Board and Committee Membership Guidelines

SGRF - Board and Committees Membership Guidelines

inspection by the Members. Guidance should be sought from SGRF’s legal team on the applicability of the D&O insurance policy to a particular set of circumstances.

6.2 SGRF will provide external/ internal training, if required, to facilitate better performance as a Member. The Member is expected to liaise with SGRF in case prior awareness on the roles and duties of directors has not been obtained.

7.0 Management of SPV Companies

The management, governance, and control of the SPV companies is entrusted to SGRF’s Finance department. The following should be observed in this regard: 7.1 The relevant guidelines, as issued and updated by the Finance department from time to time, should serve as the governing guidelines for the appointment of directors, the roles and responsibilities of directors, and other related matters on the governance of SPV’s. 7.2 Notwithstanding para 7.1, and for the purpose of efficient coordination, efforts should be made to ensure the nomination of a common director on any specific SPV company who simultaneously occupies a seat on the operating company owned by such SPV. This clause is applicable only in case the Member of the board of the operating company is an SGRF regular employee. In cases where the Member is not a SGRF employee, efforts will be made to appoint the Asset Management lead for that particular investment as a director on such SPV.

8.0 Inconsistency with other Guidelines

To the extent that there is any inconsistency between these guidelines and other relevant policies and procedures, the inconsistency must be brought to the attention of the custodian of these guidelines and Asset Management.

9.0 Review of the Guidelines

The Asset Management department or the Investment Committee may trigger a review of these guidelines as and when deemed necessary.

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