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Leading with Confidence

CapitaMall Trust
Annual Report 2014

Corporate Profile

Vision

CapitaMall Trust (CMT) is the first Real Estate


Investment Trust (REIT) listed on Singapore
Exchange Securities Trading Limited (SGX-ST)
in July 2002. CMT is also the largest REIT in
Singapore by market capitalisation - approximately
S$7.1 billion as at 31 December 2014.

Creating Value
Maximising Returns
Transforming Experiences

CMT owns and invests in quality income-producing


assets which are used, or predominantly used,
for retail purposes primarily in Singapore. As at
31 December 2014, CMTs portfolio comprised
a diverse list of over 3,000 leases with local and
international retailers and achieved a committed
occupancy of 98.8%. CMTs 16 quality shopping
malls are strategically located in the suburban areas
and downtown core of Singapore.

CMTs vision embraces all our stakeholders.


We rely on the continued and combined support of
our Unitholders, business partners, tenants, shoppers
and employees to achieve this vision and, in return,
share with them the fruits of our success.

Mission
To deliver stable distributions and sustainable total
returns to Unitholders.

CMT also owns 122.7 million units in CapitaRetail


China Trust, the first China shopping mall REIT
listed on SGX-ST in December 2006.
CMT has been assigned an A2 issuer rating by
Moodys Investors Service on 19 March 2013. This is
the highest rating assigned to a Singapore REIT.
CMT is managed by an external manager,
CapitaMall Trust Management Limited, which is an
indirect wholly-owned subsidiary of CapitaLand
Limited, one of Asias largest real estate companies
headquartered and listed in Singapore.

Contents
02
04
10
11
12
14
16
18
20
31
32
33
34
54
58
69

Financial Highlights
Letter to Unitholders
Trust Structure
Organisation Structure
Growth Strategies
Property Portfolio
Our Tenants
Our Shoppers
Board of Directors
Year in Brief 2014
Trust Management Team
Property Management Team
Corporate Governance
Enterprise Risk Management
Operations Review
Financial Review

73
78
85
93
96
100
102
108
112
114
130
131
214
216
219
IBC

Capital Management
Independent Retail Market Overview
Marketing & Promotions
Investor & Media Relations
Unit Price Performance
Singapore REIT Sector
Sustainability
People & Talent Management
Portfolio Summary
Portfolio Details
CapitaRetail China Trust
Financial Statements
Interested Person Transactions
Unitholders Statistics
Mall Directory
Corporate Information

Leading with Confidence


As Singapores first and largest REIT, CMT is leading the retail real estate industry with its strong portfolio
of quality shopping malls and extensive network of tenants. CMT combines its expertise in mall and asset
management with robust capital management practices to sustain its performance through different
economic cycles; and continually enhances value for and strengthens the confidence of its Unitholders.
The strength of its corporate profile and management enable CMT to achieve sustainable growth and
expand its leadership in Singapores retail landscape.

Highlights of 2014
Distribution
Per Unit

Total Deposited
Property

10.84

S$10.6

cents

billion

Distributable
Income

S$375.3

million

Market
Capitalisation

S$7.1

16

billion

Extensive Network
of Tenants

properties
Portfolio
Occupancy Rate

>3,000

98.8%

leases

Annual Shopper
Traffic

329.9

million

Aggregate
Leverage

Credit
Rating

33.8%

issuer rating by
Moodys Investors Service

A2

Leading with Confidence | 01

Financial Highlights
Gross Revenue1 (S$ million)

Net Property Income1 (S$ million)

729.2
581.1
81.3
499.8

2010

630.6
86.8
543.8

2011

CMT

661.6
88.4

91.6
637.6

774.2

658.9

2013

2014

Joint ventures2 (For information only)

Distributable Income (S$ million)

356.2

294.8

301.6

2010

2011

63.5

340.5

354.8

2010

2011

CMT

81.7

445.2

64.0

64.5

438.7

448.4

2013

2014

380.7

2012

Joint ventures2 (For information only)

375.3
7,714.8

2013

418.3

530.1

Total Assets1 (S$ million)

316.9

2012

399.1
58.6

573.2

2012

502.7

115.3

2014

2010

8,465.7

2011

9,159.7

9,220.0

2012

2013

9,858.3

2014

With the adoption of Financial Reporting Standards 111 Joint Arrangements from 1 January 2014, CMTs 40.00% interest in RCS Trust and
30.00% interest in Infinity Mall Trust and Infinity Office Trust (collectively, the Infinity Trusts) are accounted for as investments in joint ventures
using equity method. For comparison purpose, 2010 to 2013 have been restated to exclude CMTs 40.00% interest in RCS Trust and CMTs
30.00% interest in Infinity Trusts.
Joint ventures refer to CMTs 40.00% interest in RCS Trust and CMTs 30.00% interest in Infinity Trusts. Westgate, which is owned by Infinity
Mall Trust, commenced operations on 2 December 2013.

02 | CapitaMall Trust Annual Report 2014

Group1

For the Financial Year

2010

2011

2012

2013

2014

Gross Rental Income

Selected Statement of Total Return and


Distribution Data (S$ million)

461.6

499.7

526.5

589.3

607.9

Car Park Income

13.4

15.4

17.0

18.2

18.0

Other Income

24.8

28.7

29.7

30.1

33.0

Gross Revenue

499.8

543.8

573.2

637.6

658.9

Net Property Income

340.5

354.8

380.7

438.7

448.4

Distributable Income

294.8

301.6

316.9

356.2

375.3

Selected Statement of Financial Position Data (S$ million)


Total Deposited Property2

8,125.9

9,172.2

9,888.7

10,017.5

10,610.5

Total Assets

7,714.8

8,465.7

9,159.7

9,220.0

9,858.3

2,532.5

2,888.8

3,090.6

2,918.4

3,238.7

1.53

1.56

1.64

1.71

1.79

6,008.7

6,282.4

Total Borrowings

Net Asset Value Per Unit4 (S$)


Unitholders Funds

4,939.4

5,246.05

5,702.95

Market Capitalisation6

6,209.3

5,658.3

7,362.2

6,589.7

7,062.8

Portfolio Property Valuation

6,194.3

6,716.0

7,031.0

7,276.0

7,510.0

Earnings Per Unit (cents)

8.49

11.98

16.05

16.61

17.88

Distribution Per Unit (cents)

9.24

9.37

9.46

10.27

10.84

0.7

0.8

0.8

0.8

Unencumbered Assets as % of Total Assets (%)

46.9

50.4

92.28

100.08

100.0

Aggregate Leverage (%)

Key Financial Indicators

Management Expense Ratio7 (%)

0.8

35.9

38.4

36.7

35.3

33.8

Net Debt / EBITDA9 (times)

5.4

5.4

5.4

4.9

5.1

Interest Coverage (times)

4.5

4.2

3.6

5.0

4.5

Average Term to Maturity10 (years)

2.9

2.3

4.011

3.8

4.711

Average Cost of Debt (%)

3.6

3.5

3.4

3.5

3.5

From 1 January 2014, as a result of Financial Reporting Standards 111 Joint Arrangements, CMT and its subsidiaries (CMT Group) has
changed its accounting policy for its interests in joint arrangements and the consolidated results of CMT Group are based on equity
accounting. For comparison purpose, the numbers for 2010 to 2013 had been restated. Consequently, the affected key financial indicators
(except Aggregate Leverage) have also been restated accordingly.
2
Total Deposited Property refers to the total assets in respect of CMT, CMTs 40.00% interest in RCS Trust, CMTs 30.00% interest in Infinity
Mall Trust and Infinity Office Trust.
3
Amounts include foreign currency denominated notes which have been swapped into Singapore dollars.
4
Excluding the distribution to be paid for the last quarter of the respective financial year.
5
139,665,000 and 125,000,000 new units in CMT with gross proceeds of S$250.0 million each were issued via private placement exercises
on 10 November 2011 and 30 November 2012 respectively.
6
Based on the closing unit price of S$1.95 on 31 December 2010, S$1.70 on 30 December 2011, S$2.13 on 31 December 2012, S$1.905
on 31 December 2013 and S$2.040 on 31 December 2014.
7
Refers to the expenses of the Trust, excluding property expenses and finance costs but including performance component of CapitaMall
Trust Management Limiteds management fees, expressed as a percentage of weighted average net assets.
8
Higher in 2012 mainly due to the repayment of commercial mortgage backed securities (CMBS) borrowings under Silver Maple Investment
Corporation Ltd of S$783.0 million on 31 October 2012. Following the repayment, the properties mortgaged under the CMBS borrowings
namely Tampines Mall, Junction 8, Funan DigitaLife Mall, IMM Building, Bugis Junction, Sembawang Shopping Centre and JCube were
discharged and released.
Higher in 2013 mainly due to the redemption and cancellation of the remaining S$98.25 million in principal amount of S$650.0 million 1.0%
convertible bonds due 2013 (Convertible Bonds due 2013) at 109.31% of the principal amount upon maturity. Following the redemption and
cancellation, the legal mortgage over The Atrium@Orchard had been discharged and released.
9
Net Debt comprises gross debt less temporary cash intended for refinancing and capital expenditure. EBITDA refers to earnings before
interest, tax, depreciation and amortisation. In 2014, EBITDA excluded the profit from sale of office strata units in Westgate Tower.
10
In 2010, it was assumed that bondholders of Convertible Bonds due 2013 would exercise the put option in July 2011. In 2011 and 2012,
it was assumed that bondholders of the Convertible Bonds due 2013 would hold to maturity on 2 July 2013.
11
Higher in 2012 mainly due to the long tenures of between six to 12 years for four series of Euro-Medium Term Notes and one series of
Medium Term Notes issued under CMT MTN Pte. Ltd. (CMT MTN) in 2012.
Higher in 2014 mainly due to the long tenures of between seven to 10.5 years for three series of Medium Term Notes issued under CMT MTN
in 2014, partially offset by the redemption of the S$350.0 million in principal amount of the convertible bonds due 2014.
1

