grants related to income are
recognised in the statements of total return as ‘Other Income’ on a systematic basis over the periods in which
the entity recognises as expenses the related costs for which the grants are intended to compensate.
3.19 New standards and interpretations not adopted
A number of new standards, interpretations and amendments to standards are effective for annual periods
beginning after 1 October 2020 and earlier application is permitted; however, the Group has not early adopted
the new or amended standards and interpretations in preparing these financial statements.
The following new FRSs, interpretations and amendments to FRSs are not expected to have a significant
impact on the Group’s consolidated financial statements and the Trust’s balance sheet.
•
•
•
•
•
•
•
•
FRS 117 Insurance Contracts
Classification of Liabilities as Current or Non-current (Amendments to FRS 1)
Covid-19-Related Rent Concessions beyond 30 June 2021 (Amendments to FRS 116)
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to
FRS 110 and FRS 28)
Reference to the Conceptual Framework (Amendments to FRS 103)
Property, Plant and Equipment – Proceeds before Intended Use (Amendments to FRS 116)
Onerous Contracts – Costs of Fulfilling a Contract (Amendments to FRS 37)
Annual Improvements to FRSs 2018 - 2020
4.
INVESTMENT PROPERTIES
At beginning
Acquisition of subsidiaries (Note 8)
Capital expenditure
Disposal
(Loss)/surplus on revaluation taken
to Statements of Total Return
Reclassification to asset held for sale (Note 12)
At end
Group
2021
$’000
2020
$’000
Trust
2021
$’000
2020
$’000
2,749,500
3,065,000
6,880
(310,000)
5,511,380
(4,880)
–
5,506,500
2,846,000
–
8,189
–
2,854,189
3,311
(108,000)
2,749,500
2,749,500
–
5,660
(310,000)
2,445,160
(3,660)
–
2,441,500
2,846,000
–
8,189
–
2,854,189
3,311
(108,000)
2,749,500
The investment properties owned by the Group are set out in the Portfolio Statements on pages 157 to 160.
On 3 September 2020, the Trust entered into a put and call option agreement with Chempaka Development
Pte Ltd, a related company of the Group to sell Bedok Point. Accordingly, the investment property was classified
to asset held for sale as at 30 September 2020. The disposal was completed on 9 November 2020.
On 23 December 2020, the Trust entered into a sale and purchase agreement with a third party for the disposal
of Anchorpoint. The disposal was completed for a consideration of $110 million on 22 March 2021.
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4.
INVESTMENT PROPERTIES (CONT’D)
On 31 January 2021, YewTee Point was valued at $200 million by Savills Valuation and Professional Services
(S) Pte. Ltd and a revaluation surplus of $10 million was recognised. The valuation methods used to derive its
fair value include the Capitalisation Approach and Discounted Cash Flow Analysis, with the Direct Comparison
Method used as a cross-check. On 19 March 2021, the Trust entered into a sale and purchase agreement with a
third party for the disposal of YewTee Point. The disposal was completed for a consideration of $220 million on
28 May 2021.
Certain investment properties of the Group with an aggregate carrying value of $2,743 million (2020: $448 million)
are pledged as securities to banks for banking facilities granted (Note 16).
Valuation processes
Investment properties are stated at fair value based on valuations performed by external independent valuers
who possess appropriate recognised professional qualifications and relevant experience in the location and
property being valued. In accordance with the CIS code, the Group rotates the independent valuers every
two years.
In determining the fair value, the valuers have used valuation methods which involve certain estimates. The
key assumptions used to determine the fair value of investment properties include market-corroborated
capitalisation yields, discount rates and terminal yields. The Manager reviews the appropriateness of the
valuation methodologies, assumptions and estimates adopted and is of the view that they are reflective of the
market conditions as at 30 September 2021.
Fair value hierarchy
•
•
•
Level 1:
quoted prices (unadjusted) in active markets for identical assets or liabilities that the Group
can access at the measurement date;
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
Level 3:
inputs for the asset or liability that are not based on observable market data
(unobservable inputs).
Fair value measurements that use inputs of different hierarchy levels are categorised in its entirety in the same
level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.
Level 1
$’000
Level 2
$’000
Level 3
$’000
Total
$’000
At 30 September 2021
Group
Non-financial assets
Investment properties
Trust
Non-financial assets
Investment properties
At 30 September 2020
Group and Trust
Non-financial assets
Investment properties
–
–
–
–
–
5,506,500
5,506,500
2,441,500
2,441,500
–
2,749,500
2,749,500
Notes to theFinancial Statements30 September 2021 186
4.
INVESTMENT PROPERTIES (CONT’D)
Level 3 fair value measurements
The following table shows the information about fair value measurements using significant unobservable
inputs (Level 3):
Fair value at
30 September
2021
$’000
Valuation
techniques
Key
unobservable
inputs
Range of
unobservable inputs
$5,506,500
(2020: $2,749,500)
Capitalisation
approach
Capitalisation
rate
3.75% – 5.00%
(2020: 3.75% – 5.00%)
Description
Group
Investment
properties
Discounted
cash flow
analysis
Discount rate
6.25% – 7.50%
(2020: 7.00% – 7.50%)
Terminal yield
4.00% – 5.25%
(2020: 4.00% – 5.25%)
Direct
comparison
method
Transacted
prices
(2020: $1,805 – $4,205 psf) (1)
NA
Relationship of
unobservable
inputs to
fair value
The higher the
rates, the lower
the fair value.
The higher the
rates, the lower
the fair value.
The higher the
rates, the lower
the fair value.
The higher the
comparable
values, the
higher the
fair value.
(1) In 2020, the direct comparison method was used in the valuation of Causeway Point, YewTee Point, Changi City Point and Yishun 10
Retail Podium.
The key unobservable inputs correspond to:
•
•
•
discount rate, based on the risk-free rate for 10-year bonds issued by the government of Singapore,
adjusted for a risk premium to reflect the increased risk of investing in the asset class;
terminal yield reflects the uncertainty, functional/economic obsolescence and the risk associated with
the investment properties; and
capitalisation rate which corresponds to a rate of return on investment properties based on the expected
income that the property will generate.
The net change in fair value of the properties recognised in the Statements of Total Return has been adjusted
for amortisation of lease incentives as follows:
(Loss)/surplus on revaluation
Amortisation of lease incentives
(Loss)/surplus on revaluation
Group
Trust
2021
$’000
(4,880)
1,582
(3,298)
2020
$’000
3,311
1,436
4,747
2021
$’000
(3,660)
(51)
(3,711)
2020
$’000
3,311
1,436
4,747
Direct operating expenses (including repairs and maintenance) arising from rental generating properties are
disclosed on Note 23 to the financial statements.
The Group has no restrictions on the realisability of its investment properties and no contractual obligations to
purchase, construct or develop investment property.
Notes to theFinancial Statements30 September 2021 Contents
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5.
FIXED ASSETS
Cost
At beginning
Additions
Disposals/write-offs
At end
Accumulated depreciation
At beginning
Charge for the year
Disposals/write-offs
At end
Carrying amount
At beginning
At end
6.
INVESTMENT IN SUBSIDIARIES
Unquoted equity investments, at cost
Details of the significant subsidiaries are as follows:
Name of subsidiary
Place of
incorporation/
business
FCT MTN Pte. Ltd. (1)
Singapore
Principal activity
Provision of
treasury services
FCT Holdings (Sigma) Pte. Ltd. (1)
Singapore
Investment holding
Tiong Bahru Plaza LLP (1), (2), (3)
Singapore
Property investment
White Sands LLP (1), (2), (3)
Singapore
Property investment
Hougang Mall LLP (1), (2), (3)
Singapore
Property investment
Tampines 1 LLP (1), (2), (3)
Singapore
Property investment
Central Plaza LLP (1), (2), (3)
Singapore
Property investment
Century Square Holding Pte Ltd (1), (2), (3)
Singapore
Property investment
Equipment,
furniture and fittings,
and others
Group and Trust
2021
$’000
2020
$’000
466
41
(191)
316
237
58
(154)
141
229
175
401
206
(141)
466
316
56
(135)
237
85
229
Trust
2021
$’000
2020
$’000
1,447,600
190,200
Effective equity
interest held by
the Trust
2021
%
100
100
100
100
100
100
100
100
2020
%
100
100
36.89
36.89
36.89
36.89
36.89
36.89
(1) Audited by KPMG LLP, Singapore.
(2) Indirectly held by FCT.
(3) FCT (through FCT Holdings (Sigma) Pte. Ltd.) acquired the remaining 63.11% of the total issued share capital of AsiaRetail Fund Limited (“ARF”)
from Frasers Property Investments (Bermuda) Limited on 27 October 2020 (“Acquisition”). The entities set out herein, which were indirectly
wholly-owned by ARF, were, prior to the Acquisition, private limited companies. Following the Acquisition and the subsequent reorganisation of
the holding in these companies, save for Century Square Holding Pte Ltd, they have been converted to limited liability partnerships.
Notes to theFinancial Statements30 September 2021 188
6.
INVESTMENT IN SUBSIDIARIES (CONT’D)
Details of the significant subsidiaries are as follows: (cont’d)
Name of subsidiary
Place of
incorporation/
business
Principal activity
Tiong Bahru Plaza Trust 1 (1)
Singapore
Investment holding
Tiong Bahru Plaza Trust 2 (1), (2)
Singapore
Investment holding
White Sands Trust 1 (1)
White Sands Trust 2 (1), (2)
Hougang Mall Trust 1 (1)
Singapore
Investment holding
Singapore
Investment holding
Singapore
Investment holding
Hougang Mall Trust 2 (1), (2)
Singapore
Investment holding
Tampines 1 Trust 1 (1)
Tampines 1 Trust 2 (1), (2)
Central Plaza Trust 1 (1)
Singapore
Investment holding
Singapore
Investment holding
Singapore
Investment holding
Central Plaza Trust 2 (1), (2)
Singapore
Investment holding
Century Square Trust 1 (1)
Singapore
Investment holding
Century Square Trust 2 (1)
Singapore
Investment holding
The Management Corporation
Strata Title Plan No. 2634 (2)
Singapore
Management and
maintenance of property
AsiaRetail Fund Limited (2)
Bermuda
Investment holding
Effective equity
interest held by
the Trust
2021
%
2020
%
100
100
100
100
100
100
100
100
100
100
100
100
100
100
–
–
–
–
–
–
–
–
–
–
–
–
–
36.89
(1) Audited by KPMG LLP, Singapore.
(2) Indirectly held by FCT.
7.
INVESTMENT IN ASSOCIATES
Investments, at cost
Reclassification to investment in
subsidiaries (Note 8)
Share of post-acquisition reserves
Translation difference
Allowance for impairment
Group
2021
$’000
2020
$’000
651,774
651,774
(629,037)
62,552
(20,060)
65,229
(18,735)
46,494
–
70,390
(18,999)
703,165
(6,759)
696,406
2021
$’000
74,584
–
–
–
74,584
(28,090)
46,494
Trust
2020
$’000
74,584
–
–
–
74,584
(11,800)
62,784
Notes to theFinancial Statements30 September 2021 Contents
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7.
INVESTMENT IN ASSOCIATES (CONT’D)
Details of the associates are as follows:
Name of associates
Hektar Real Estate
Investment Trust (1)
AsiaRetail Fund Limited (2)
(1) Audited by BDO, Malaysia.
Place of
incorporation/
business
Malaysia
Bermuda
Effective equity
interest held by
the Group
Effective equity
interest held by
the Trust
2021
%
31.15
100.00
2020
%
31.15
36.89
2021
%
31.15
–
2020
%
31.15
–
(2) ARF was formerly known as “PGIM Real Estate AsiaRetail Fund Limited”.
(a)
Hektar Real Estate Investment Trust (“H-REIT”) is a real estate investment trust constituted in Malaysia
by a trust deed dated 5 October 2006. H-REIT units are listed on the Main Board of Bursa Malaysia
Securities Berhad. The principal investment objective of H-REIT is to invest in income-producing real
estate in Malaysia used primarily for retail purposes.
The Group assesses at each reporting date whether there is any objective evidence that its investment
in H-REIT is impaired. Where there is objective evidence of impairment, the recoverable amount is
estimated based on the higher of its value in use and its fair value less costs to sell. For the year ended
30 September 2021, the Group and the Trust provided for an impairment loss of $11,976,000 (2020: $Nil)
and $16,291,000 (2020: $1,824,000) respectively to write down the carrying amount of the investment in
H-REIT to the estimated recoverable amount.
As the results of H-REIT are not expected to be announced in sufficient time to be included in the
Group’s results for the quarter ended 30 September 2021, the Group has estimated the results of H-REIT
for the quarter ended 30 September 2021 based on its results for the preceding quarter, adjusted for
significant transactions and events occurring up to the reporting date of the Group, if any.
The results for H-REIT are equity accounted for at the Group level, net of 10% (2020: 10%) withholding
tax in Malaysia.
