Board and Committee Membership Guidelines

SGRF - Board and Committees Membership Guidelines

exercised will naturally depend on the contractual level of control and influence that SGRF has on the investee Entities. In cases where SGRF has adequate governance rights with Board level (or Committee level) representations, the role played by the Members is by far a core element of the asset management function. The active and productive engagement of the Members is therefore required for the best interest of SGRF.

4.0 Board / Committee Members Nominations

The following should be taken into account with respect to the nomination of the Members and the tenure of their membership: 4.1 The nomination of the Members as representatives of SGRF at the Boards or the Committees of the various Entities is a sole decision of the Executive President based on the inputs received from Asset Management. 4.2 In case a need arises to appoint a Member to any of the Entities, Asset Management will propose names, using the applicable forms for this purpose, taking into account the considerations as given below. 4.2.1 In general, the Members should have the appropriate balance of skills, experience, independence, knowledge, personal attributes, and preferably sector knowledge to enable the Members to discharge their duties and responsibilities effectively. 4.2.2 Consideration should be taken with regards to the number of Board/Committee memberships the Member already serves and the bandwidth of time available to the Member for any new nomination. 4.2.3 The number of Board memberships for any nominated member should not exceed four memberships. The Executive President may grant exemptions as deemed necessary. 4.2.4 In cases of availability of more than one board seat and/or observer seats to SGRF in any particular investment, priority should be accorded to an Asset Management member for any of the additional seats. 4.2.5 In cases where more than one Member is appointed to the same Entity, SGRF may seek to pair a person with less competencies for the purposes of gaining additional experience and exposure.

4.2.6 Legal or regulatory requirements in Entity’s jurisdiction should also be taken into account.

4.3 The nominees for the Board and Committee positions could be officials from across SGRF or external nominees from the relevant industry / specialization as deemed required.

4.4 Asset Management should review the status of Memberships and vacancies on an annual basis, or as and when deemed required (the “Review”).

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