Leading with Confidence | 03

Letter to Unitholders

(Left) Danny Teoh Leong Kay, Chairman


(Right) Tan Wee Yan, Wilson, Chief Executive Officer

CMTs distribution per unit for 2014 grew 5.6% to 10.84 cents.
Strong portfolio of strategically located malls that serve large population
catchment areas and cater predominantly to necessity shopping.
Dear Unitholders,
CapitaMall Trust (CMT) delivered another set of good
results and increased its distributions to Unitholders
in 2014. Distribution per unit (DPU) was 10.84 cents,
5.6% higher than the DPU of 10.27 cents for 2013.
Based on CMTs closing price of S$2.040 per unit on
31 December 2014, the distribution yield was 5.3%,
approximately 300 basis points higher than the yield
for the 10-year Singapore Government bond.
For the financial year ended 31 December 2014,
gross revenue grew 3.3% year-on-year to S$658.9
million, while net property income increased 2.2%
year-on-year to S$448.4 million. Our share of
gross revenue and net property income in the joint

04 | CapitaMall Trust Annual Report 2014

ventures increased by 25.9% and 27.7% over the


preceding year to S$115.3 million and S$81.7 million
respectively. This was mainly due to the full year
contributions from Westgate, which commenced
operations in December 2013.
CMT is the first and largest real estate investment
trust by market capitalisation in Singapore.
CMTs scale and leading position in the retail real
estate industry enables us to establish and maintain
strong partnerships with our extensive network of
tenants and cater to a wide range of shoppers in
Singapore. We combine our expertise in mall and
asset management with robust capital management
practices to deliver consistent and sustained
performance through different economic cycles.

We will continue to drive sustainable growth for our


Unitholders through active asset management and
asset enhancement initiatives, while continuing to
explore opportunities for acquisitions and greenfield
developments.
Steady Operational Performance
Our malls are mostly strategically located near
transportation hubs and large population catchment
areas, which enabled them to attract shopper
traffic of about 330 million last year. They have
maintained consistently high occupancy rates.
This is attributable to our extensive network of local
and international retailers across more than 3,000
leases, underpinned by our industry expertise and
in-depth understanding of their business needs.
As at 31 December 2014, our portfolio displayed
a healthy and diversified trade mix with a high
occupancy rate of 98.8%, an increase from 98.5%
a year ago.
Our tenants are integral to the success of our malls
and we regularly engage them through a host of
seminars, workshops and networking activities.
In 2014, we organised four Biz+ Series events to
add value to our tenants businesses and partner
them on their journey of growth. The topics were
centred on developing service excellence and
improving productivity to help tenants address
challenges in the retail industry. These events were
well received and served as a good platform for our
tenants to network and share their knowledge on
current industry trends.
Committed to offering a holistic shopping
experience to our shoppers, we have rolled out free
Wi-Fi in seven malls and implemented several digital
innovations to enhance interaction between our
malls and shoppers, such as the social media walls
in Westgate and JCube. As at 31 December 2014,
CAPITASTAR - our card-less loyalty programme
which enables shoppers to enjoy benefits over and
above credit card and in-store rewards - had over
654,000 members.
Reaping Benefits from Asset Enhancements
We continually reinvent our malls so that they remain
attractive to shoppers. For 2014, there were various
asset enhancement initiatives (AEIs) at JCube,
Bugis Junction, IMM Building, Bukit Panjang Plaza,
Sembawang Shopping Centre, Clarke Quay and
Tampines Mall.

To enhance JCubes position as a leisure and


entertainment mall catering to the young and
trendy, the mall embarked on an AEI that involved
reconfiguring its Level 2 to create J.Avenue - a
retail zone housing 85 trendy shops offering chic
and affordable merchandise and featuring a vibrant
street shopping ambience. The asset enhancement
works commenced in the second quarter of 2014
and the newly added shops at J.Avenue opened
progressively from September 2014. In addition,
part of JCubes Basement 1 was reconfigured to
increase the number of kiosks and offer a wider
range of food and beverage (F&B) options.
Over at Bugis Junction, the mall added new
specialty stores comprising popular local and
foreign brands by converting space recovered from
an anchor tenant. Bugis Junction now boasts an
even wider selection of merchandise, an enhanced
shopping experience and improved utilisation of its
retail space, further strengthening its position as a
place for the young, hip and trendy.
IMM Building completed the first phase of its
repositioning exercise into a value-focused mall
in 2013 and the outlet stores have been trading
well since. To enhance IMM Buildings position as
Singapores largest outlet mall, we have embarked
on the next phase of asset enhancement works to
house more outlet stores.
Bukit Panjang Plazas AEI involved creating a new
two-storey F&B block on Level 2, where the roof
garden used to be located. The F&B block was
completed at the end of 2014, introducing yet more
popular dining choices. Works to relocate the roof
garden to Level 4 to complement the public library
and a new childcare centre are ongoing.
In addition, we created more space in Sembawang
Shopping Centre for a childcare centre,
which commenced operations in January 2015.
This enhancement improved the malls offerings
and position as a one-stop family-oriented
necessity shopping destination. At Clarke Quay,
we embarked on reconfiguration works for Block A
to introduce new F&B and entertainment concepts,
which will reinforce Clarke Quays attractiveness
as a destination for locals and tourists to wine,
dine and have a good time. The AEI at Tampines
Mall is progressing well and is expected to be
completed in the fourth quarter of 2015.

Leading with Confidence | 05

Letter to Unitholders
Extracting Value from Investment Activities
Westgate, an integrated retail and office
development, commenced mall operations on
2 December 2013. As at 31 December 2014,
Westgates committed occupancy was 97.7%,
up from 85.8% a year ago. The mall enjoys an
average monthly shopper traffic of 2.8 million.
On 23 January 2014, a consortium exercised its
options to purchase Westgate Tower for a total
consideration of approximately S$579.4 million
(CMTs 30.00% share amounted to S$173.8 million).
Westgate Tower obtained the temporary occupation
permit on 9 October 2014 and CMT registered a net
gain of approximately S$47.5 million.
Strong Balance Sheet and Financial Flexibility
In 2014, we raised about S$820.3 million through
issuances of retail bonds and a series of notes.
In February, we issued S$350.0 million seven-year
retail bonds at an interest rate of 3.08% per annum.
The retail bond offering generated keen interest
from both retail and institutional investors. The initial
public offer of S$150.0 million was approximately
2.8 times subscribed, while the initial placement
tranche of S$50.0 million was approximately
2.4 times subscribed. To meet the strong demand,
the size of the bond offer was increased from the
initial S$200.0 million to the maximum issue size of
S$350.0 million.
For the notes issuances, we tapped the debt
markets in Japan, Hong Kong and Singapore and
issued notes with debt tenures ranging from seven to
10.5 years. As a result, we extended CMTs average
term to debt maturity to 4.7 years, compared to
3.8 years at the end of 2013. We swapped the notes
into Singapore dollars at fixed rates to eliminate
currency and interest rate risks.
During the year, we fully redeemed S$350.0 million
in convertible bonds due in April 2014 and
redeemed S$150.0 million in fixed rate notes due in
September 2014.
On 5 February 2015 and 9 February 2015, we issued
HK$1.104 billion 12-year fixed rate medium term
notes and 8.6 billion 8-year floating rate medium
term notes which were swapped into S$192.8
million and S$100.0 million at fixed rates of 3.25%
and 2.85% per annum respectively.