The fair value of H-REIT based on published price quotations was $26,501,000 (2020: $27,695,000).
The following summarised financial information relating to the associate has not been adjusted for the
percentage of ownership interest held by the Group:
Assets and liabilities (3)
Non-current assets
Current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Results (4)
Revenue
Expenses
Revaluation (loss)/surplus
Total return for the year
2021
$’000
2020
$’000
394,548
15,617
410,165
24,589
196,401
220,990
35,536
(30,974)
(12,489)
(7,927)
405,411
17,008
422,419
26,539
197,422
223,961
40,666
(32,095)
1,219
9,790
(3) The “Assets and liabilities” is based on the latest available unaudited management accounts as at 30 June 2021 and 30 June
2020, respectively.
(4) The “Results” is based on the latest available unaudited management accounts for the six months ended 30 June 2021 and
30 June 2020 respectively and six-month results from the audited financial statements for the years ended 31 December 2020
and 31 December 2019, respectively.
Notes to theFinancial Statements30 September 2021 190
7.
INVESTMENT IN ASSOCIATES (CONT’D)
As at 30 September 2021, the associate’s property portfolio comprises Subang Parade in Selangor,
Mahkota Parade in Melaka, Wetex Parade and Segamat Central in Johor, Central Square and Kulim
Central in Kedah.
(b)
ARF is an open-end private investment vehicle set up as a company incorporated in Bermuda.
On 6 July 2020, the Group’s equity interest in ARF increased from 24.82% to 36.89%, through an
acquisition by its wholly-owned subsidiary, FCT Holdings (Sigma) Pte. Ltd., which purchased 48,229
shares in the capital of ARF for a total consideration of approximately $197.2 million.
On 27 October 2020, the Group completed the acquisition of approximately 63.11% of the total issued share
capital of ARF. Accordingly, the Group’s investment in ARF is reclassified from “investment in associates”
to “investment in subsidiaries” as at 30 September 2021. See Note 8 for acquisition of subsidiaries.
The following summarised financial information relating to the associate has not been adjusted for the
percentage of ownership interest held by the Group:
Assets and liabilities (5)
Non-current assets
Current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Results (6)
Revenue
Expenses
Revaluation surplus
Other comprehensive income
Total return for the period
2020
$’000
3,169,878
122,598
3,292,476
146,133
1,450,635
1,596,768
196,534
(124,960)
156,204
(1,192)
226,586
(5) The “Assets and liabilities” is based on the latest available unaudited management accounts as at 30 September 2020.
(6) The “Results” is for the year ended 30 September 2020.
2021
$’000
2020
$’000
Group’s interest in associates at beginning of the year
696,406
457,470
Group’s share of:
– Profit after taxation
– Other comprehensive income
Total comprehensive income
Additions during the year
Reclassification to investment in subsidiaries (Note 8)
Dividends received during the year
Provision for impairment
Translation difference
Carrying amount of interest at end of the year
(1,386)
566
(820)
–
(629,037)
(7,017)
(11,976)
(1,062)
46,494
75,280
(240)
75,040
197,237
–
(33,171)
–
(170)
696,406
Notes to theFinancial Statements30 September 2021 Contents
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191
8.
ACQUISITION OF SUBSIDIARIES
On 27 October 2020, the Group acquired an additional 252,158 shares in the capital of ARF from Frasers
Property Investments (Bermuda) Limited, a related company of the Group for a total consideration of
approximately $1,060.3 million. As a result, the Group’s equity interest in ARF increased from 36.89% to
100%, making it a wholly-owned subsidiary.
On the same date, ARMF (Mauritius) Limited, a wholly-owned subsidiary of ARF divested 100% of the total
issued share capital of Mallco Pte. Ltd. for a consideration of approximately $39.7 million to Frasers Property
Gold Pte. Ltd., a related company of the Group.
From the date ARF became a subsidiary, ARF has contributed revenue of $171.8 million and profit for the
period (excluding fair value change on investment properties) of $65.7 million to the Group. If the business
combination had taken place at the beginning of the financial year, ARF’s contribution to the Group’s revenue
and profit for the year (excluding fair value change on investment properties) would have been $186.9 million
and $69.8 million respectively.
Consideration transferred
The following table summarises the acquisition-date fair value of each major class of consideration transferred:
Cash
Total consideration transferred
Acquisition-related costs
2021
$’000
1,060,318
1,060,318
The Group incurred acquisition-related costs of $25,318,000 on acquisition fee, legal fees and due diligence
costs. These costs have been included in ‘Expenses in relation to acquisitions of subsidiaries and an associate’.
Identifiable assets acquired and liabilities assumed
The following table summarises the recognised amounts of assets acquired and liabilities assumed at the date
of acquisition.
Investment properties
Cash and cash equivalents
Trade and other receivables
Loans and borrowings
Derivative financial instruments
Trade and other payables
Provision for tax
Deferred tax liabilities
Total identifiable net assets
Less: Amounts previously accounted for as investment in associates
Net gain recognised on step acquisition
Consideration paid in cash
Proceeds from disposal of Mallco
Cash and cash equivalents of subsidiaries acquired
Distributions to former shareholders of ARF
Net cash outflow on acquisition of subsidiaries, net of cash and
cash equivalents acquired
Note
$’000
4
17
7
3,065,000
106,363
48,451
(1,406,470)
(1,732)
(95,856)
(10,344)
(4,587)
1,700,825
(629,037)
(11,470)
1,060,318
(39,749)
(106,363)
11,744
925,950
Notes to theFinancial Statements30 September 2021 192
8.
ACQUISITION OF SUBSIDIARIES (CONT’D)
Net gain recognised on step acquisition
Net gain arising from the acquisition has been recognised as follows:
Total consideration transferred
Carrying amount of pre-existing interest in the acquiree
Fair value of identifiable net assets
Net gain recognised on step acquisition
9.
INVESTMENT IN JOINT VENTURES
$’000
1,060,318
629,037
(1,700,825)
11,470
Unquoted equity investments, at cost
Share of post-acquisition reserves
Additions
Allowance for impairment
Loan to joint venture
Group
Trust
2021
$’000
174,758
6,963
113,810
295,531
(1,132)
294,399
–
294,399
2020
$’000
174,758
3,571
–
178,329
(1,132)
177,197
113,810
291,007
2021
$’000
174,758
–
113,810
288,568
(1,132)
287,436
–
287,436
2020
$’000
174,758
–
–
174,758
(1,132)
173,626
113,810
287,436
Loan to joint venture is unsecured and not expected to be repaid within the next twelve months. The loan
bears effective interest rates between 1.019% and 1.240% (2020: between 1.053% and 2.529% per annum).
During the financial year ended 30 September 2021, the loan to joint venture of $113,810,000 was converted
to Redeemable Preference Units.
Details of the joint ventures are as follows:
Name of joint ventures
Changi City Carpark Operations LLP
Sapphire Star Trust
FC Retail Trustee Pte. Ltd.
Place of
incorporation/
business
Effective equity
interest held by
the Group and Trust
2020
2021
%
%
Singapore
Singapore
Singapore
43.68
40.00
40.00
43.68
40.00
40.00
The Group has 43.68% interest in the ownership and voting rights in a joint venture, Changi City Carpark
Operations LLP. This joint venture is incorporated in Singapore and is a strategic venture in the management
and operation of car park in Changi City Point.
The Group has 40.00% interest in the ownership and voting rights in a joint venture, Sapphire Star Trust (“SST”),
a private trust that owns Waterway Point, a suburban shopping mall located in Punggol. The Group jointly
controls the venture with other partners under the contractual agreement and requires unanimous consent for
all major decisions over the relevant activities.
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9.
INVESTMENT IN JOINT VENTURES (CONT’D)
No disclosure of fair value is made for the joint ventures as they are not quoted on any market.
The following summarised financial information relating to a material joint venture has not been adjusted for
the percentage of ownership interest held by the Group.
Assets and liabilities (1)
Non-current assets
Current assets (a)
Total assets
Current liabilities (b)
Non-current liabilities (c)
Total liabilities
Results (2)
Revenue
Expenses (d)
Revaluation (loss)/surplus
Total return for the period
2021
$’000
2020
$’000
1,304,604
42,276
1,346,880
1,300,031
45,900
1,345,931
38,467
580,151
618,618
608,625
302,959
911,584
71,126
(34,362)
(1,127)
35,637
63,930
(39,317)
737
25,350
(1) The “Assets and liabilities” is based on the latest available unaudited management accounts as at 30 September 2021 and 30 September
2020, respectively.
(2) The “Results” is for the year ended 30 September 2021 and 30 September 2020, respectively.
(a) Includes cash and cash equivalents of $39,712,000 (2020: $41,600,000)
(b) Includes current bank borrowings of $Nil (2020: $572,817,000) as the bank borrowings had been refinanced in the current financial year.
(c) Includes non-current bank borrowings of $571,674,000 (2020: $Nil)
(d) Includes:
– depreciation of $9,000 (2020: $10,000)
–
–
interest income $26,000 (2020: $202,000)
interest expense $14,075,000 (2020: $20,620,000)
2021
$’000
2020
$’000
Group’s interest in joint ventures at beginning of the year
291,007
291,083
Group’s share of:
– Profit after taxation
– Other comprehensive income
Total comprehensive income
Investment during the year
Dividends received during the year
Carrying amount of interest at end of the year
16,886
2,598
19,484
–
(16,092)
294,399
11,200
(765)
10,435
68
(10,579)
291,007
Notes to theFinancial Statements30 September 2021 194
10.
TRADE AND OTHER RECEIVABLES
Trade receivables
Allowance for doubtful receivables
Net trade receivables
Deposits
Prepayments
Amount due from subsidiaries (non-trade)
Amount due from related parties (non-trade)
Other receivables
Loan arrangement fees
Group
Trust
2021
$’000
7,789
(942)
6,847
724
184
–
20
1,220
–
8,995
2020
$’000
4,874
(209)
4,665
68
3,809
–
6
1,074
64
9,686
2021
$’000
3,800
(751)
3,049
45
16
459,962
–
133
–
463,205
2020
$’000
4,874
(209)
4,665
68
3,782
181,874
6
1,074
64
191,533
Trade receivables are recognised at their original invoiced amounts which represent their fair values on initial
recognition.
Non-trade amounts due from subsidiaries and related parties are unsecured, interest-free and repayable on
demand, except for non-trade amounts due from subsidiaries of $55,000,000 which bear interest at 1.196%
per annum.
11.
CASH AND CASH EQUIVALENTS
For purpose of the consolidated cash flow statement, cash and cash equivalents comprise the following at the
balance sheet date:
Cash at bank and on hand
42,234
28,583
14,661
27,958
Group
Trust
2021
$’000
2020
$’000
2021
$’000
2020
$’000
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12. ASSET/LIABILITIES HELD FOR SALE
Investment property
Asset held for sale
Rental deposits
Liabilities held for sale
Group and Trust
2021
$’000
–
–
–
–
2020
$’000
108,000
108,000
1,427
1,427
The carrying amount of the investment property held for sale as at 30 September 2020 was based on
independent valuations undertaken by Colliers International Consultancy & Valuation (Singapore) Pte Ltd and
Jones Lang LaSalle Property Consultants Pte Ltd using the residual valuation method. The valuation method
used in determining the fair value involved certain estimates including the gross development value per square
foot and cost of construction per square foot. The specific risks inherent in the property were taken into
consideration in arriving at the property valuation. The Manager reviewed the appropriateness of the valuation
methodologies, assumptions and estimates adopted and was of the view that they are reflective of the market
conditions as at 30 September 2020.
The fair value measurement had been categorised as a Level 3 fair value based on the inputs to the valuation
technique used. The significant unobservable input included gross development value per square foot and
cost of construction per square foot. An increase in the gross development value per square foot or a decrease
in the cost of construction per square foot would result in a higher fair value.
On 9 November 2020, the disposal of Bedok Point was completed for a total consideration of $108 million.
13.
TRADE AND OTHER PAYABLES
Trade payables and accrued operating expenses
Amounts due to related parties
Amounts due to subsidiaries (non-trade)
Deposits and advances
Interest payable
Other payables
Withholding tax
Group
Trust
2021
$’000
41,246
22,539
–
5,002
7,004
52
–
75,843
2020
$’000
24,084
11,123
–
2,449
5,582
37
2
43,277
2021
$’000
21,890
18,232
74,775
2,075
853
15
–
117,840
2020
$’000
24,110
11,120
–
2,449
5,568
37
2
43,286
Included in trade payables and accrued operating expenses is an amount due to the Trustee of $240,141
(2020: $99,566).
Included in amounts due to related parties are amounts due to the Manager of $14,568,342 (2020: $7,742,022)
and the Property Manager of $7,844,302 (2020: $2,903,502) respectively. The amounts due to related parties are
unsecured, interest free and payable within the next 3 months.