06 | CapitaMall Trust Annual Report 2014

As at 31 December 2014, CMTs debt profile


remained healthy with an aggregate leverage of
33.8% and an average borrowing cost of 3.5% per
annum. All of CMTs borrowings were unsecured,
giving us financial flexibility. In addition, all the
borrowings are on fixed interest rates, which provide
certainty of interest expense while minimising our
exposure to interest rate fluctuations.
Winning Accolades
CMT is committed to creating and maximising
value for our Unitholders. In doing our best,
we are heartened by the industry recognition of our
corporate governance, investor relations and green
efforts.
In October 2014, CMT was the winner of both the
Singapore Corporate Governance Award and
Most Transparent Company Award in the REITs &
Business Trusts category at the Securities Investors
Association (Singapore) Investors Choice Awards
2014. In December 2014, CMT also clinched a
Certificate of Excellence in Investor Relations at the
IR Magazine South East Asia Awards 2014.
As a committed corporate citizen, we are pleased
that we continued to make improvements in
achieving sustainable development and operations.
In September 2014, CMT was rated a Regional
Sector Leader for the 2014 Global Real Estate
Sustainability Benchmark (GRESB) Survey for Asia/
Retail/Large Cap. At the mall level, Bugis Junction
and Raffles City Singapore were awarded the Green
Mark Platinum and the Green Mark Gold awards
respectively by the Building and Construction
Authority. We will continue to improve in our
environmental performance in resource utilisation
and waste management.
Looking Ahead
Singapores Ministry of Trade and Industry expects
the domestic economy to grow between 2.0% and
4.0% in 2015.
The labour market in Singapore is expected to remain
tight with a low unemployment rate. The competition
from e-commerce and a stringent foreign worker
policy could weigh on some retailers expansion
plans and result in the possible consolidation of
their businesses.

The progressive wage model implemented by the


labour movement has also partly contributed to
an increase in cleaning and security expenses.
We will continue to manage the cost pressures by
increasing productivity and harnessing cost-saving
technologies.
With our portfolio of predominantly necessity
shopping malls, we are confident that CMT is wellpositioned to sustain our performance through
different economic cycles.
Acknowledgements
Mr Ho Chee Hwee Simon stepped down from the
Board of CapitaMall Trust Management Limited
as a Non-Executive Non-Independent Director of
the Company and as a member of the Corporate
Disclosure Committee, Executive Committee and
Investment Committee on 22 December 2014.
We would like to thank him for his invaluable
contributions to the Board over the past years.
We welcome Mr Jason Leow Juan Thong,
who joined us on 22 December 2014 as a
Non-Executive Non-Independent Director of the
Company and as a member of the Corporate
Disclosure Committee, Executive Committee and
Investment Committee.
We would like to express our deepest appreciation
to the Directors and our dedicated employees for
their service and hard work towards the mission
of maximising the value of CMT. Last but not least,
we would like to express our sincere gratitude to our
supportive Unitholders, business partners, retailers
and shoppers for their continued confidence and
support.
Danny Teoh Leong Kay
Chairman
Tan Wee Yan, Wilson
Chief Executive Officer
2 March 2015

Leading with Confidence | 07


20145.6%10.84

2014
(DPU)10.8 4
2 01310.275.6%
201412312.04 0
5. 3 %10
300
201412313.3%
6.5892.2%4.484

25.9%27.7%1.1538,170
201312(Westgate)

3.3

3,0 0 0

20141231

98.8%98.5%

2014+
(Biz+ Series)

((JCube))

08 | CapitaMall Trust Annual Report 2014

20141231
654,000

2014(Bugis
Junction)
IMM(Bukit Panjang Plaza)
Sembawang Shopping Centre)
(Clarke Quay)(Tampines Mall)

J.Avenue85

2 014J.Avenue2 014
9

IMM2013

IMM

2014

20151

2015

201312220141231
97.7%85.8%
280
2014123
5.794(3 0.0 0 %
1.738)(Westgate Tower)
2014109
4,750

2014
8.203

2014102014

( )
2 01412
2014

2014
92014
(GRESB)
(Regional Sector Leader)
(Raffles City Singapore)

23.08%3.500

1.5002.8
5,000
2.4
3.500

2 015
2.0%4.0%

10.5
2013
3.84.7

201443.50 0
201491.50 0

20152520152911.04
1286
3.25%2.85%1.928

20141231
33.8%
3.5%

20141222

(20141222)

201532
Leading with Confidence | 09

Trust Structure
Unitholders

Investment in
CapitaMall Trust

Manager
CapitaMall Trust
Management Limited

Asset
Management
Services

Represents
Interests of
Unitholders

Asset
Management
Fees

Trustees
Fees

Ownership
of Assets

Property Managers
CapitaLand Retail
Management Pte Ltd

CapitaLand (RCS)
Property Management
Pte. Ltd.1

Distributions

Trustee
HSBC Institutional
Trust Services
(Singapore) Limited

Net Property
Income

Property
Management
Services

CMT Portfolio
Property
Management
Fees

Tampines Mall
Junction 8
Funan DigitaLife Mall
IMM Building
Plaza Singapura
Bugis Junction
Sembawang Shopping Centre
JCube
Lot One Shoppers Mall
Bukit Panjang Plaza (90 out of 91 strata lots)
Rivervale Mall
The Atrium@Orchard
Clarke Quay
Bugis+
Raffles City Singapore (40.00% interest)
Westgate (30.00% interest)

CapitaLand (RCS) Property Management Pte. Ltd. only manages Raffles City Singapore.

10 | CapitaMall Trust Annual Report 2014

Organisation Structure
CapitaMall Trust Management Limited (CMTML)

Board of Directors
Audit Committee
Chief Executive Officer

Head
Finance

Head
Investment & Asset
Management

Assistant
Vice President
Investor Relations

CapitaLand Retail Management Pte Ltd (CRMPL)

Head
Retail Management

Group Services

Leasing

Marketing
Communications

Operations

General Manager
Tampines Mall
Rivervale Mall

Centre Manager
Lot One Shoppers Mall
Bukit Panjang Plaza

General Manager
IMM Building
JCube
Westgate

General Manager
Plaza Singapura
The Atrium@Orchard

Centre Manager
Clarke Quay

General Manager
Bugis Junction
Bugis+

Management
Committee
Raffles City Singapore

Centre Manager
Junction 8
Sembawang Shopping
Centre

General Manager
Raffles City Singapore

General Manager
Funan DigitaLife Mall

Leading with Confidence | 11

Growth Strategies
Integrated Retail Real Estate Business Platform
Corporate Governance

Net Property Income

Distributions

Retail Real Estate

Unitholders
Ownership

Investment

Retail Real Estate Management

Property
Management

Retail
Management
& Operational
Leasing

Retail Real Estate Capital Management

Strategic
Marketing

Design &
Development
Management

Integrated Retail Real Estate Platform


We are able to tap on CapitaLands unique
integrated retail real estate platform, combining the
best of retail real estate management and capital
management capabilities. Through this platform,
we can call upon a professional and experienced
team of operations, project and asset managers
who work closely and seamlessly with each other to:

Asset
Management

Strategic
Planning &
Investment

Fund
Structuring &
Management

Intrinsic Growth
Active asset management is important for us
to capture opportunities for intrinsic growth.
CMTs intrinsic growth has been achieved through:
Step-up rent

space

Gross turnover rent, which is typically about


5.0% of CMTs gross revenue. This is a useful
management tool which aligns CMTs interests
with those of our tenants. Most of the leases
at CMTs properties follow a rental structure
which encompasses step-up rent plus a small
component of gross turnover rent or a larger
component of gross turnover rent only, whichever
is higher

Manage lease renewals and new leases diligently


to minimise rental voids

Non-rental income from car parks, atrium space,


advertisement panel space, casual leasing,
vending machines and customer service counters

Manage and monitor rental arrears to minimise


bad debts

Improved rental rates for lease renewals and new


leases

Formulate medium and long-term strategies and


initiatives to deliver sustainable returns
Enhance shopping experiences to attract and
increase shopper traffic
Review space usage
productivity and income

to

optimise

Manage projects to ensure timely completion


within budgets
Manage and monitor property expenses to
maximise net property income
Address all key operational issues to ensure
alignment with the strategies of the manager
of CMT
12 | CapitaMall Trust Annual Report 2014