Notes to theFinancial Statements30 September 2021 196
14.
FINANCIAL DERIVATIVES
Derivative liabilities
Interest rate swaps used for hedging
– Current
– Non-current
Financial derivatives as a percentage of net assets
Group and Trust
2021
$’000
2020
$’000
1,281
1,855
3,136
466
6,901
7,367
0.08%
0.29%
The Group and the Trust entered into contracts to exchange, at specified intervals, the difference between
floating rate and fixed rate interest amounts calculated by reference to agreed notional amounts.
As at 30 September 2021, the Group and the Trust have nine (2020: seven) interest rate swap contracts with
a total notional amount of $430 million (2020: $332 million). Under the contracts, the Group and the Trust pay
fixed interest rate in the range of 0.450% to 1.905% (2020: 1.319% to 1.905%) per annum.
The fair value of the interest rate swaps is determined using the valuation technique as disclosed in Note 30(b).
As at 30 September 2021, where the interest rate swaps are designated as the hedging instruments in qualifying
cash flow hedges, the effective portion of the changes in fair value of the interest rate swaps amounting to
$2.72 million gain (net of tax) (2020: $5.30 million loss) was recognised in the hedging reserve. There was no
ineffectiveness recognised from the hedge.
15. DEFERRED INCOME
Cost
At beginning
Additions
Fully amortised
At end
Accumulated amortisation
At beginning
Charge for the year
Fully amortised
At end
Net deferred income
Group and Trust
2021
$’000
2020
$’000
2
–
–
2
1
1
–
2
–
31
–
(29)
2
29
1
(29)
1
1
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16.
INTEREST-BEARING BORROWINGS
Current liabilities
Term loan (secured)
Term loan (unsecured)
Medium Term Notes (unsecured)
Loan from subsidiary (unsecured)
Short term loans (unsecured)
Less: Unamortised transaction costs
Non-current liabilities
Term loans (secured)
Term loan (unsecured)
Medium Term Notes (unsecured)
Loan from subsidiary (unsecured)
Less: Unamortised transaction costs
Group
2021
$’000
2020
$’000
Trust
2021
$’000
2020
$’000
120,000
–
30,000
–
55,000
(173)
204,827
834,000
506,000
270,000
–
(5,911)
1,604,089
–
80,000
50,000
–
125,000
–
255,000
190,000
510,000
300,000
–
(2,692)
997,308
120,000
–
–
30,000
55,000
(173)
204,827
40,000
239,000
–
270,000
(1,269)
547,731
–
80,000
–
50,000
125,000
–
255,000
190,000
319,000
–
300,000
(1,836)
807,164
As at 30 September 2021, secured bank loans and certain bank facilities are secured on the following:
•
•
•
•
a mortgage over Changi City Point (“CCP”), Tiong Bahru Plaza (“TBP”), Tampines 1 (“T1”), Century
Square (“CS”) and White Sands (“WS”) (2020: CCP and Anchorpoint (“ACP”));
an assignment of the rights, benefits, title and interest of the respective entities in, under and arising out
of the insurances effected in respect of CCP, TBP, T1, CS and WS (2020: CCP and ACP);
an assignment and charge of the rights, benefits, title and interest of the respective entities in, under and
arising out of the tenancy agreements, the sale agreements, the performance guarantees (including sale
proceeds and rental proceeds) and the bank accounts arising from, relating to or in connection with
CCP, TBP, T1, CS and WS (2020: CCP and ACP); and
a first fixed and floating charge over all present and future assets of the respective entities in connection
with CCP, TBP, T1, CS and WS (2020: CCP and ACP).
The discharge of the collaterals for Tiong Bahru Plaza is in progress after the full repayment of the loan and
cancellation of the facility on 24 September 2021.
Medium Term Notes (unsecured) Programme
On 7 May 2009, the Group through its subsidiary, FCT MTN Pte. Ltd. (“FCT MTN”), established a $500,000,000
Multicurrency Medium Term Note Programme (“FCT MTN Programme”). With effect from 14 August 2013,
the maximum aggregate principal amount of notes that may be issued under the FCT MTN Programme was
increased from $500,000,000 to $1,000,000,000. Under the FCT MTN Programme, FCT MTN may, subject to
compliance with all relevant laws, regulations and directives, from time to time issue notes (the “Notes”) in
Singapore dollars or any other currency. The Notes may be issued in various amounts and tenors, and may
bear interest at fixed, floating, hybrid or variable rates of interest. Hybrid notes or zero-coupon notes may also
be issued under the FCT MTN Programme.
The Notes shall constitute direct, unconditional, unsubordinated and unsecured obligations of FCT MTN ranking
pari passu, without any preference or priority among themselves, and pari passu with all other present and
future unsecured obligations (other than subordinated obligations and priorities created by law) of FCT MTN. All
sums payable in respect of the Notes are unconditionally and irrevocably guaranteed by the Trustee.
Notes to theFinancial Statements30 September 2021 198
16.
INTEREST-BEARING BORROWINGS (CONT’D)
Medium Term Notes (unsecured) Programme (cont’d)
As at 30 September 2021, the aggregate balance of the Notes issued by the Group under the FCT MTN
Programme amounted to $100 million (2020: $150 million), consisting of:
(i)
(ii)
$Nil million (2020: $50 million) Fixed Rate Notes which matured in June 2021 and bore a fixed interest
rate of 2.760% per annum payable semi-annually in arrears;
$30 million (2020: $30 million) Fixed Rate Notes which mature in June 2022 and bear a fixed interest rate
of 2.645% per annum payable semi-annually in arrear; and
(iii)
$70 million (2020: $70 million) Fixed Rate Notes which mature in November 2024 and bear a fixed
interest rate of 2.770% per annum payable semi-annually in arrears.
Multicurrency Debt (unsecured) Issuance Programme
On 8 February 2017, the Group established a $3 billion Multicurrency Debt Issuance Programme (“Debt
Issuance Programme”). Under the Debt Issuance Programme, the Issuers may, subject to compliance with all
relevant laws, regulations and directives from time to time, issue notes (the “Notes”) and perpetual securities
(the “Perpetual Securities”, and together with the Notes, the “Securities”) in Singapore dollars or any other
currency as may be agreed between the relevant dealers of the Programme and the Issuers.
Each series or tranche of Notes may be issued in various amounts and tenors, and may bear interest at
fixed, floating, hybrid or variable rates as may be agreed between the relevant dealers of the Debt Issuance
Programme and the relevant Issuer or may not bear interest. The Notes and the coupons of all series shall
constitute direct, unconditional, unsubordinated and unsecured obligations of the relevant Issuer and shall at
all times rank pari passu, without any preference or priority among themselves, and pari passu with all other
present and future unsecured obligations (other than subordinated obligations and priorities created by law)
of the relevant Issuer.
As at 30 September 2021, $200 million (2020: $200 million) Fixed Rate Notes which mature in May 2023 and
bear a fixed rate interest rate of 3.200% per annum payable semi-annually in arrears has been issued under
this programme.
Terms and debt repayment schedule
2021
Term loan
Medium Term Notes
Loan from subsidiary
Short term loans
2020
Term loan
Medium Term Notes
Loan from subsidiary
Short term loans
Year of
maturity
2022 – 2026
2022 – 2024
2022 – 2024
2022
2021 – 2024
2021 – 2024
2021 – 2024
2020
Group
Face
value
$’000
Carrying
value
$’000
Face value
$’000
Trust
Carrying
value
$’000
397,835
–
299,792
54,931
752,558
399,000
–
300,000
55,000
754,000
589,000
–
350,000
125,000
1,064,000
587,487
–
349,677
125,000
1,062,164
1,460,000
300,000
–
55,000
1,815,000
780,000
350,000
–
125,000
1,255,000
1,454,193
299,792
–
54,931
1,808,916
777,631
349,677
–
125,000
1,252,308
Notes to theFinancial Statements30 September 2021 Contents
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199
16.
INTEREST-BEARING BORROWINGS (CONT’D)
Reconciliation of movements of liabilities to cash flows arising from financing activities
Liabilities
Interest-
bearing
borrowings
$’000
Interest
payable
$’000
Derivative
liabilities
$’000
Total
$’000
1,039,805
5,084
975
1,045,864
793,000
(580,083)
–
(1,254)
211,663
–
–
840
840
1,252,308
–
–
(25,755)
–
(25,755)
–
26,253
–
26,253
5,582
–
–
–
–
–
6,392
–
–
–
7,367
793,000
(580,083)
(25,755)
(1,254)
185,908
6,392
26,253
840
27,093
1,265,257
1,252,308
5,582
7,367
1,265,257
636,620
(1,487,240)
–
(2,395)
(853,015)
–
1,406,470
–
3,153
1,409,623
1,808,916
–
–
(41,960)
–
(41,960)
–
661
42,721
–
43,382
7,004
–
–
–
–
–
(5,963)
1,732
–
–
1,732
3,136
636,620
(1,487,240)
(41,960)
(2,395)
(894,975)
(5,963)
1,408,863
42,721
3,153
1,454,737
1,819,056
Group
Balance at 1 October 2019
Changes from financing cash flows
Proceeds from borrowings
Repayment of borrowings
Borrowing costs paid
Payment of transaction costs
Total changes from financing cash flows
Change in fair value
Liability-related other changes
Borrowing costs
Amortisation of loan arrangement fees
Total liability-related other changes
Balance at 30 September 2020
Balance at 1 October 2020
Changes from financing cash flows
Proceeds from borrowings
Repayment of borrowings
Borrowing costs paid
Payment of financing expenses
Total changes from financing cash flows
Change in fair value
Liability-related other changes
Acquisition of subsidiaries
Borrowing costs
Amortisation of loan arrangement fees
Total liability-related other changes
Balance at 30 September 2021
17. DEFERRED TAX LIABILITIES
At
1 October
2020
$’000
Acquisition
of
subsidiaries
(Note 8)
$’000
Recognised
in the
statements
of total
return
(Note 27)
$’000
Recognised
in hedging
reserve
(Note 19)
$’000
At
30 September
2021
$’000
Group
Investment properties
Interest rate swaps
–
–
–
4,882
(295)
4,587
1,758
–
1,758
–
295
295
6,640
–
6,640
Notes to theFinancial Statements30 September 2021 200
18.
TRANSLATION RESERVE
The translation reserve represents exchange differences arising from the translation of the financial statements
of foreign operations whose functional currency is different from that of the Group’s presentation currency.
At beginning
Net effect of exchange loss arising from translation of
financial statements of foreign associate
Net effect of exchange loss arising from translation of
financial statements of foreign subsidiaries
At end
19. HEDGING RESERVE
Group
2021
$’000
2020
$’000
18,999
18,829
1,062
16
20,077
170
–
18,999
The hedging reserve comprises the effective portion of the cumulative net change in the fair value of hedging
instruments used in cash flow hedges pending subsequent recognition in profit or loss.
At beginning
Net change in the fair value of hedging
instruments used in cash flow hedges pending
subsequent recognition in profit or loss
Related tax (Note 17)
At end
Group
Trust
2021
$’000
5,330
(3,017)
295
2,608
2020
$’000
33
5,297
–
5,330
2021
$’000
4,642
(2,534)
–
2,108
2020
$’000
–
4,642
–
4,642
Notes to theFinancial Statements30 September 2021 Contents
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201
20. UNITS IN ISSUE
Group and Trust
2021
2020
No. of Units No. of Units
’000
’000
Units in issue
At beginning
Issue of Units
– private placement and preferential offering
– issued as satisfaction of asset management fees
– issued as satisfaction of acquisition and divestment fee
At end
Units to be issued
– as asset management fees payable in Units
Total issued and issuable Units at end
1,119,447
1,116,284
569,321
2,037
8,463
1,699,268
–
2,336
827
1,119,447
1,591
1,700,859
883
1,120,330
Each Unit represents an undivided interest in the Trust. The rights and interests of Unitholders are contained
in the Trust Deed and include the rights to:
•
•
•
receive income and other distributions attributable to the Units held;
participate in the termination of the Trust by receiving a share of all net cash proceeds derived from the
realisation of the assets of the Trust less any liabilities, in accordance with their proportionate interests
in the Trust. However, a Unitholder has no equitable or proprietary interest in the underlying assets of
the Trust and is not entitled to the transfer to it of any assets (or part thereof) or of any estate or interest
in any assets (or part thereof) of the Trust;
attend all Unitholders’ meetings. The Trustee or the Manager may (and the Manager shall at the request
in writing of not less than 50 Unitholders or one-tenth number of the Unitholders, whichever is lesser) at
any time convene a meeting of Unitholders in accordance with the provisions of the Trust Deed; and
•
one vote per Unit.
The restrictions of a Unitholder include the following:
•
•
a Unitholder’s right is limited to the right to require due administration of the Trust in accordance with
the provisions of the Trust Deed; and
a Unitholder has no right to request the Manager to redeem his Units while the Units are listed on SGX-ST.
A Unitholder’s liability is limited to the amount paid or payable for any Units in the Trust. The provisions of the
Trust Deed provide that no Unitholders will be personally liable to indemnify the Trustee or any creditor of the
Trustee in the event that liabilities of the Trust exceed its assets.
Notes to theFinancial Statements30 September 2021 202
21. NET ASSET VALUE (“NAV”) PER UNIT
Group
Trust
2021
2020
2021
2020
NAV per Unit is based on:
Net assets ($’000)
3,918,808
2,538,276
3,794,254
2,462,726
Total issued and issuable Units (‘000) (Note 20)
1,700,859
1,120,330
1,700,859
1,120,330
22. GROSS REVENUE
Gross rental income
Turnover rental income
Carpark income
Others
Gross rental income
Group
Trust
2021
$’000
311,447
15,218
5,120
9,364
341,149
2020
$’000
147,190
7,824
3,007
6,356
164,377
2021
$’000
153,949
8,773
2,811
3,947
169,480
2020
$’000
147,190
7,824
3,007
6,356
164,377
The Group and the Trust have granted rental relief to a number of its tenants in light of challenges arising from
COVID-19. Each rental relief request has been reviewed and considered on a case-by-case basis.
23.
PROPERTY EXPENSES
Property tax
Maintenance and utilities
Property management fees
Staff costs (1)
Marketing expenses
Net allowance for doubtful receivables
Depreciation of fixed assets
Fixed assets write off
Others
2021
$’000
32,028
27,106
13,241
12,890
5,588
601
58
37
3,033
94,582
Group
Trust
2020
$’000
18,159
16,534
6,184
7,250
4,340
198
56
6
762
53,489
2021
$’000
16,115
13,918
6,664
6,241
2,778
588
58
37
1,433
47,832
2020
$’000
18,159
16,534
6,184
7,250
4,340
198
56
6
762
53,489
(1) Relates to reimbursement of staff costs paid/payable to the Property Manager.
The Group and the Trust do not have any employees.
Notes to theFinancial Statements30 September 2021 Contents
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24. OTHER INCOME
Other income of the Group and Trust include the following:
Government grant income
Government grant expense
25.
BORROWING COSTS
Interest expense
Amortisation of loan arrangement fees
26. ASSET MANAGEMENT FEES
Group
Trust
2021
$’000
4,819
(4,819)
2020
$’000
18,533
(18,533)
2021
$’000
3,607
(3,607)
2020
$’000
18,533
(18,533)
Group
Trust
2021
$’000
42,721
3,217
45,938
2020
$’000
26,256
1,347
27,603
2021
$’000
18,748
1,058
19,806
2020
$’000
22,438
1,060
23,498
Asset management fees comprise $18,898,000 (2020: $11,936,000) of base fee and $13,491,000 (2020:
$6,494,000) of performance fee computed in accordance with the fee structure as disclosed in Note 1.2 to the
financial statements.
An aggregate of 2,745,397 (2020: 1,994,085) units were issued or are issuable to the Manager as satisfaction of
the asset management fees payable for the financial year ended 30 September 2021.
27.
TAXATION
Current tax expense
Current year
Under provision in prior years
Deferred tax expense
Origination and reversal of temporary differences
Over provision in prior years
Total taxation
Reconciliation of effective tax
Group
2020
$’000
Trust
2021
$’000
2020
$’000
82
–
82
–
–
–
82
–
–
–
–
–
–
–
–
–
–
–
–
–
–
2021
$’000
1,835
16
1,851
1,849
(91)
1,758
3,609
Total return before tax
172,242
151,758
121,903
91,120
Income tax using Singapore tax rate of 17%
(2020: 17%)
Effects of different tax rates in foreign jurisdictions
Expenses not deductible
Income exempt from tax
Income not subject to tax
Tax transparency
Over provision in prior years
29,282
(193)
8,405
–
(2,950)
(30,860)
(75)
3,609
25,799
–
3,734
–
(14,558)
(14,893)
–
82
20,724
–
8,436
(4,100)
(1,828)
(23,232)
–
–
15,490
–
2,325
(2,301)
(621)
(14,893)
–
–
Notes to theFinancial Statements30 September 2021 204
28.
EARNINGS PER UNIT
(i)
Basic earnings per Unit
The calculation of basic earnings per Unit is based on the weighted average number of Units during the year
and total return for the year.
Group
Trust
2021
2020
2021
2020
Total return for the year after tax ($’000)
168,633
151,676
121,903
91,120
Weighted average number of Units in issue (’000)
1,670,234
1,118,086
1,670,234
1,118,086
(ii)
Diluted earnings per Unit
In calculating diluted earnings per unit, the total return for the year and weighted average number of Units
outstanding are adjusted for the effect of all dilutive potential units, as set out below:
Total return for year after tax ($’000)
168,633
151,676
121,903
91,120
Weighted average number of Units in issue (’000)
1,672,391
1,119,618
1,672,391
1,119,618
Group
Trust
2021
2020
2021
2020
29.
SIGNIFICANT RELATED PARTY TRANSACTIONS
During the financial year, other than the transactions disclosed in the financial statements, the following related
party transactions were carried out in the normal course of business on arm’s length commercial terms:
Related Corporations
Property management fees, project management fee, service fees and
reimbursement of expenses paid/payable to the Property Manager (1)
Acquisition fees paid in units to the Manager
Divestment fees paid to the Manager
Reimbursement of expenses paid/payable to the Manager
Acquisition of investment in a joint venture from a related
company of the Manager
Reimbursement of expenses/capital expenditure paid/payable to related
companies of the Manager
Recovery of expenses paid on behalf of related companies of the Manager
Income from related companies of the Manager
Purchase of services from a related company of the Manager
Reimbursement of carpark income received on behalf of a related
company of the Manager
Net carpark expenses paid/payable to the Property Manager
(1) In accordance with service agreements in relation to management of the Trust and its property operations.
Group
2021
$’000
2020
$’000
35,485
19,344
2,190
22
–
1,058
(250)
(266)
201
1,714
2
16,231
1,972
–
28
68
418
(132)
(190)
41
1,578
89
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29.
SIGNIFICANT RELATED PARTY TRANSACTIONS (CONT’D)
Joint Ventures
Interest income received/receivable from a Joint Venture
Car park expenses paid/payable to a Joint Venture
30.
FAIR VALUE OF ASSETS AND LIABILITIES
(a)
Liabilities measured at fair value
Group
2021
$’000
2020
$’000
(801)
35
(2,211)
27
Group and Trust
At 30 September 2021
Financial liabilities
Interest rate swaps
At 30 September 2020
Financial liabilities
Interest rate swaps
Level 1
$’000
Level 2
$’000
Level 3
$’000
Total
$’000
–
–
3,136
7,367
–
–
3,136
7,367
During the financial years ended 30 September 2021 and 30 September 2020, there have been no
transfers between the respective levels.
(b)
Level 2 fair value measurements
Interest rate swap contracts are valued using present value calculations by applying market observable
inputs existing at each reporting date into swap models. The models incorporate various inputs including
the credit quality of counterparties and interest rate curves.
(c)
Fair value of financial liabilities that are not carried at fair value and whose carrying amounts are
not reasonable approximation of fair values
The following fair values, which are determined for disclosure purposes, are estimated by discounting
expected future cash flows at market incremental lending rates for similar types of lending or borrowing
arrangements at the reporting date:
Group
Financial liabilities
Interest-bearing borrowings (non-current)
Security deposits (non-current)
Trust
Financial liabilities
Interest-bearing borrowings (non-current)
Security deposits (non-current)
2021
2020
Carrying
amount
$’000
Fair value
$’000
Carrying
amount
$’000
Fair value
$’000
1,604,089
45,207
1,649,296
1,674,893
44,178
1,719,071
997,308
23,813
1,021,121
1,011,974
23,422
1,035,396
547,731
19,995
567,726
567,332
19,527
586,859
807,164
23,813
830,977
817,707
23,422
841,129
Notes to theFinancial Statements30 September 2021 206
30.
FAIR VALUE OF ASSETS AND LIABILITIES (CONT’D)
(d)
Fair value of financial assets and liabilities that are not carried at fair value and whose carrying
amounts are reasonable approximation of fair values
The carrying amounts of financial assets and liabilities with maturity of less than one year (including trade
and other receivables, cash and cash equivalents, trade and other payables, current portion of security
deposits and current portion of interest-bearing borrowings) are reasonable approximation of fair values,
either due to their short-term nature or that they are floating rate instruments that are re-priced to market
interest rates on or near the reporting date.
31.
FINANCIAL RISK MANAGEMENT
(a)
Capital risk management
The primary objective of the Group’s capital management is to ensure that it maintains a strong and
healthy capital structure in order to support its business and maximise Unitholder value.
The Group is subject to the aggregate leverage limit as defined in the Property Fund Guidelines of the
CIS Code. The CIS Code stipulates that borrowings and deferred payments (together the “Aggregate
Leverage”) of a property fund should not exceed 50.0% of the fund’s depository property before 1 January
2022 and on or after 1 January 2022, should not exceed 45.0% of the fund’s depository property.
As at 30 September 2021, the Group’s Aggregate Leverage stood at 33.3% (2020: 35.9%) of its depository
property, which is within the limit set by the Property Fund Guidelines and externally imposed capital
requirements. The Trust has affirmed its corporate ratings of “BBB” from S&P Global Ratings and “Baa2”
from Moody’s Investors Service.
(b)
Financial risk management objectives and policies
Exposure to credit, interest rate and liquidity risks arises in the normal course of the Group’s business.
The Manager continually monitors the Group’s exposure to the above risks. There has been no change
to the Group’s exposure to these financial risks or the manner in which it manages and measures risks.
(i)
Credit risk
Credit risk is the potential financial loss resulting from the failure of a customer or counterparty to
settle its financial and contractual obligations to the Group as and when they fall due.
The Group’s objective is to seek continual revenue growth while minimising losses incurred due
to increased credit risk exposure. The Manager has established credit limits for tenants and
monitors their balances on an ongoing basis. Credit evaluations are performed by the Manager
before lease agreements are entered into with tenants. Credit risk is also mitigated by the security
deposits held for each of the tenants. In addition, receivables are monitored on an ongoing basis
with the result that the Group’s exposure to bad debts is not significant.
Trade receivables
The Manager has established an allowance account for impairment that represents its estimate
of losses in respect of trade receivables due from specific customers. Subsequently when the
Group is satisfied that no recovery of such losses is possible, the financial asset is considered
irrecoverable and the amount charged to the allowance account is written off against the carrying
amount of the impaired financial asset.
The maximum exposure to credit risk is represented by the carrying value of each financial asset
on the Balance Sheets. At the reporting date, approximately 31.1% (2020: 19.5%) of the Group’s
trade receivables were due from 5 tenants who are reputable companies located in Singapore.
The Group uses an allowance matrix to measure the ECLs of trade receivables from individual
tenants, which comprise a very large number of tenants.
Loss rates are calculated using a ‘roll rate’ method based on the probability of a receivable
progressing through successive stages of delinquency to write-off based on actual credit loss
experience over the last three years.
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31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(b)
Financial risk management objectives and policies (cont’d)
(i)
Credit risk (cont’d)
Trade receivables (cont’d)
Trade receivables that are past due but not impaired
The Group and the Trust have trade receivables amounting to $6,847,000 (2020: $4,665,000) and
$3,049,000 (2020: $4,665,000) respectively that are past due at the balance sheet date but not
impaired. The aging of receivables at the balance sheet date is as follows:
Group
2021
$’000
2020
$’000
Trust
2021
$’000
2020
$’000
5,061
1,276
139
302
69
6,847
2,271
1,767
*
479
148
4,665
2,428
421
12
144
44
3,049
2,271
1,767
*
479
148
4,665
Trade receivables past due but
not impaired:
Less than 30 days
30 to 60 days
61 to 90 days
91 to 120 days
More than 120 days
* Denotes amount less than $500
Trade receivables that are impaired
Trade receivables of the Group and the Trust that are impaired at the reporting date and the
movements of the allowance account used to record the impairment are as follows:
Trade receivables
Allowance for doubtful receivables
Movement in allowance account:
At beginning of the year
Acquisition of subsidiaries (Note 8)
Net allowance for doubtful
receivables
Write-off of allowance for doubtful
receivables against provision
At end of the year
Group
Trust
2020
$’000
209
(209)
–
11
–
198
–
209
2021
$’000
751
(751)
–
209
–
588
(46)
751
2020
$’000
209
(209)
–
11
–
198
–
209
2021
$’000
942
(942)
–
209
217
601
(85)
942
Trade receivables that are individually determined to be impaired at the balance sheet date relate
to debtors that are in significant difficulties and have defaulted on payments. The allowance for
impairment recorded in relation to these receivables represents the amount in excess of the
security deposits held as collateral.