Innovative Asset Enhancement Initiatives


Creative asset planning unlocks the potential
value of CMTs malls to further propel growth by
enhancing the retail environment and improving the
attractiveness of the malls to shoppers and retailers.
Diverse ways to increase the yield and productivity
of CMTs retail space include:
Decantation whereby lower-yield
converted into higher-yield space

space

Instrumental Investments
The ability to identify value-adding acquisitions,
investments and greenfield development projects
to add to the portfolio and further enhance its value
is central to CMTs long-term sustainable growth.
Our investments must satisfy the investment
criteria of:

is

Reconfiguration of retail units to optimise space


efficiency

Potential for growth in yield


Rental sustainability
Potential for value creation

Maximising the use of common areas, such as


bridge space, and converting mechanical and
electrical areas into leasable space
Upgrading amenities, adding play and rest
areas, providing advice on shop front design and
creating better shopper circulation to enhance
the attractiveness of our malls
Inviting Experiences
To stay ahead of consumer trends, we constantly
reinvent retail experiences with innovative
shopping, dining and entertainment combinations,
which help to maximise the sales of the tenants and
generate growth through improved rental income.
The increase in shopper traffic is generated through:
Alignment of tenant mix with current market trends
which ensures a consistently good combination
of attractive and popular retail outlets in CMTs
malls
New retail concepts which generate fresh
excitement and positive sales
Enhancing shoppers experiences with a more
pleasant, comfortable and exciting environment
by improving connectivity between floors,
installing electronic car park guidance systems
and social media walls, upgrading restroom
facilities, baby nursing rooms, childrens
playgrounds, designated water play areas with
interactive features for children, and alfresco
dining areas

CMTs 14.82% interest in CapitaRetail China Trust


provides some exposure to the growth in the
China retail real estate market without significantly
changing the asset profile of CMT.
In May 2011, CMT took a 30.00% stake in a joint
venture to develop a prime site at Jurong Gateway,
marking its first foray into greenfield developments.
The mall opened on 2 December 2013 and Westgate
Tower was divested with a net gain of approximately
S$47.5 million upon obtaining its temporary
occupation permit on 9 October 2014.
Intensive Capital & Risk Management
We seek to optimise returns to Unitholders while
maintaining a strong capital base and credit rating
to support CMTs growth.
Regular assessments of capital management
policies are undertaken to ensure that they are
adaptable to changes in economic conditions and
the risk characteristics of CMT. We also monitor
our exposures to various risk elements by closely
adhering to well-established management policies
and procedures.
As part of our proactive capital management, we are
diversifying our sources of funding, extending the
debt maturity profile and reducing the quantum due
for refinancing in any one year.

Innovative marketing and promotional events to


draw in the crowds
Attractive shop fronts and visual merchandising
design ideas
Leading with Confidence | 13

Property Portfolio
either in areas with large population catchments
or within Singapores popular shopping and tourist
destinations.

CMTs portfolio of 16 quality shopping malls is


well-diversified in the suburban areas and
downtown core of Singapore. The portfolio includes
Tampines Mall, Junction 8, Funan DigitaLife Mall,
IMM Building, Plaza Singapura, Bugis Junction,
Sembawang Shopping Centre, JCube, Raffles City
Singapore (40.00% interest), Lot One Shoppers
Mall, Bukit Panjang Plaza, Rivervale Mall,
The Atrium@Orchard, Clarke Quay, Bugis+ and
Westgate (30.00% interest).

The Manager continues to strive to ensure that


each shopping mall in CMTs portfolio optimises
its financial performance, strengthens its market
position as the leading mall serving its respective
community, as well as provides the ideal shopping
experience for its shoppers. This is achieved
through a combination of active tenant remixing,
asset enhancements, stringent mall maintenance
standards as well as unique mall-centric marketing
and promotional activities.

Majority of the shopping malls are well-connected


to public transportation nodes such as Mass Rapid
Transit (MRT) / Light Rail Transit (LRT) stations and
bus interchanges. They are strategically located

Map of Singapore

13
13
9

3
12

8
16
6

14

7
15
4
5

14 | CapitaMall Trust Annual Report 2014

10

1
2
11

1. Bugis+

2. Bugis Junction

5. Funan DigitaLife Mall

4. Clarke Quay

3. Bukit Panjang Plaza

6. JCube

8. Junction 8

9. Lot One Shoppers Mall

11. Raffles City Singapore

12. Rivervale Mall

14. Tampines Mall

15. The Atrium@Orchard

Picture 1:
Pictures 3, 14:
Picture 4:
Picture 5:
Picture 11:
Picture 13:

7. IMM Building

10. Plaza Singapura

13. Sembawang Shopping Centre

16. Westgate

Anna Mercier Rene, CapitaLand Building People Photography Competition 2013


An artists impression of the new building facade
Paul Chew, CapitaLand Building People Photography Competition 2012
Liew Tong Leng, CapitaLand Building People Photography Competition 2013
Ng Hock How, CapitaLand Building People Photography Competition 2012
Kenny Teo Seng Chye, CapitaLand Building People Photography Competition 2012
Leading with Confidence | 15

Our Tenants

Mr Alden Tan
Managing Director

KOPITIAM
We opened in Plaza Singapura in the 1990s and have
since enjoyed a fantastic partnership with CapitaMall
Trust. CapitaMall Trust has always stayed ahead of
retail trends and is one of the first few shopping mall
owners to introduce asset enhancement initiatives.
These initiatives help to ensure that CapitaMall Trusts
shopping malls remain relevant over the years and
have greatly benefitted our business. CapitaMall Trust
has a professional and efficient team whom we enjoy
working with.

Mr Angelo Augustus
Managing Director

HARVEY NORMAN
CapitaMall Trust has a firm understanding of the local
retail scene, the varied needs of different retailers
and the type of support we need at different stages
of development and market cycle. It has also been
proactive in engaging us on ways to improve our
businesses and grow together. We are glad to have
a strong partnership with CapitaMall Trust and look
forward to many more good years of collaboration.

16 | CapitaMall Trust Annual Report 2014

Mr Katsuharu Inamoto
Managing Director

BHG
BHG currently operates three of our six Singapore
stores in CapitaMall Trusts malls. In 2014, we renovated
our flagship store in Bugis Junction, which received
positive feedback from our customers. With the rise
of e-commerce and entry of new shopping malls and
foreign brands, BHG needs to continually improve,
differentiate and focus on our target customers needs
to provide them with better merchandise, brands,
service and shopping environment. We are very happy
to have partnered CapitaLand for the last 20 years.
We look forward to an even deeper and stronger
working relationship in the years to come.

Mr Take Umiyama
Managing Director

OWNDAYS
CapitaMall Trust is the largest shopping mall owner
in Singapore with a business model that benefits both
tenants and shoppers. In 2013, we opened our first
Singapore store in Plaza Singapura and have since
added four more stores in shopping malls under
CapitaMall Trust, namely Raffles City Singapore,
Bugis+, IMM Building and JCube. CapitaMall Trusts
in-depth industry knowledge, strong support for its
tenants and strategic mall locations have helped us
to successfully grow our brand in Singapore. We look
forward to working closely with CapitaMall Trust as we
expand our presence in Singapore.

Mr Mark Shaw
Executive Vice President

SHAW THEATRES
Our theatres are located in Bugis Junction, JCube
and Lot One Shoppers Mall, which are all strategically
located at or near transportation hubs to deliver
convenience to our movie goers. CapitaMall Trust has
always been supportive of our business and we look
forward to a long-standing and strong partnership.

Ms Jean Yip
Chairman

JEAN YIP GROUP


We have established a strong relationship with
CapitaMall Trust since its listing. CapitaMall Trust
has been very supportive of its tenants through both
good and challenging times and has also worked
hard to continually improve its malls over the years
with asset enhancement initiatives and innovative
marketing activities. We have certainly benefitted
from its expertise in proactive mall management.
Looking ahead, we hope to work even more closely
with CapitaMall Trust to further develop our brand and
business.

Mr Takamitsu Ohara
Managing Director

DAISO JAPAN
We opened our first Singapore store in IMM Building
in 2002, and since then, we have been expanding our
business with CapitaLands malls. Our partnership
extends beyond CapitaMall Trusts malls in Singapore
to CapitaLands malls in Malaysia, China and Japan.
We have enjoyed an excellent relationship with
CapitaMall Trust and CapitaLand for the last 13 years.
During this period, we faced some difficulties at certain
points, but CapitaLand was always there to provide
support in our expansion plans. We look forward to
further strengthening our relationship with CapitaMall
Trust and to continue expanding with CapitaLands
malls in Singapore and overseas.

Mr Daniel Lim
Executive Director

SOO KEE GROUP


Soo Kee Group has partnered with CapitaLand for
over 20 years, since the opening of Tampines Mall.
We are happy to have grown from strength to strength
with CapitaMall Trust, a trusted partner who values its
relationship with tenants and is always staying ahead
of business trends. CapitaMall Trust is constantly
seeking new ways to engage its tenants and enhance
shoppers satisfaction. Through CapitaMall Trusts
strong retail network and in-depth market knowledge
and expertise, we have expanded our retail footprint
in Singapore and overseas markets, through the
introduction of new brands and concepts for different
groups of customers.
Leading with Confidence | 17

Our Shoppers

Desmond

BUGIS JUNCTION
The shopping environment here at Bugis Junction
is very pleasant and it is very accessible as it
is connected to Bugis MRT Interchange Station.
My family and I enjoy coming here due to the
wide variety of restaurants. We visit the mall every
Sunday. With the CapitaCard, it makes shopping
even more enjoyable. The mall is also very clean.

Kian Yew and wife

BUKIT PANJANG PLAZA


We usually visit Bukit Panjang Plaza once a week.
Our favourite stores are McDonalds, Popular, NTUC
and Kopitiam. We stay in the neighbourhood and
this is a convenient mall for us.

18 | CapitaMall Trust Annual Report 2014

Xin Ee and friends

CLARKE QUAY
We visit Clarke Quay almost every week, for the
nice ambience and good food. It is a place where
we gather for all sorts of occasions. An awesome
place by the river!

Pamela and Nicole

JUNCTION 8
Its great shopping here! So convenient for meeting
up with friends! Our favourite spot is at Coffee Bean
where fabulous coffee can be found.

Zakiah and Nadiah

PLAZA SINGAPURA
We visit this mall at least twice a month. We love this
mall as it is a direct train ride from where we live in
Punggol. The revamped mall is impressive as there
is a greater variety of shops which we frequent.

Amiira and friend

RAFFLES CITY SINGAPORE


I love the vibrancy and the beautiful ambience of
the mall. The large group of shoppers around makes
the shopping experience enjoyable for me. Beautiful
outlook and nice excellent food at the basement.

Shameena and family

TAMPINES MALL
Tampines Mall is a very child-friendly mall. It is
always very crowded but I enjoy my shopping
experience here. There are many shops that I like,
for example shops for my child, as well as the food
court, which provides me with many food options.
I visit Tampines Mall at least once a week.

Steve and friend

WESTGATE
The design is interesting and unique, allowing us
to explore the whole place. The selection of tenants
gives us much more choices, makes every trip here
a new experience.

Leading with Confidence | 19

Board of Directors
1

10

1 Danny Teoh Leong Kay


2 Lim Ming Yan
3 Fong Kwok Jen
4 Gay Chee Cheong
5 Lee Khai Fatt, Kyle
6 Jason Leow Juan Thong
7 Richard Rokmat Magnus
8 Maj-Gen (NS) Ng Chee Khern
9 Tan Kian Chew
10 Tan Wee Yan, Wilson
20 | CapitaMall Trust Annual Report 2014

Chairman & Non-Executive Independent Director


Deputy Chairman & Non-Executive Non-Independent Director
Non-Executive Independent Director
Non-Executive Independent Director
Non-Executive Independent Director
Non-Executive Non-Independent Director
Non-Executive Independent Director
Non-Executive Independent Director
Non-Executive Non-Independent Director
Chief Executive Officer & Executive Non-Independent Director

Danny Teoh Leong Kay, 59


Chairman
Non-Executive Independent Director
Polytechnic Diploma in Accountancy with Distinction, Newcastle Upon Tyne Polytechnic
Associate Member, Institute of Chartered Accountants in England and Wales
Date of first appointment as a director: 1 November 2012
Date of appointment as Chairman: 17 April 2013
Length of service as a director (as at 31 December 2014): 2 years 2 months
Board committees served on

Corporate Disclosure Committee (Chairman)

Investment Committee (Member)


Present directorships in other listed companies

DBS Group Holdings Ltd

Keppel Corporation Limited


Present principal commitments (other than directorships in other listed companies)

Changi Airport Group (Singapore) Pte. Ltd. (Director)

DBS Bank (China) Limited (Director)

DBS Bank Ltd. (Director)

DBS Foundation Ltd (Director)

JTC Corporation (Board Member)


Background and working experience

Managing Partner of KPMG LLP, Singapore (From October 2005 to September 2010)

Partner of KPMG LLP, Singapore and KPMG (From October 1989 to September 2005)

Leading with Confidence | 21

Board of Directors
Lim Ming Yan, 52
Deputy Chairman
Non-Executive Non-Independent Director
Bachelor of Engineering (Mechanical) and Economics (First Class Honours), University of
Birmingham, UK
Date of first appointment as a director: 1 January 2013
Date of appointment as Deputy Chairman: 1 January 2013
Length of service as a director (as at 31 December 2014): 2 years
Board committees served on

Corporate Disclosure Committee (Member)

Executive Committee (Chairman)

Investment Committee (Chairman)


Present directorships in other listed companies

Ascott Residence Trust Management Limited (manager of Ascott Residence Trust) (Deputy
Chairman)

CapitaCommercial Trust Management Limited (manager of CapitaCommercial Trust) (Deputy


Chairman)

CapitaLand Limited

CapitaRetail China Trust Management Limited (manager of CapitaRetail China Trust) (Deputy
Chairman)
Present principal commitments (other than directorships in other listed companies)

Building and Construction Authority (Board Member)

Business China (Director)

CapitaLand China Holdings Pte Ltd (Chairman)

CapitaLand Hope Foundation (Director)

CapitaLand Limited (President & Group CEO)

CapitaLand Regional Investments Limited (Chairman)

CapitaLand Singapore Limited (Chairman)

CapitaMalls Asia Limited 1 (Chairman)

CTM Property Trust, Steering Committee (Chairman)

LFIE Holding Limited (Co-Chairman)

Shanghai YiDian Holding (Group) Company (Director)

Singapore-China Foundation Ltd. (Governor)

Singapore Tourism Board (Board Member)

The Ascott Limited (Chairman)


Directorship in other listed companies held over the preceding three years

Central China Real Estate Limited


Background and working experience

Chief Operating Officer of CapitaLand Limited (From May 2011 to December 2012)

CEO of The Ascott Limited (From July 2009 to February 2012)

CEO of CapitaLand China Holdings Pte Ltd (From July 2000 to June 2009)
Awards

Outstanding Chief Executive (Overseas) at the Singapore Business Awards 2006

Magnolia Award by the Shanghai Municipal Government in 2003 and 2005

1 Delisted on 22 July 2014.

22 | CapitaMall Trust Annual Report 2014

Fong Kwok Jen, 65


Non-Executive Independent Director
Bachelor of Laws (Honours), University of Singapore
Advocate and Solicitor
Date of first appointment as a director: 1 November 2012
Length of service as a director (as at 31 December 2014): 2 years 2 months
Board committee served on

Audit Committee (Member)


Present directorship in other listed companies

Xpress Group Limited


Present principal commitment (other than directorships in other listed companies)

Equity Law LLC (Executive Director)


Directorships in other listed companies held over the preceding three years

CapitaCommercial Trust Management Limited (manager of CapitaCommercial Trust)

WBL Corporation Limited


Background and working experience

Partner of Fong Partners (From 1995 to June 2004)

Chairman, Disciplinary Committee of Singapore Exchange Securities Trading Limited (From


1994 to 2007)

Member of Securities Industry Council (From 1992 to 2003)

Council Member of The Law Society of Singapore (From 1990 to 1992)

Deputy Senior State Counsel/Senior State Counsel of Attorney-Generals Chambers (From 1982
to 1989)

Deputy Public Prosecutor of Attorney-Generals Chambers (From 1972 to 1982)


Others

Government Legal Officers Course under Colombo Plan Award, United Kingdom (1976/77)

NITA (National Institute of Trial Advocates) Advocacy Programme at Harvard Law School (1986)

Leading with Confidence | 23

Board of Directors
Gay Chee Cheong, 58
Non-Executive Independent Director
Bachelor of Science in Engineering (Honours), Royal Military College of Science
Bachelor of Science (Economics), University of London
Masters of Business Administration, National University of Singapore
Date of first appointment as a director: 1 November 2012
Length of service as a director (as at 31 December 2014): 2 years 2 months
Board committee served on

Audit Committee (Member)