Based on the Group’s historical experience of the collection of trade receivables, the Manager
believes that there is no additional credit risk beyond those which have been provided for.
Notes to theFinancial Statements30 September 2021 208
31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(b)
Financial risk management objectives and policies (cont’d)
(i)
Credit risk (cont’d)
Deposits and other receivables
Impairment on these balances has been measured on the 12-month expected loss basis which
reflects the short maturity and low credit risks of the exposure. The amount of the allowance on
these balances is insignificant.
Amount due from related parties and subsidiaries
Outstanding balances with related party are unsecured and repayable on demand. ECL is
assessed from estimated cash flows recoverable from the related parties and subsidiaries based
on the review of their financial strength as at the reporting date. There is no allowance for doubtful
debts arising from these outstanding balances as the ECL is not material.
Cash and cash equivalents
Cash is placed with financial institutions which are regulated. The maximum exposure to credit
risk is represented by the carrying value on the balance sheets. Impairment on cash and cash
equivalents has been measured on the 12-month expected loss basis and reflects the short
maturities of the exposure. The Group considers that its cash and cash equivalents have low
credit risk based on the external credit ratings of the counterparties. The amount of the allowance
on cash and cash equivalents was negligible.
(ii)
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of the Group’s and the Trust’s
financial instruments will fluctuate because of changes in market interest rates. The Group’s and
the Trust’s exposure to interest rate risk is in respect of debt obligations with financial institutions.
The Group manages its interest rate exposure by maintaining a mix of fixed and floating rate
debts with varying tenors. The Group actively reviews its debt portfolio, taking into account the
investment holding period and nature of its assets. To manage this mix in a cost-efficient manner,
the Group uses hedging instruments such as interest rate swaps to minimise its exposure to
interest rate volatility.
The Group determines the existence of an economic relationship between the hedging instrument
and hedged item based on the reference interest rates, tenors, repricing dates and maturities and
the notional or par amounts.
The Group assesses whether the derivative designated in each hedge relationship is expected to
be effective in offsetting changes in cash flows of the hedged item using the critical terms method,
dollar offset method or regression method.
Hedge ineffectiveness may occur due to changes in the critical terms of either the interest rate
swaps or borrowings.
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209
31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(b)
Financial risk management objectives and policies (cont’d)
(ii)
Interest rate risk (cont’d)
Managing interest rate benchmark reform and associated risks
A fundamental reform of major interest rate benchmarks is being undertaken globally, including
the replacement of some interbank offered rates (“IBORs”) with alternative nearly risk-free rates
(referred to as ‘IBOR reform’). The Group has exposures to IBORs on its financial instruments
that will be replaced or reformed as part of these market-wide initiatives. The Group’s main IBOR
exposure at the reporting date is S$ Singapore swap offer rate (“SOR”). The alternative reference
rate is Singapore Overnight Rate Average (“SORA”).
The Group anticipates that IBOR reform will impact its risk management processes and hedge
accounting. The main risks to which the Group is exposed as a result of IBOR reform are operational.
For example, renegotiating borrowing contracts through bilateral negotiation with counterparties,
implementing new fallback clauses with its derivative counterparties, updating contractual terms
and revising operational controls related to the reform. Financial risk is predominantly limited to
interest rate risk.
The Group monitors and manages the transition to alternative rates. The Group evaluates the extent
to which contracts reference IBOR cash flows, whether such contracts will need to be amended as
a result of IBOR reform and how to manage communication about IBOR reform with counterparties.
The Group monitors the progress of transition from IBORs to new benchmark rates by reviewing
the total amounts of non-derivative financial liability contracts and derivative contracts that have
yet to transition to an alternative benchmark rate and the amounts of such contracts that include
an appropriate fallback clause. The Group considers that a contract is not yet transitioned to an
alternative benchmark rate when interest under the contract is indexed to a benchmark rate that
is still subject to IBOR reform, even if it includes a fallback clause that deals with the cessation of
the existing IBOR (referred to as an ‘unreformed contract’).
Non-Derivative Financial Liabilities
The Group has floating-rate liabilities indexed to SOR. There has been no modifications to the
financial liabilities during the years ended 30 September 2020 and 30 September 2021 as a result
of IBOR reform. The Group is in discussions with the counterparties of the financial liabilities to
amend the contractual terms in response to IBOR reform.
The following table shows the total amounts of the unreformed non-derivative financial liabilities at
1 October 2020 and at 30 September 2021. The amounts shown in the table are the carrying amounts.
Group
30 September 2021
Interest-bearing borrowings
1 October 2020
Interest-bearing borrowings
Trust
30 September 2021
Interest-bearing borrowings
1 October 2020
Interest-bearing borrowings
SOR
Total amount
of unreformed
contracts
$’000
1,219,716
902,631
452,766
712,487
Notes to theFinancial Statements30 September 2021 210
31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(b)
Financial risk management objectives and policies (cont’d)
(ii)
Interest rate risk (cont’d)
Derivatives
The Group holds interest rate swaps for risk management purposes which are designated in cash
flow hedging relationships. The interest rate swaps have floating legs that are indexed to SOR.
The Group’s derivative instruments are governed by contracts based on the International Swaps
and Derivatives Association (“ISDA”)’s master agreements. The Group is currently in discussions
with counterparties of respective contracts. No derivative instruments have been modified as at
30 September 2021.
ISDA has reviewed its definitions in light of IBOR reform and issued an IBOR fallbacks supplement
on 23 October 2020, which became effective on 25 January 2021. This sets out how the
amendments to new alternative benchmark rates (e.g. SORA) in the 2006 ISDA definitions will be
accomplished. The effect of the supplement is to create fallback provisions in derivatives that
describe what floating rates will apply on the permanent discontinuation of certain key IBORs
or on ISDA declaring a non-representative determination of an IBOR. The Group has adhered to
the protocol to implement the fallbacks to derivative contracts that were entered into before the
effective date of the supplement. If derivative counterparties also adhere to the protocol, then new
fallbacks will be automatically implemented in existing derivative contracts when the supplement
became effective – i.e. on 25 January 2021. From that date, all new derivatives that reference the
ISDA definitions will also include the fallbacks. Consequently, the Group is monitoring whether its
counterparties will also adhere to the protocol and, if there are counterparties that will not, then
the Group plans to negotiate with them bilaterally.
The following table shows the amounts of unreformed derivative instruments and amounts that
include appropriate fallback language at 1 October 2020 and at 30 September 2021. For interest
rate swaps, the Group used the notional amount of the receive leg of the swap. The Group
expects both legs of interest rate swaps to be reformed simultaneously.
Group
30 September 2021
Interest rate swaps
1 October 2020
Interest rate swaps
Trust
30 September 2021
Interest rate swaps
1 October 2020
Interest rate swaps
SOR
Total amount
of unreformed
contracts
$’000
Amount with
appropriate
fallback clause
$’000
430,000
430,000
332,000
332,000
430,000
430,000
332,000
332,000
Notes to theFinancial Statements30 September 2021 Contents
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211
31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(b)
Financial risk management objectives and policies (cont’d)
(ii)
Interest rate risk (cont’d)
Hedge accounting
The Group has evaluated the extent to which its hedging relationships are subject to uncertainty
driven by IBOR reform as at 30 September 2021. The Group’s hedged items and hedging
instruments continue to be indexed to IBOR benchmark rate which is SOR.
The Group’s SOR hedging relationships extend beyond the anticipated cessation date for IBOR.
The Group applies the amendments to FRS 109 to those hedging relationships directly affected
by IBOR reform.
Hedging relationships impacted by IBOR reform may experience ineffectiveness attributable to
market participants’ expectations of when the shift from the existing IBOR benchmark rate to an
alternative benchmark interest rate will occur. This transition may occur at different times for the
hedged item and hedging instrument, which may lead to hedge ineffectiveness.
Sensitivity analysis for interest rate risk
It is estimated that every 100 basis points increase in interest rate at the reporting date, with all
other variables held constant, would increase the Group’s total return and Unitholders’ funds
and reserves by approximately $202,000 (2020: $802,000) and $4,294,000 (2020: $4,719,000)
respectively and every 100 basis points decrease in interest rate, with all other variables held
constant, would decrease the Group’s total return and Unitholders’ funds and reserves by
approximately $203,000 (2020: $824,000) and $4,363,000 (2020: $4,882,000) respectively, arising
mainly as a result of change in the fair value of interest rate swap instruments. On outstanding
borrowings not covered by financial derivatives at the reporting date, it is estimated that every
100 basis points increase in interest rate, with all other variables held constant, would decrease
the Group’s total return for the year by approximately $7,950,000 (2020: $5,730,000) and every 100
basis points decrease in interest rate, with all other variables held constant, would increase the
Group’s total return for the year by approximately $7,950,000 (2020: $5,730,000), arising mainly
as a result of lower/higher interest expense on floating rate loans and borrowings. The assumed
movement in basis points for interest rate sensitivity analysis is based on current observable
market environment.
Notes to theFinancial Statements30 September 2021 212
31.
FINANCIAL RISK MANAGEMENT (CONT’D)
(b)
Financial risk management objectives and policies (cont’d)
(iii)
Liquidity risk
Liquidity risk is the risk that the Group will encounter difficulty in meeting financial obligations
due to shortage of funds. The Group’s objective is to maintain sufficient cash on demand to
meet expected operational expenses for a reasonable period, including the servicing of
financial obligations. The Manager monitors and maintains a level of cash and cash equivalents
deemed adequate to finance the Group’s operations and to mitigate the effects of fluctuations
in cash flows. In addition, the Manager monitors and observes the CIS Code issued by the MAS
concerning limits on total borrowings.
The table below summarises the maturity profile of the Group’s and the Trust’s financial liabilities
at the reporting date based on contractual undiscounted payments.
As at 30 September 2021
Group
Trade and other payables
Derivative financial instruments
Security deposits
Interest-bearing borrowings
Trust
Trade and other payables
Derivative financial instruments
Security deposits
Interest-bearing borrowings
As at 30 September 2020
Group
Trade and other payables
Derivative financial instruments
Security deposits
Interest-bearing borrowings
Trust
Trade and other payables
Derivative financial instruments
Security deposits
Interest-bearing borrowings
Within
1 year
$’000
1 to 5
years
$’000
More than
5 years
$’000
Total
$’000
75,843
3,170
38,981
239,285
357,279
117,840
3,170
13,288
217,843
352,141
43,277
4,187
16,708
271,281
335,453
43,286
4,187
16,708
269,652
333,833
–
375
44,859
1,589,678
1,634,912
–
375
19,995
571,822
592,192
–
3,605
23,788
1,026,669
1,054,062
–
3,605
23,788
832,401
859,794
–
–
348
83,549
83,897
75,843
3,545
84,188
1,912,512
2,076,088
–
–
–
–
–
–
–
25
–
25
–
–
25
–
25
117,840
3,545
33,283
789,665
944,333
43,277
7,792
40,521
1,297,950
1,389,540
43,286
7,792
40,521
1,102,053
1,193,652
Notes to theFinancial Statements30 September 2021 Contents
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213
32.
SEGMENT REPORTING
Business segments
The Group is in the business of investing in shopping malls and an office building, which are considered to be
the main business segments.
Following completion of the acquisition of the balance 63.11% stake in ARF on 27 October 2020 and disposal
of Bedok Point, Anchorpoint and YewTee Point during the year ended 30 September 2021, the Group’s portfolio
as of 30 September 2021 comprises:-
1.
2.
3.
4.
5.
6.
7.
8.
9.
Causeway Point;
Northpoint City North Wing;
Yishun 10 Retail Podium;
Changi City Point;
Tampines 1;
Tiong Bahru Plaza;
Century Square;
Hougang Mall;
White Sands; and
10. Central Plaza.
The Manager monitors the operating results of the business segments separately for the purpose of making
decisions about resource allocation and performance assessment. Segment information is presented in
respect of the Group’s business segments, based on its management and internal reporting structure.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can
be allocated on a reasonable basis. Unallocated items comprise mainly income-earning assets, interest-bearing
borrowings and their related revenue and expenses.
Segment capital expenditure is the total costs incurred during the year to acquire segment assets that are
expected to be used for more than one year.
Geographical segments
The Group’s operations are primarily in Singapore except for its associate, H-REIT for which operations are
in Malaysia.
Notes to theFinancial Statements30 September 2021 214
32.
SEGMENT REPORTING (CONT’D)
(a)
Business segments
2021
Revenue and expenses
Gross rental income
Others
Gross revenue
Segment net property income
Interest income
Unallocated interest income
Other income
Interest income from joint venture
Non-property expenses
Interest expenses
Unallocated expenses ***
– Interest expenses
– Non-property expenses
Net income
Gain from fair valuation of derivatives
Share of results of associates
Share of results of joint ventures
Expenses in relation to acquisitions of
subsidiaries and an associate
Surplus/(loss) on revaluation of
investment properties
Impairment loss on investment in associate
Net gain on step acquisition
Net foreign exchange loss
Gain on disposal of investment properties
Total return before tax
Taxation
Unallocated taxation
Total return for the year
Causeway
Point
$’000
Northpoint City
North Wing
and Yishun 10
Retail Podium
$’000
Changi
City Point
$’000
75,180
7,403
82,583
60,905
–
–
–
46,707
4,130
50,837
19,808
2,585
22,393
37,743
13,435
–
–
–
–
–
–
Tiong Bahru
Hougang
Central
Century
Plaza **
$’000
White
Sands **
$’000
Mall **
Tampines 1 **
Plaza **
Square **
$’000
$’000
$’000
$’000
Other
investment
properties *
$’000
Group
$’000
34,412
1,856
36,268
23,225
2,223
25,448
24,130
2,509
26,639
37,649
3,815
41,464
10,836
62
10,898
27,246
3,705
30,951
12,254
1,414
13,668
311,447
29,702
341,149
27,081
17,876
18,255
29,796
7,550
24,360
9,566
246,567
17
13
5
8
6
8
(145)
(2,765)
(102)
(1,765)
(174)
(3,723)
(124)
(9,969)
(135)
(2,462)
(3,221)
(2,918)
1,700
(2,226)
(13,159)
(50)
68
(294)
(879)
(99)
1,666
9,975
–
–
–
(37)
(21)
(21)
(37)
(4)
(3,352)
–
–
–
–
57
62
341
801
(3,901)
(23,602)
(22,336)
(32,208)
165,781
2,948
(1,386)
16,886
(25,318)
(3,298)
(11,976)
11,470
(21)
17,156
172,242
(3,472)
(137)
168,633
* Other investment properties comprise Bedok Point (until its divestment on 9 November 2020), Anchorpoint (until its divestment
on 22 March 2021), and YewTee Point (until its divestment on 28 May 2021).
** These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in ARF on
27 October 2020.
*** Unallocated expenses include borrowing costs and asset management fees as disclosed in the Statements of Total Return.
Notes to theFinancial Statements30 September 2021 Contents
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215
Tiong Bahru
Plaza **
$’000
White
Sands **
$’000
Hougang
Mall **
Tampines 1 **
$’000
$’000
Central
Plaza **
$’000
Century
Square **
$’000
Other
investment
properties *
$’000
Group
$’000
34,412
1,856
36,268
23,225
2,223
25,448
24,130
2,509
26,639
37,649
3,815
41,464
10,836
62
10,898
27,246
3,705
30,951
12,254
1,414
13,668
311,447
29,702
341,149
27,081
17,876
18,255
29,796
7,550
24,360
9,566
246,567
17
13
5
8
6
8
(145)
(2,765)
(102)
(1,765)
(174)
(3,723)
(124)
(9,969)
(135)
(2,462)
(3,221)
(2,918)
–
–
–
1,700
(2,226)
(13,159)
(50)
68
(294)
(879)
(99)
1,666
9,975
–
–
–
(37)
(21)
(21)
(37)
(4)
(3,352)
–
57
62
341
801
(3,901)
(23,602)
(22,336)
(32,208)
165,781
2,948
(1,386)
16,886
(25,318)
(3,298)
(11,976)
11,470
(21)
17,156
172,242
(3,472)
(137)
168,633
Causeway
Point
$’000
Northpoint City
North Wing
and Yishun 10
Retail Podium
$’000
Changi
City Point
$’000
75,180
7,403
82,583
60,905
–
–
–
46,707
4,130
50,837
19,808
2,585
22,393
37,743
13,435
–
–
–
–
–
–
32.
SEGMENT REPORTING (CONT’D)
(a)
Business segments
2021
Revenue and expenses
Gross rental income
Others
Gross revenue
Segment net property income
Interest income
Unallocated interest income
Other income
Interest income from joint venture
Non-property expenses
Interest expenses
Unallocated expenses ***
– Interest expenses
– Non-property expenses
Net income
Gain from fair valuation of derivatives
Share of results of associates
Share of results of joint ventures
Expenses in relation to acquisitions of
subsidiaries and an associate
Surplus/(loss) on revaluation of
investment properties
Impairment loss on investment in associate
Net gain on step acquisition
Net foreign exchange loss
Gain on disposal of investment properties
Total return before tax
Taxation
Unallocated taxation
Total return for the year
* Other investment properties comprise Bedok Point (until its divestment on 9 November 2020), Anchorpoint (until its divestment
on 22 March 2021), and YewTee Point (until its divestment on 28 May 2021).
** These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in ARF on
27 October 2020.
*** Unallocated expenses include borrowing costs and asset management fees as disclosed in the Statements of Total Return.
Notes to theFinancial Statements30 September 2021 216
32.
SEGMENT REPORTING (CONT’D)
(a)
Business segments (cont’d)
2020
Revenue and expenses
Gross rental income
Others
Gross revenue
Segment net property income
Interest income
Other income
Interest income from joint venture
Unallocated expenses ***
– Interest expenses
– Non-property expenses
Net income
Loss from fair valuation of derivatives
Share of results of associates
Share of results of joint ventures
Expenses in relation to acquisitions of
subsidiaries and an associate
(Loss)/surplus on revaluation of
investment properties
Total return before tax
Taxation
Total return for the year
Causeway
Point
$’000
Northpoint City
North Wing
and Yishun 10
Retail Podium
$’000
Changi
City Point
$’000
65,930
7,307
73,237
52,929
40,375
4,021
44,396
18,855
2,879
21,734
31,531
13,103
Tiong Bahru
Hougang
Central
Century
Plaza **
$’000
White
Sands **
$’000
Mall **
Tampines 1 **
Plaza **
Square **
$’000
$’000
$’000
$’000
Other
investment
properties *
$’000
Group
$’000
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
22,030
2,980
25,010
147,190
17,187
164,377
13,325
110,888
(157)
(2,619)
(3,882)
–
–
–
–
–
–
11,405
14
586
2,211
(27,603)
(20,689)
65,407
(1,095)
75,280
11,200
(3,781)
4,747
151,758
(82)
151,676
* Other investment properties comprise Bedok Point (until its divestment on 9 November 2020), Anchorpoint (until its divestment
on 22 March 2021), and YewTee Point (until its divestment on 28 May 2021).
** These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in ARF on
27 October 2020.
*** Unallocated expenses include borrowing costs and asset management fees as disclosed in the Statements of Total Return.
Notes to theFinancial Statements30 September 2021 Contents
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217
Causeway
Point
$’000
Northpoint City
North Wing
and Yishun 10
Retail Podium
$’000
Changi
City Point
$’000
65,930
7,307
73,237
52,929
40,375
4,021
44,396
18,855
2,879
21,734
31,531
13,103
Tiong Bahru
Plaza **
$’000
White
Sands **
$’000
Hougang
Mall **
Tampines 1 **
$’000
$’000
Central
Plaza **
$’000
Century
Square **
$’000
Other
investment
properties *
$’000
Group
$’000
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
22,030
2,980
25,010
147,190
17,187
164,377
13,325
110,888
(157)
(2,619)
(3,882)
–
–
–
–
–
–
11,405
* Other investment properties comprise Bedok Point (until its divestment on 9 November 2020), Anchorpoint (until its divestment
on 22 March 2021), and YewTee Point (until its divestment on 28 May 2021).
** These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in ARF on
27 October 2020.
*** Unallocated expenses include borrowing costs and asset management fees as disclosed in the Statements of Total Return.
14
586
2,211
(27,603)
(20,689)
65,407
(1,095)
75,280
11,200
(3,781)
4,747
151,758
(82)
151,676
32.
SEGMENT REPORTING (CONT’D)
(a)
Business segments (cont’d)
2020
Revenue and expenses
Gross rental income
Others
Gross revenue
Segment net property income
Interest income
Other income
Interest income from joint venture
Unallocated expenses ***
– Interest expenses
– Non-property expenses
Net income
Loss from fair valuation of derivatives
Share of results of associates
Share of results of joint ventures
Expenses in relation to acquisitions of
subsidiaries and an associate
(Loss)/surplus on revaluation of
investment properties
Total return before tax
Taxation
Total return for the year
Notes to theFinancial Statements30 September 2021 218
32.
SEGMENT REPORTING (CONT’D)
(a)
Business segments (cont’d)
As at 30 September 2021
Assets and liabilities
Segment assets
Investment in associates
Investment in joint ventures
Unallocated assets
Total assets
Segment liabilities
Provision for taxation
Deferred tax liabilities
Interest-bearing borrowings
Unallocated liabilities
– Trade and other payables
– Provision for taxation
– Financial derivatives
– Interest-bearing borrowings
Total liabilities
Causeway
Point
$’000
Northpoint City
North Wing
and Yishun 10
Retail Podium
$’000
Changi
City Point
$’000
Tiong Bahru
Hougang
Central
Century
Plaza **
$’000
White
Sands **
$’000
Mall **
Tampines 1 **
Plaza **
Square **
$’000
$’000
$’000
$’000
Other
investment
properties *
$’000
Group
$’000
1,316,081
807,852
328,383
659,198
431,340
436,383
767,702
219,191
579,642
1,430
5,547,202
28,011
–
–
–
17,794
–
–
–
9,429
–
–
–
14,216
11,274
11,191
23,192
4,109
82
–
51
–
62
–
64
–
55,000
176,171
74,681
352,145
11
–
–
14,827
1,122
6,640
262,931
427
134,470
–
–
–
1,392
6,640
920,928
46,494
294,399
10,702
5,898,797
25,561
(126)
3,136
887,988
1,979,989
Other segmental information
Net allowance/(written back) for doubtful
receivables
Amortisation of lease incentives
Depreciation of fixed assets
Fixed assets write off
Capital expenditure
– Investment properties
– Fixed assets
707
51
26
–
5,351
7
(110)
(210)
9
–
17
–
(1)
108
18
–
266
30
* Other investment properties comprise Bedok Point (until its divestment on 9 November 2020), Anchorpoint (until its divestment
on 22 March 2021), and YewTee Point (until its divestment on 28 May 2021).
** These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in ARF on
27 October 2020.
(18)
216
–
–
267
–
(6)
69
–
–
–
–
17
(118)
–
–
176
–
116
(195)
–
–
684
–
(67)
–
–
–
32
–
(96)
1,728
–
–
61
–
(8)
–
5
37
26
4
601
1,582
58
37
6,880
41
Notes to theFinancial Statements30 September 2021 Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
219
32.
SEGMENT REPORTING (CONT’D)
(a)
Business segments (cont’d)
As at 30 September 2021
Assets and liabilities
Segment assets
Investment in associates
Investment in joint ventures
Unallocated assets
Total assets
Segment liabilities
Provision for taxation
Deferred tax liabilities
Interest-bearing borrowings
Unallocated liabilities
– Trade and other payables
– Provision for taxation
– Financial derivatives
– Interest-bearing borrowings
Total liabilities
Causeway
Point
$’000
Northpoint City
North Wing
and Yishun 10
Retail Podium
$’000
Changi
City Point
$’000
Tiong Bahru
Plaza **
$’000
White
Sands **
$’000
Hougang
Mall **
Tampines 1 **
$’000
$’000
Central
Plaza **
$’000
Century
Square **
$’000
Other
investment
properties *
$’000
Group
$’000
1,316,081
807,852
328,383
659,198
431,340
436,383
767,702
219,191
579,642
1,430
28,011
17,794
9,429
–
–
–
–
–
–
–
–
–
14,216
82
–
55,000
11,274
51
–
176,171
11,191
62
–
74,681
23,192
64
–
352,145
4,109
11
–
–
14,827
1,122
6,640
262,931
427
–
–
–
5,547,202
46,494
294,399
10,702
5,898,797
134,470
1,392
6,640
920,928
25,561
(126)
3,136
887,988
1,979,989
Other segmental information
Net allowance/(written back) for doubtful
receivables
Amortisation of lease incentives
Depreciation of fixed assets
Fixed assets write off
Capital expenditure
– Investment properties
– Fixed assets
707
51
26
–
5,351
7
(110)
(210)
9
–
17
–
(1)
108
18
–
266
30
* Other investment properties comprise Bedok Point (until its divestment on 9 November 2020), Anchorpoint (until its divestment
on 22 March 2021), and YewTee Point (until its divestment on 28 May 2021).
** These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in ARF on
27 October 2020.
(18)
216
–
–
267
–
(6)
69
–
–
–
–
17
(118)
–
–
176
–
116
(195)
–
–
684
–
–
(67)
–
–
32
–
(96)
1,728
–
–
61
–
(8)
–
5
37
26
4
601
1,582
58
37
6,880
41
Notes to theFinancial Statements30 September 2021 220
32.