Present directorship in other listed companies

Hyflux Ltd
Present principal commitments (other than directorships in other listed companies)

Heliconia Capital Management Pte. Ltd. (Director)

National University of Singapore (Member, Entrepreneurship Committee)

The UWCSEA Foundation Limited (Director)

Temasek Polytechnic (Member, Board of Governors, Chairman, Investment Committee, Deputy


Chairman, Administration Committee)
Background and working experience

Deputy Chairman & CEO of 2G Capital Pte Ltd (From 2001 to 2006)

Group Executive Director of JIT Electronics Pte Ltd (From 1997 to 2000)

24 | CapitaMall Trust Annual Report 2014

Lee Khai Fatt, Kyle, 63


Non-Executive Independent Director
Bachelor of Arts in Business Studies (Honours), Council for National Academic Awards Polytechnic
of the South Bank
Master of Science in International Management (Distinction), University of London, The School of
Oriental and African Studies
Master of Business Administration and Diploma in Management, University of London, Imperial
College of Science, Technology and Medicine
Fellow of the Institute of Chartered Accountants in England and Wales and Institute of Singapore
Chartered Accountants
Date of first appointment as a director: 1 November 2012
Length of service as a director (as at 31 December 2014): 2 years 2 months
Board committees served on

Audit Committee (Chairman)

Investment Committee (Member)


Present directorships in other listed companies

FEO Hospitality Asset Management Pte. Ltd. (manager of Far East Hospitality Real Estate
Investment Trust)

FEO Hospitality Trust Management Pte. Ltd. (trustee-manager of Far East Hospitality Business
Trust)

Great Eastern Holdings Limited

MFS Technology Ltd


Present principal commitment (other than directorships in other listed companies)

The Great Eastern Life Assurance Company Limited (Director)


Directorship in other listed companies held over the preceding three years

WBL Corporation Limited


Background and working experience

Partner of PricewaterhouseCoopers LLP and Price Waterhouse (From June 1990 to June 2010)

Leading with Confidence | 25

Board of Directors
Jason Leow Juan Thong, 48
Non-Executive Non-Independent Director
Executive Master in Business Administration, Fudan University
Chartered Accountant of Singapore and a member of the Institute of Singapore Chartered
Accountants
Advanced Management Program, Harvard Business School
Date of first appointment as a director: 22 December 2014
Length of service as a director (as at 31 December 2014): 10 days
Board committees served on

Corporate Disclosure Committee (Member)

Executive Committee (Member)

Investment Committee (Member)


Present directorships in other listed companies

CapitaMalls Malaysia REIT Management Sdn. Bhd. (manager of CapitaMalls Malaysia Trust)

Central China Real Estate Limited


Present principal commitment (other than directorships in listed companies)

CapitaMalls Asia Limited (CEO)


Directorship in other listed companies held over the preceding three years

Lai Fung Holdings Limited


Background and working experience

CEO of CapitaLand China Holdings Pte. Ltd. (From July 2009 to September 2014)

Deputy CEO of CapitaLand China Holdings Pte. Ltd. (From July 2005 to June 2009)

General Manager, Business Development of CapitaLand Residential Limited (From July 2002 to
June 2005)

26 | CapitaMall Trust Annual Report 2014

Richard Rokmat Magnus, 70


Non-Executive Independent Director
Bachelor of Laws (Honours), National University of Singapore
Master of Laws, National University of Singapore
Alumni, Harvard Business School and John F Kennedy School of Government
Date of first appointment as a director: 3 May 2010
Length of service as a director (as at 31 December 2014): 4 years 8 months
Board committee served on

Investment Committee (Member)


Present principal commitments

Allgrace Investment Management Private Limited (Director)

Bioethics Advisory Committee (Chairman)

Changi Airport Group (Singapore) Pte. Ltd. (Director)

Casino Regulatory Authority (Chairman)

Human Capital (Singapore) Pte Ltd (Chairman)

Honour Singapore Ltd. (Director)

Justice of Peace

Mediacorp Advisory Committee (Member)

Mediacorp Editorial Advisory Panel (Member)

Ministry of Home Affairs Independent Review Panel (Member)

Political Films Consultative Committee (Chairman)

Public Service Commission (Member)

Public Transport Council (Chairman)

Remote Gambling Act Appeals Advisory Committee (Chairman)

Second Chapter Pte. Ltd. (Director)

The Public Guardian Board (Chairman)

Temasek Cares CLG Limited (Chairman)

UNESCOs International Bioethics Committee (Member)


Background and working experience

Senior District Judge of Singapore Legal Service Commission (From 1998 to 2008)
Awards

MSF Outstanding Volunteer Award (2014)

Meritorious Service Medal (2009)

Public Administration Medal (Gold) (Bar) (2003)

Public Administration Medal (Gold) (1994)

Public Administration Medal (Silver) (1983)

Leading with Confidence | 27

Board of Directors
Maj-Gen (NS) Ng Chee Khern, 49
Non-Executive Independent Director
Bachelor of Arts (Honours) in Philosophy, Politics & Economics, University of Oxford
Master of Arts, University of Oxford
Master in Public Administration, Harvard University
Date of first appointment as a director: 8 June 2012
Length of service as a director (as at 31 December 2014): 2 years 7 months
Present Directorship in other listed companies

Singapore Technologies Engineering Ltd


Present principal commitments (other than directorships in other listed companies)

Defence Science and Technology Agency (Chairman)

DSO National Laboratories (Chairman)

Eastern Health Alliance Pte Ltd (Director)

Ministry of Defence (Permanent Secretary) (Defence Development)

Ministry of Health (2nd Permanent Secretary)

MOH Holdings Pte Ltd (Director, Member, Healthcare Infrastructure and Project Committee)

National Research Foundation (Board Member)

Public Utilities Board (Board Member)

Singapore Technologies Holdings Pte Ltd (Director)


Background and working experience

Director of Security and Intelligence Division, Ministry of Defence, Singapore (From September
2010 to April 2014)

Senior Deputy Director of Security and Intelligence Division, Ministry of Defence, Singapore
(From January 2010 to August 2010)

Chief of Air Force of Republic of Singapore Air Force, Ministry of Defence, Singapore (From
March 2006 to December 2009)

Chief of Staff of Republic of Singapore Air Force, Ministry of Defence, Singapore (From
September 2005 to March 2006)

Director of Joint Operations and Plans Directorate and Joint StaffMINDEF of Republic of
Singapore Air Force, Ministry of Defence, Singapore (From March 2004 to September 2005)

Head of Joint Operations and Joint StaffMINDEF of Republic of Singapore Air Force, Ministry
of Defence, Singapore (From June 2003 to March 2004)

Head of Air Operations of Republic of Singapore Air Force, Ministry of Defence, Singapore (From
March 2001 to June 2003)
Awards

Public Administration Medal (Gold) (Military) (2005)

The Legion of Merit (Degree of Commander) by the United States

The Bintang Swa Bhuwana Paksa Utama by Indonesia

The Knight Grand Cross (First Class) of the Most Noble Order of the Crown of Thailand Ordre
National de la Lgion dhonneur by the French Government

28 | CapitaMall Trust Annual Report 2014

Tan Kian Chew, 61


Non-Executive Non-Independent Director
Bachelor of Science (Mechanical Engineering) (First Class Honours), University of Aston
Advanced Management Program, Harvard University
Date of first appointment as a director: 3 May 2010
Length of service as a director (as at 31 December 2014): 4 years 8 months
Present directorship in other listed companies

ARA Trust Management (Suntec) Limited (manager of Suntec Real Estate Investment Trust)
Present principal commitment (other than directorships in other listed companies)

NTUC Fairprice Co-operative Ltd (Group CEO)


Background and working experience

CEO of NTUC Fairprice Co-operative Ltd (From October 1997 to June 2006)

Principal Private Secretary to Deputy Prime Minister Ong Teng Cheong, Prime Ministers Office
(From 1988 to 1992)

Deputy Director of Ministry of Trade and Industry (From 1983 to 1988)

Head of Naval Operations of Singapore Navy (From 1980 to 1983)


Awards

NTUC May Day Award Medal of Commendation (Gold) (2014)

Singapore Public Administration Medal (Silver) (1991)

Leading with Confidence | 29

Board of Directors
Tan Wee Yan, Wilson, 57
Chief Executive Officer
Executive Non-Independent Director
Bachelor of Arts (Economics), National University of Singapore
Date of first appointment as a director: 1 July 2012
Length of service as a director (as at 31 December 2014): 2 years 6 months
Board committee served on

Executive Committee (Member)


Present principal commitments

EZ-Link Pte Ltd (Chairman)

Republic Polytechnic (Member, Board of Governors and Chairman, Admin Committee)

School of Digital Media and Infocomm Technology (DMIT), Singapore Polytechnic (Member,
Advisory Committee)

Singapore River One Limited (Chairman)


Background and working experience

Deputy CEO of CapitaMall Trust Management Limited (From February 2012 to June 2012)

Group CEO of Singapore Post Limited (From October 2007 to April 2010)

Managing Director of NEC Asia Pte. Ltd. (From January 2007 to September 2007)

President of Japan & APAC, Mercury Interative (From March 2002 to March 2006)

30 | CapitaMall Trust Annual Report 2014

Year in Brief 2014


Month

Events

January

Raffles City Singapore was awarded the Green Mark Gold award by the Building and
Construction Authority (BCA).
Options to purchase office strata units of Westgate Tower were granted to a
consortium comprising Sun Venture Homes Pte. Ltd. and Low Keng Huat (Singapore)
Limited for S$579.4 million. The consortium exercised the options on 23 January 2014.
CMTs distribution per unit (DPU) of 10.27 cents for the period 1 January 2013 to 31
December 2013 was 8.6% higher than that for 1 January 2012 to 31 December 2012.

February

CMT issued S$350.0 million seven-year retail bonds under the S$2.5 billion Retail
Bond Programme at interest rate of 3.08% per annum.
Bugis Junction was awarded the Green Mark Platinum award by BCA.
CMT MTN Pte. Ltd. (CMT MTN), a wholly-owned subsidiary of CMT, issued 5.0 billion
seven-year floating rate notes under its S$2.5 billion unsecured Multicurrency Medium
Term Note Programme (MTN Programme), which was swapped into S$62.0 million at
3.148% per annum.

April

CapitaMall Trust Management Limited (CMTML) announced the cessation of Mr Tan


Wee Yan, Wilson as a member of its Investment Committee with effect from 1 April
2014.
The S$350.0 million 2.125% convertible bonds due on 19 April 2014 were redeemed
upon maturity.
CMTs DPU of 2.57 cents for the period 1 January 2014 to 31 March 2014 was 4.5%
higher than that for 1 January 2013 to 31 March 2013.

July

CMTs DPU of 5.26 cents for the period 1 January 2014 to 30 June 2014 was 5.4%
higher than that for 1 January 2013 to 30 June 2013.

August

CMT MTN issued S$300.0 million 10-year fixed rate notes under its MTN Programme
at 3.48% per annum.

September

Phase two of the asset enhancement initiative for Bugis Junction was completed.
Together with the completion of phase one in 2013, the mall added more specialty
stores and now boasts an even wider selection of merchandise.
J.Avenue, a new retail zone in JCube commenced trading.
CMT was rated a Regional Sector Leader for Asia/Retail/Large Cap in the 2014 Global
Real Estate Sustainability Benchmark (GRESB) Survey.

October

CMTs DPU of 7.98 cents for the period 1 January 2014 to 30 September 2014 was
5.7% higher than that for 1 January 2013 to 30 September 2013.
CMT was crowned the Winner of the Singapore Corporate Governance Award (REITs
& Business Trusts category) and Most Transparent Company Award (REITs & Business
Trusts category) at the Securities Investors Association (Singapore) Investors Choice
Awards 2014.

November

CMT MTN issued HK$650.0 million 10.5-year fixed rate notes under its MTN
Programme at 3.25% per annum, which was swapped into S$108.3 million at 3.25%
per annum.

December

CMT clinched a Certificate of Excellence at the IR Magazine South East Asia Awards
2014.
CMTML announced the resignation of Mr Ho Chee Hwee Simon as a Non-Executive
Non-Independent Director and as a member of the Corporate Disclosure Committee,
Executive Committee and Investment Committee; and the appointment of Mr Jason
Leow Juan Thong as a Non-Executive Non-Independent Director and as a member of
the Corporate Disclosure Committee, Executive Committee and Investment Committee
with effect from 22 December 2014.

Leading with Confidence | 31

Trust Management Team (CMTML)


Tan Wee Yan, Wilson
Chief Executive Officer and Executive Director
Please refer to description under the section on Board of Directors.
Tan Lei Keng
Head, Finance
Lei Keng is responsible for the sourcing and management of funds for CMT. She also provides
support in the areas of treasury, accounting and all finance-related matters in line with CMTs
investment strategy and its mall portfolio management, with a focus on driving revenue and
delivering investment returns for CMT.
Prior to joining CMTML, Lei Keng had extensive regional experience in finance with locally-listed as
well as American listed companies. She holds a Master of Business Administration from the
University of South Florida and a Bachelor of Accountancy from the University of Singapore.
Jacqueline Lee
Head, Investment & Asset Management
Jacqueline is responsible for creating value for Unitholders through acquisitions and divestments,
asset enhancement and active asset management.
The Investment & Asset Management team proposes and executes appropriate acquisitions,
divestments and asset enhancement initiatives to optimise the value of the portfolio; monitors,
analyses and reports on valuation, performance metrics and trends; devises appropriate strategies
to optimise operating performance; prepares the annual business plan; works with the Property
Manager to execute the business plan and other initiatives to drive organic growth; and puts in place
the risk management system for the CMT Group.
Jacqueline has extensive experience in real estate including investment, corporate finance and
engineering. Prior to joining CMTML, she worked in a public listed company handling mergers,
acquisitions, divestments and business valuation. Jacqueline started her career as an electrical
engineer, and was involved in the planning, design and construction of major building and
infrastructure projects. She holds a Master of Business Administration from the University of Sydney,
Australia; as well as a Master of Arts and a Bachelor of Arts (Honours) in Engineering Science from
the University of Oxford, United Kingdom.
Audrey Tan
Assistant Vice President, Investor Relations
Audrey is responsible for building relations and facilitating strategic communications with CMTs
unitholders, potential and existing investors and analysts through various communication platforms,
as well as collating feedback from the investment community.
Prior to joining CMTML, Audrey has more than 15 years regional experience in finance, accounting
and treasury with locally-listed and multinational companies. She holds a Bachelor of Business in
Accountancy and is a Certified Practising Accountant with CPA Australia.

32 | CapitaMall Trust Annual Report 2014

Property Management Team (CRMPL)


Teresa Teow
Head, Retail Management, Singapore
Teresa has more than 20 years of experience in real estate management and currently oversees the
operations of 19 retail properties in Singapore. She is responsible for the smooth execution of
operational plans and the operational efficiency of the malls in order to achieve operational targets.
As part of her portfolio, Teresa also oversees the Singapore Group Leasing, Group Marketing
Communications and Group Operations departments, to achieve better synergies for both leasing
and marketing communications activities and to leverage on the scale of the portfolio. Teresa also
assists in planning for staff development so as to ensure continuity of operations in the portfolio.
Teresa holds a Bachelor of Business (Business Administration) degree from the Royal Melbourne
Institute of Technology, Australia.
Cindy Peh
Head, Leasing, Singapore
Cindy oversees the Singapore Group Leasing function which supports CMTs malls in all aspects of
leasing activities and asset enhancement initiatives. She works closely with the malls leasing teams
to ensure greater synergies and unlock greater value for CMTs malls.
Cindy is also involved in the conceptualisation of and supporting CMTs development projects in all
leasing aspects. She formulates initiatives to achieve greater efficiency and improve business
processes for the leasing function in the malls.
Cindy has 16 years of experience in retail leasing, which includes six years of retail consultancy for
key malls. She holds a Bachelor of Science (Economics) from the National University of Singapore.
Steve Ng
Head, Marketing Communications, Singapore
Steve has more than 20 years of consumer and corporate marketing experience. He heads the
Singapore Group Marketing Communications function and formulates the strategic direction and
initiatives to actively engage shoppers, tenants and the communities of CMTs malls. With a suite of
loyalty products such as CapitaCard, CapitaVoucher and CAPITASTAR, he builds greater loyalty
amongst shoppers and generates business opportunities for tenants within CMTs malls. He works
closely with the malls marketing communication teams to ensure greater synergies and unlock value
for CMTs malls. Steve holds a Bachelor of Science (Economics) in Management Studies from the
University of London and a Postgraduate Diploma in eCommerce and Marketing from The Chartered
Institute of Marketing (UK).
Jason Loy
Head, Operations, Singapore
Jason formulates the strategic direction of the engineering and operational aspects of CMTs malls.
He is responsible for developing operational guidelines as well as implementing facility management
policies, which include the establishment of standard operating procedures for the malls to run
efficiently. He also devises new initiatives and implements innovative ways to improve business work
processes for productivity. Jason is a registered Professional Engineer with 19 years of experience
in planning, design, supervision of mechanical and electrical services, technical due diligence,
project administration, operations, sustainability and green building technologies. He holds a
Bachelor of Engineering in Mechanical and Production Engineering from Nanyang Technological
University, Singapore.
Leading with Confidence | 33