SEGMENT REPORTING (CONT’D)
(a)
Business segments (cont’d)
As at 30 September 2020
Assets and liabilities
Segment assets
Investment in associates
Investment in joint ventures
Loan to joint venture
Unallocated assets
Total assets
Segment liabilities
Unallocated liabilities
– Trade and other payables
– Provision for taxation
– Financial derivatives
– Interest-bearing borrowings
Total liabilities
Other segmental information
Net allowance for doubtful receivables
Amortisation of lease incentives
Depreciation of fixed assets
Fixed assets write off
Capital expenditure
– Investment properties
– Fixed assets
Causeway
Point
$’000
Northpoint City
North Wing
and Yishun 10
Retail Podium
$’000
Changi
City Point
$’000
1,314,593
814,861
343,502
Tiong Bahru
Hougang
Central
Century
Plaza **
$’000
White
Sands **
$’000
Mall **
Tampines 1 **
Plaza **
Square **
$’000
$’000
$’000
$’000
26,769
18,085
9,864
11,758
66,476
48
(127)
12
–
7,030
92
118
1,136
8
1
755
40
26
442
11
–
324
53
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Other
investment
properties *
$’000
Group
$’000
415,527
2,888,483
696,406
177,197
113,810
7,515
3,883,411
18,898
86
7,367
1,252,308
1,345,135
198
1,436
56
6
8,189
206
6
(15)
25
5
80
21
–
–
–
–
–
–
–
–
* Other investment properties comprise Bedok Point (until its divestment on 9 November 2020), Anchorpoint (until its divestment
on 22 March 2021), and YewTee Point (until its divestment on 28 May 2021).
** These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in ARF on
27 October 2020.
Notes to theFinancial Statements30 September 2021 32.
SEGMENT REPORTING (CONT’D)
(a)
Business segments (cont’d)
As at 30 September 2020
Assets and liabilities
Segment assets
Investment in associates
Investment in joint ventures
Loan to joint venture
Unallocated assets
Total assets
Segment liabilities
Unallocated liabilities
– Trade and other payables
– Provision for taxation
– Financial derivatives
– Interest-bearing borrowings
Total liabilities
Other segmental information
Net allowance for doubtful receivables
Amortisation of lease incentives
Depreciation of fixed assets
Fixed assets write off
Capital expenditure
– Investment properties
– Fixed assets
Causeway
Point
$’000
Northpoint City
North Wing
and Yishun 10
Retail Podium
$’000
Changi
City Point
$’000
1,314,593
814,861
343,502
26,769
18,085
9,864
48
(127)
12
–
7,030
92
118
1,136
8
1
755
40
26
442
11
–
324
53
* Other investment properties comprise Bedok Point (until its divestment on 9 November 2020), Anchorpoint (until its divestment
on 22 March 2021), and YewTee Point (until its divestment on 28 May 2021).
** These properties were included in the Group’s portfolio following the acquisition of the balance 63.11% stake in ARF on
27 October 2020.
Contents
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Governance
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Information
221
Tiong Bahru
Plaza **
$’000
White
Sands **
$’000
Hougang
Mall **
Tampines 1 **
$’000
$’000
Central
Plaza **
$’000
Century
Square **
$’000
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
Other
investment
properties *
$’000
415,527
Group
$’000
2,888,483
696,406
177,197
113,810
7,515
3,883,411
11,758
66,476
18,898
86
7,367
1,252,308
1,345,135
198
1,436
56
6
8,189
206
6
(15)
25
5
80
21
Notes to theFinancial Statements30 September 2021 222
33.
COMMITMENTS
Capital expenditure contracted but not
provided for
1,383
5,457
931
5,457
Group
Trust
2021
2020
2021
2020
34.
CONTINGENT LIABILITY
Pursuant to the tax transparency ruling from the IRAS, the Trustee and the Manager have provided a tax
indemnity for certain types of tax losses, including unrecovered late payment penalties, that may be suffered
by the IRAS should the IRAS fail to recover from Unitholders tax due or payable on distributions made to them
without deduction of tax, subject to the indemnity amount agreed with the IRAS. The amount of indemnity, as
agreed with the IRAS, is limited to the higher of $500,000 or 1.0% of the taxable income of the Trust each year.
Each yearly indemnity has a validity period of the earlier of seven years from the relevant year of assessment
and three years from the termination of the Trust.
35.
LEASES
Leases as lessor
The Group leases out its investment property consisting of its owned retail properties as well as leased
property (Note 4). All leases are classified as operating leases from a lessor perspective with the exception of
a sub-lease, which the Group has classified as a finance sub-lease.
Operating lease
The Group leases out its investment properties. The Group has classified these leases as operating leases,
because they do not transfer substantially all of the risks and rewards incidental to the ownership of the assets.
Portfolio Statements set out information about the operating leases of investment property.
Rental income from investment properties recognised by the Group during 2021 was $311,447,000
(2020: $147,190,000).
The following table sets out a maturity analysis of lease payments, showing the undiscounted lease payments
to be received after the reporting date.
Operating leases under FRS 116
Less than one year
One to two years
Two to three years
Three to four years
Four to five years
More than five years
Total
Group
2021
$’000
2020
$’000
274,730
170,520
79,191
10,438
3,833
2,033
540,745
140,913
87,181
33,943
3,692
944
1,841
268,514
Notes to theFinancial Statements30 September 2021 Contents
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Portfolio
Risk
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223
36.
FINANCIAL RATIOS
The following financial ratios are presented as required by RAP 7:
Expenses to weighted average net assets (1):
– including performance component of asset management fees
– excluding performance component of asset management fees
Portfolio turnover rate (2)
Group
2020
%
0.57
0.84
–
2021
%
0.58
0.93
11.28
(1) The annualised ratios are computed in accordance with the guidelines of Investment Management Association of Singapore. The expenses
used in the computation relate to expenses of the Group, excluding property expenses, interest expense and taxation.
(2) The annualised ratios are 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.
37.
SUBSEQUENT EVENTS
On 27 October 2021, the Manager declared a distribution of $103,565,000 (or 6.089 cents per unit) to Unitholders
in respect of the period from 1 April 2021 to 30 September 2021.
On 29 October 2021, the Trust issued 1,590,893 new units issued at a price of $2.28 per Unit as payment of
the following:-
•
•
•
•
20% of the performance fee component of its management fee for the period from 1 October 2020 to
31 December 2020;
20% of the performance fee component of its management fee for the period from 1 January 2021 to
31 March 2021;
20% of the performance fee component of its management fee for the period from 1 April 2021 to
30 June 2021; and
20% of the base fee component and performance fee component of its management fee for the period
from 1 July 2021 to 30 September 2021.
Notes to theFinancial Statements30 September 2021 224
Statistics of
Unitholdings
ISSUED AND FULLY PAID-UP UNITS
There were 1,700,859,476 Units (voting rights: one vote per Unit) outstanding as at 29 November 2021.
There is only one class of Units.
The market capitalisation was approximately S$3,929 million based on closing unit price of S$2.31 on 29 November 2021.
TOP TWENTY UNITHOLDERS AS AT 29 NOVEMBER 2021
As shown in the Register of Unitholders
S/No Unitholders
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
FRASERS PROPERTY RETAIL TRUST HOLDINGS PTE LTD
CITIBANK NOMINEES SINGAPORE PTE LTD
HSBC (SINGAPORE) NOMINEES PTE LTD
DBS NOMINEES (PRIVATE) LIMITED
DBSN SERVICES PTE. LTD.
RAFFLES NOMINEES (PTE.) LIMITED
FRASERS CENTREPOINT ASSET MANAGEMENT LTD
BPSS NOMINEES SINGAPORE (PTE.) LTD.
DB NOMINEES (SINGAPORE) PTE LTD
CGS-CIMB SECURITIES (SINGAPORE) PTE. LTD.
PHILLIP SECURITIES PTE LTD
UNITED OVERSEAS BANK NOMINEES (PRIVATE) LIMITED
IFAST FINANCIAL PTE. LTD.
BNP PARIBAS NOMINEES SINGAPORE PTE. LTD.
OCBC NOMINEES SINGAPORE PRIVATE LIMITED
OCBC SECURITIES PRIVATE LIMITED
MAYBANK KIM ENG SECURITIES PTE. LTD.
UOB KAY HIAN PRIVATE LIMITED
ABN AMRO CLEARING BANK N.V.
CHAN WAI KHEONG
Total
Number of Units
% of Total
units in Issue
624,684,552
213,074,994
197,466,676
132,919,461
115,726,809
102,195,491
74,937,477
24,035,978
11,335,611
8,804,534
7,106,407
6,422,936
5,870,501
4,530,979
4,488,831
4,224,684
2,967,746
2,953,038
2,798,493
2,646,200
1,549,191,398
36.73
12.53
11.61
7.81
6.80
6.01
4.41
1.41
0.67
0.52
0.42
0.38
0.35
0.27
0.26
0.25
0.17
0.17
0.16
0.16
91.09
UNITHOLDINGS OF DIRECTORS OF THE MANAGER AS AT 21 OCTOBER 2021
Name of Director
Mr Christopher Tang Kok Kai
Dr Cheong Choong Kong
Mr Ho Chee Hwee Simon
Number of FCT Units held
Direct Interest Deemed Interest
59,000
186,597
–
792,220
–
129,000
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Statistics of
Unitholdings
SUBSTANTIAL UNITHOLDERS AS AT 29 NOVEMBER 2021
Direct Interest
Deemed Interest
Substantial Unitholders
Number of Units
% Number of Units
Frasers Property Retail
Trust Holdings Pte. Ltd.
624,684,552
36.73
–
%
–
Total Number
of Units Held
%
624,684,552
36.73
Frasers Property
Limited (1)
Thai Beverage Public
Company Limited (2)
International Beverage
Holdings Limited (3)
InterBev Investment
Limited (4)
Siriwana Co., Ltd. (5)
Maxtop Management
Corp (6)
Risen Mark Enterprise
Ltd. (7)
Golden Capital
(Singapore) Limited (8)
MM Group Limited (9)
TCC Assets Limited (10)
Charoen
Sirivadhanabhakdi (11)
Khunying Wanna
Sirivadhanabhakdi (12)
Notes:
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
699,622,029
41.13
699,622,029
41.13
699,622,029
41.13
699,622,029
41.13
699,622,029
41.13
699,622,029
41.13
699,622,029
699,622,029
41.13
41.13
699,622,029
699,622,029
41.13
41.13
699,622,029
41.13
699,622,029
41.13
699,622,029
41.13
699,622,029
41.13
699,622,029
699,622,029
699,622,029
41.13
41.13
41.13
699,622,029
699,622,029
699,622,029
41.13
41.13
41.13
699,622,029
41.13
699,622,029
41.13
699,622,029
41.13
699,622,029
41.13
(1) Frasers Property Limited (“FPL”) holds a 100% direct interest in each of Frasers Centrepoint Asset Management Ltd (“FCAM”) and Frasers
Property Retail Trust Holdings Pte. Ltd. (“FPRTH”); and FCAM and FPRTH hold units in FCT. FPL therefore has a deemed interest in the units in FCT
in which each of FCAM and FPRTH has an interest, by virtue of Section 4 of the Securities and Futures Act (Chapter 289 of Singapore) (the “SFA”).
(2) Thai Beverage Public Company Limited (“ThaiBev”) holds a 100% direct interest in International Beverage Holdings Limited (“IBHL”);
–
–
IBHL holds a 100% direct interest in InterBev Investment Limited (“IBIL”);
IBIL holds a greater than 20% interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
ThaiBev therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of the Section 4 of the SFA.
(3) IBHL holds a 100% direct interest in IBIL;
–
IBIL holds a greater than 20% interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
IBHL therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
(4) IBIL holds a greater than 20% interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
IBIL therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
(5) Siriwana Co., Ltd. (“SCL”) holds a greater than 20% interest in ThaiBev;
– ThaiBev holds a 100% direct interest in IBHL;
–
–
IBHL holds a 100% direct interest in IBIL;
IBIL holds a greater than 20% interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
SCL therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
226
Statistics of
Unitholdings
(6) Maxtop Management Corp. (“MMC”) together with Risen Mark Enterprise Ltd. (“RM”) and Golden Capital (Singapore) Limited (“GC”) collectively
holds a greater than 20% interest in ThaiBev;
– ThaiBev holds a 100% direct interest in IBHL;
–
–
IBHL holds a 100% direct interest in IBIL;
IBIL holds a greater than 20% interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
MMC therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
(7) RM together with MMC and GC collectively holds a greater than 20% interest in ThaiBev;
– ThaiBev holds a 100% direct interest in IBHL;
–
–
IBHL holds a 100% direct interest in IBIL;
IBIL holds a greater than 20% interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
RM therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
(8) GC together with MMC and RM collectively holds a greater than 20% interest in ThaiBev;
– ThaiBev holds a 100% direct interest in IBHL;
–
–
IBHL holds a 100% direct interest in IBIL;
IBIL holds a greater than 20% interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
GC therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
(9) MM Group Limited (“MM Group”) holds a 100% direct interest in each of MMC, RM and GC;
– MMC, RM and GC collectively holds a greater than 20% interest in ThaiBev;
– ThaiBev holds a 100% direct interest in IBHL;
–
–
IBHL holds a 100% direct interest in IBIL;
IBIL holds a greater than 20% interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
MM Group therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
(10) TCC Assets Limited (“TCCA”) holds a majority interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
TCCA therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
(11) Charoen Sirivadhanabhakdi and his spouse, Khunying Wanna Sirivadhanabhakdi, each owns 50% of the issued and paid-up share capital of TCCA;
– TCCA holds a majority interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
Charoen Sirivadhanabhakdi therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
(12) Khunying Wanna Sirivadhanabhakdi and her spouse, Charoen Sirivadhanabhakdi, each owns 50% of the issued and paid-up share capital of TCCA;
– TCCA holds a majority interest in FPL;
– FPL holds a 100% direct interest in each of FCAM and FPRTH; and
– FCAM and FPRTH hold units in FCT.
Khunying Wanna Sirivadhanabhakdi therefore has a deemed interest in the units in FCT in which FPL has an interest, by virtue of Section 4 of the SFA.
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Statistics of
Unitholdings
DISTRIBUTION OF HOLDINGS
Size of Holdings
1 to 99
100 to 1,000
1,001 to 10,000
10,001 to 1,000,000
1,000,001 and above
Total
LOCATION OF UNITHOLDERS
Country
Singapore
Malaysia
Others
Total
FREE FLOAT
Number of
Unitholders
Percentage of
Unitholders (%)
Number of Units
Percentage of
Units in Issue (%)
81
2,023
8,479
2,743
23
13,349
0.61
15.15
63.52
20.55
0.17
100.00
3,453
1,483,062
38,659,408
106,313,029
1,554,400,524
1,700,859,476
0.00
0.09
2.27
6.25
91.39
100.00
Number of
Unitholders
Percentage of
Unitholders (%)
Number of Units
Percentage of
Units in Issue (%)
12,908
319
122
13,349
96.70
2.39
0.91
100.00
1,694,814,703
4,724,374
1,320,399
1,700,859,476
99.64
0.28
0.08
100.00
Based on information made available to the Manager as at 29 November 2021, approximately 58.9% of the Units are
held in the hands of the public. Rule 723 of the Listing Manual of the Singapore Exchange Securities Trading Limited
has accordingly been complied with.
228
Additional
Information
INTERESTED PERSON TRANSACTIONS
FOR THE FINANCIAL YEAR ENDED 30 SEPTEMBER 2021
The transactions entered into with interested persons during the financial year under review, which fall within the
Listing Manual 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:
Aggregate value
of all Interested
Person Transactions
during the financial
year under
review (excluding
transactions less
than S$100,000
and transactions
conducted under
shareholders’
mandate pursuant
to Rule 920)
S$’000
Aggregate value
of all Interested
Person Transactions
during the financial
year under review
under shareholders’
mandate pursuant to
Rule 920 (excluding
transactions less
than S$100,000)
S$’000
Name of Interested Person
Nature of relationship
Frasers Property Limited and its
subsidiaries or associate
– Asset management fees (1)
– Acquisition fees
– Divestment fees
– Property management, project
management and service fees (1) (2) (3) & (4)
– Reimbursement of expenses and
capital expenditure (1) (2) (3) & (4)
– Recovery of expenses
– Acquisition of the balance 63.11%
stake in AsiaRetail Fund Limited (5)
– Divestment of Bedok Point
– Divestment of Mallco Pte. Ltd. (6)
Fraser & Neave Group and its
subsidiaries or associate
– Rental income and license fee from
lease of space (7)
– Purchase of services (1)
Associates of controlling
shareholder of Manager
and controlling
unitholder of FCT
HSBC Institutional Trust Services
(Singapore) Limited
– Trustee’s and Custodian’s fees
Trustee
32,389
19,344
2,190
15,033
21,535
250
1,060,318
108,000
14,829
233
201
1,041
–
–
–
–
–
–
–
–
–
–
–
–
(1) Includes FCT’s interest in a joint venture.
(2) During the financial year, the property management agreements (“PMA”) with Frasers Property Retail Management Pte. Ltd. (the “Property Manager”)
for Causeway Point, Northpoint City North Wing, Changi City Point and Yishun 10 Retail Podium have been extended for the period commencing
from 5 July 2021 and ending on 4 July 2026. The total fees payable and expenses reimbursable to the Property Manager pursuant to the PMA are
estimated at S$91.4 million.
(3) During the financial year, the PMA in respect of Waterway Point (“Waterway Point PMA”) between the Property Manager and FC Retail Trustee Pte.
Ltd., the trustee-manager of Sapphire Star Trust (“SST Trustee-Manager”), a private trust through which FCT holds a 40.0% interest in Waterway
Point, has been renewed for the period commencing on 18 March 2021 and ending on 17 March 2026. FCT’s share of the total fees payable and
expenses reimbursable to the Property Manager pursuant to the Waterway Point PMA is estimated at S$13.2 million (40% interest). The Property
Manager may, subject to the terms of the Waterway Point PMA, give written request to the SST Trustee-Manager to extend the appointment of the
Property Manager for a further term of five years from the expiry of the existing term. FCT’s share of the fees payable and expenses reimbursable
to the Property Manager pursuant to the Waterway Point PMA for a further term of five years is estimated at S$26.3 million (40% interest).
(4) The Management Corporation Strata Title Plan No. 2193 in respect of Century Square and The Management Corporation Strata Title Plan No. 2634
in respect of Central Plaza and Tiong Bahru Plaza have each appointed Frasers Property Retail Management Pte. Ltd. as the managing agent for the
period commencing from 1 May 2021 and ending on 30 April 2022. The managing agent fees payable and expenses reimbursable to the Property
Manager are estimated at S$2.0 million.
(5) Includes FCT’s share of the profit reserve adjustment for the acquisition of 63.11% interest in AsiaRetail Fund Limited paid to Frasers Property
Investments (Bermuda).
(6) Includes FCT’s share of purchase consideration adjustment for divestment of Mallco Pte. Ltd received from Frasers Property Gold Pte. Ltd.
(7) During the financial year, the lease between the SST Trustee-Manager and Times Experience Pte. Ltd. was renewed for the period commencing
from 18 January 2021 and ending on 17 July 2024. FCT’s share of the lease renewal is estimated at S$0.8 million.
Contents
Overview
Business
Review
Asset
Portfolio
Risk
Management
Sustainability
Corporate
Governance
Financial &
Other
Information
229
Additional
Information
INTERESTED PERSON TRANSACTIONS
FOR THE FINANCIAL YEAR ENDED 30 SEPTEMBER 2021
Saved as disclosed above, there were no additional interested person transactions (excluding transactions of less
than S$100,000 each) entered into during the financial year under review nor any material contracts entered into by
the Trust that involved the interests of the CEO, any Director or any controlling shareholder of the Trust.
Please refer to Note 29 Significant Related Party Transactions to the Financial Statements on pages 204 and 205.
Fees payable to the Manager and the Property Manager on the basis of, and in accordance with, the terms and
conditions set out in the Trust deed dated 5 June 2006 (as amended) and/or the prospectus dated 27 June 2006
are not subject to Rules 905 and 906 of the SGX-ST’s Listing Manual. Accordingly, such fees are not subject to
aggregation and other requirements under Rules 905 and 906 of the SGX-ST’s Listing Manual.
Manager’s Asset Management, Acquisition and Divestment Fees Paid and Payable in Units
A summary of Units issued for payment of the Manager’s management fees, acquisition fees and divestment fees in
respect of the financial year are as follows:-
Manager’s Base Fee Component
1 October to 31 December 2020
1 January to 31 March 2021
1 April to 30 June 2021
1 July to 30 September 2021
Issue Date
Units Issued
Issue Price
28 January 2021
27 April 2021
27 July 2021
29 October 2021
396,050
377,755
380,699
407,486
$2.4875 (1)
$2.4922 (1)
$2.4270 (1)
$2.2800 (1)
Manager’s Performance Fee Component
1 October 2020 to 30 September 2021
29 October 2021
1,183,407
$2.2800 (2)
Acquisition Fee
In respect of acquisition by FCT Holdings (Sigma) Pte. Ltd,
a wholly-owned subsidiary of FCT, approximately
63.11% interest in AsiaRetail Fund Limited
on 27 October 2020
Divestment Fee
In respect of divestment by FCT of Bedok Point
on 9 November 2020
27 November 2020
8,231,488
$2.3500 (3)
27 November 2020
231,729
$2.3303 (4)
(1) Based on the volume weighted average traded price of a Unit in the ordinary course of trading on the SGX-ST for the last 10 business days of the
relevant period in which the management fees were accrued.
(2) Based on the volume weighted average traded price of a Unit in the ordinary course of trading on the SGX-ST for the last 10 business days
immediately preceding the end date of the financial year ended 30 September 2021.
(3) Based on the higher of the issue price of the Units issued under the private placement to institutional and other investors and the non-renounceable
preferential offering to the existing unitholders of FCT undertaken to, inter alia, finance the Acquisition in respect of which the Acquisition Fee
is payable.
(4) Based on the volume weighted average traded price of a Unit in the ordinary course of trading on the SGX-ST for the last 10 business days
immediately preceding the date of issue of the Units.
SUBSCRIPTION OF THE TRUST UNITS
For the financial year ended 30 September 2021, an aggregate of 579,821,456 Units were issued and as at 30 September
2021, 1,699,268,583 Units were in issue. On 29 October 2021, the Trust issued 1,590,893 new Units to the Manager
as the base fee component of the Manager’s management fees for the quarter ended 30 September 2021 and the
performance fee component of the Manager’s management fees for the financial year ended 30 September 2021.
NON-DEAL ROADSHOW EXPENSES
No non-deal roadshow expenses (2020: S$7,420) were incurred during the year ended 30 September 2021.
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Corporate
Information
FRASERS CENTREPOINT TRUST
Trustee’s Registered Address
HSBC Institutional Trust Services (Singapore) Limited
10 Marina Boulevard
Marina Bay Financial Centre Tower 2 #48-01
Singapore 018983
TRUSTEE’S MAILING ADDRESS
HSBC Institutional Trust Services (Singapore) Limited
10 Marina Boulevard
Marina Bay Financial Centre Tower 2 #45-01
Singapore 018983
AUDITOR
KPMG LLP
16 Raffles Quay, #22-00 Hong Leong Building
Singapore 048581
Partner-in-charge: Ms Sarina Lee
(With effect from financial year ended 30 September 2021)
Phone: (65) 6213 3388
Fax: (65) 6225 0984
Website address: www.kpmg.com.sg
BANKERS
BNP Paribas
Crédit Industriel et Commercial
Citibank N.A.
DBS Bank Ltd.
Oversea-Chinese Banking Corporation Limited
Standard Chartered Bank
UNIT REGISTRAR
Boardroom Corporate & Advisory Services Pte. Ltd.
50 Raffles Place, #32-01 Singapore Land Tower
Singapore 048623
Phone: (65) 6536 5355
Fax: (65) 6536 1360
THE MANAGER
Registered Address
Frasers Centrepoint Asset Management Ltd.
438 Alexandra Road, #21-00 Alexandra Point
Singapore 119958
Phone: (65) 6276 4882
Fax: (65) 6272 8776
Website: www.frasersproperty.com/reits/fct
DIRECTORS OF THE MANAGER
Dr Cheong Choong Kong (Chairman)
Non-Executive and Independent Director
Mr Ho Chai Seng
Non-Executive and Independent Director
Mr Ho Chee Hwee Simon
Non-Executive and Non-Independent Director
Ms Koh Choon Fah
Non-Executive and Independent Director
Mr Low Chee Wah
Non-Executive and Non-Independent Director
Mr Christopher Tang Kok Kai
Non-Executive and Non-Independent Director
AUDIT, RISK AND COMPLIANCE COMMITTEE
Ms Koh Choon Fah (Chairman)
Dr Cheong Choong Kong
Mr Ho Chai Seng
Mr Ho Chee Hwee Simon
NOMINATING AND REMUNERATION COMMITTEE
Mr Ho Chai Seng (Chairman)
Dr Cheong Choong Kong
Ms Koh Choon Fah
Mr Ho Chee Hwee Simon
Mr Christopher Tang Kok Kai
COMPANY SECRETARY
Ms Catherine Yeo
FRASERS CENTREPOINT ASSET MANAGEMENT LTD.
As Manager of Frasers Centrepoint Trust
Company Registration Number: 200601347G
438 Alexandra Road
#21-00 Alexandra Point
Singapore 119958
Phone: +65 6276 4882
+65 6272 8776
Fax:
ir@fraserscentrepointtrust.com
Email:
frasersproperty.com/reits/fct