Corporate Governance
OUR ROLE
Our primary role as the manager of CMT (Manager) is to set the strategic direction of CMT and make
recommendations to HSBC Institutional Trust Services (Singapore) Limited, in its capacity as trustee
of CMT (Trustee), on acquisition, divestment and enhancement of the assets of CMT in accordance
with its stated investment strategy. The research, evaluation and analysis required for this purpose
are coordinated and carried out by us as the Manager.
As the Manager, we have general powers of management over the assets of CMT. Our primary
responsibility is to manage the assets and liabilities of CMT for the benefit of the unitholders of CMT
(Unitholders). We do this with a focus on generating rental income and enhancing asset value over
time so as to maximise the returns from the investments, and ultimately the distributions and total
returns to Unitholders.
Our other functions and responsibilities as the Manager include:
(a)

using our best endeavours to conduct CMTs business in a proper and efficient manner and to
conduct all transactions with, or on behalf of, CMT at arms length;

(b) preparing annual business plans for review by the directors of the Manager (Directors),
including forecasts on revenue, net income and capital expenditure, explanations on major
variances to previous years plans, written commentaries on key issues and underlying
assumptions on rental rates, operating expenses and any other relevant assumptions;
(c)

ensuring compliance with relevant laws and regulations, including the Listing Manual of
Singapore Exchange Securities Trading Limited (SGX-ST) (Listing Manual), the Code on
Collective Investment Schemes (CIS Code) issued by the Monetary Authority of Singapore
(MAS) (including Appendix 6 of CIS Code (Property Funds Appendix)) and the tax rulings issued
by the Inland Revenue Authority of Singapore on the taxation of CMT and Unitholders;

(d) attending to all regular communications with Unitholders; and


(e)

supervising CapitaLand Retail Management Pte Ltd (Property Manager), the property manager
which performs the day-to-day property management functions (including leasing, marketing,
promotion, coordination and property management) for CMTs malls; with regard to Raffles City
Singapore (RCS), which is held by CMT and CapitaCommercial Trust (CCT) in the proportions
of 40.00% and 60.00% respectively, the Property Manager holds 40.00% interest in CapitaLand
(RCS) Property Management Pte. Ltd. which provides property management services to RCS
with CapitaLand Commercial Management Pte. Ltd., the property manager of the properties
owned by CCT, holding the other 60.00%. As a result of its interest in CapitaLand (RCS) Property
Management Pte. Ltd., the Property Manager is able to play a key role in directing the property
management function for RCS.

The Manager also considers sustainability issues (including environmental and social factors) as part
of its responsibilities. CMTs environmental sustainability and community outreach programmes are
set out on pages 102 to 107 of the Annual Report.
CMT, constituted as a trust, is externally managed by the Manager and therefore has no personnel
of its own. The Manager appoints experienced and well qualified management to run its day-to-day
operations. All Directors and employees of the Manager are remunerated by the Manager and not
CMT.

34 | CapitaMall Trust Annual Report 2014

The Manager was appointed in accordance with the terms of the trust deed constituting CMT and
dated 29 October 2001 (as amended, varied or supplemented from time to time) (Trust Deed). The
Trust Deed also outlines certain circumstances under which the Manager can be removed, including
by notice in writing given by the Trustee upon the occurrence of certain events, or by a resolution
passed by a simple majority of Unitholders present and voting at a meeting of Unitholders duly
convened and held in accordance with the provisions of the Trust Deed.
The Manager is a subsidiary of CapitaLand Limited (CL) which holds a significant unitholding interest
in CMT. CL is a long-term real estate developer and investor and has strong inherent interests in the
performance of CMT. CLs retention of a significant unitholding interest in CMT ensures its
commitment to CMT and aligns its interests with other Unitholders. The Managers association with
CL provides the following benefits, amongst other things, to CMT:
(a)

stable pipeline of property assets through CLs development activities;

(b) wider and better access to banking and capital markets on favourable terms;
(c)

fund raising and treasury support; and

(d) access to a bench of experienced management talent.


OUR CORPORATE GOVERNANCE CULTURE
The Manager aspires to the highest standards of corporate conduct as guided by the Principles of
the Code of Corporate Governance 2012 (Code). The Manager believes in developing and
maintaining sound and transparent policies and practices to meet the specific business needs of
CMT and to provide a firm foundation for a trusted and respected business enterprise. The Manager
remains focused on complying with the substance and spirit of the Principles of the Code while
achieving operational excellence and delivering CMTs long-term strategic objectives.
The Manager has received accolades from the investment community for excellence in corporate
governance. More details can be found in the Investor & Media Relations section on pages 93 to 95
of the Annual Report.
This report sets out the corporate governance practices for financial year (FY) 2014 with reference
to the Code. Where there are deviations from the principles and guidelines of the Code, an
explanation has been provided within this report.

Leading with Confidence | 35

Corporate Governance
(A) BOARD MATTERS
The Boards Conduct of Affairs
Principle 1:
Every company should be headed by an effective Board to lead and control the company. The
Board is collectively responsible for the long-term success of the company. The Board works
with Management to achieve this objective and Management remains accountable to the Board.
The Manager is led by a board of Directors (Board) comprising a majority of non-executive
independent Directors. Each Director brings to the Board skills, experience, insights and sound
judgement, which together with his strategic networking relationships, serve to further the interests
of CMT. At all times, the Directors are collectively and individually obliged to act honestly and with
diligence, and consider the best interests of Unitholders.
The Board oversees the affairs of the Manager, in furtherance of the Managers primary responsibility
to manage the assets and liabilities of CMT for the benefit of Unitholders. The Board appoints the
Chief Executive Officer (CEO), who, assisted by the management team of the Manager
(Management), is responsible for the day-to-day management and overall operations of CMTs
business.
The Board provides leadership to the Management, sets strategic directions and oversees the
management of CMT. The Board establishes goals for Management and monitors the achievement of
these goals. It ensures that proper and effective controls are in place to assess and manage business
risks and compliance with requirements under the Listing Manual, the Property Funds Appendix, as
well as any other applicable guidelines prescribed by the SGX-ST, the MAS or other relevant
authorities, and applicable laws. It also sets the disclosure and transparency standards for CMT and
ensures that obligations to Unitholders and other stakeholders are understood and met.
The Board has reserved authority to approve certain matters and these include:
(a)

material acquisitions, investments, disposals and divestments;

(b) issue of new units;


(c)

income distributions and other returns to Unitholders; and

(d) matters which involve a conflict of interest for a controlling unitholder or a Director.
Various Board Committees, namely the Audit Committee (AC), Corporate Disclosure Committee
(CDC), Executive Committee (EC) and Investment Committee (IC) have been constituted with clear
written terms of reference to assist the Board in the discharge of its functions. The composition of the
various Board Committees is set out on page 53 of the Annual Report.
Each of these Board Committees operates under delegated authority from the Board. The Board may
form other Board Committees as dictated by business imperatives. Membership of the various Board
Committees is managed to ensure an equitable distribution of responsibilities among Board
members, to maximise the effectiveness of the Board and to foster active participation and
contribution from Board members. Diversity of experience and appropriate skills are considered in
the composition of the respective Board Committees.

36 | CapitaMall Trust Annual Report 2014

The Board has adopted a set of internal controls which establishes approval limits for, amongst other
things, capital expenditure, investments, divestments and debts. Apart from matters that specifically
require the Boards approval, the Board delegates authority for transactions below those limits to
Board Committees and Management. Approval sub-limits are also provided at management level to
optimise operational efficiency.
The Board meets at least once every quarter, and as required by business imperatives. Where
exigencies prevent a Director from attending a Board meeting in person, the Articles of Association
of the Manager permit the Director to participate via teleconferencing or video conferencing. The
Board and Board Committees may also make decisions by way of resolutions in writing.
A total of four Board meetings were held in FY 2014. A table showing the attendance record of
Directors at meetings of the Board and AC during FY 2014 is set out on page 53 of the Annual Report.
The Manager believes in the manifest contribution of its Directors beyond attendance at formal Board
and Board Committees meetings. To judge a directors contributions based on his attendance at
formal meetings alone would not do justice to his overall contributions, which include being
accessible by Management for guidance or exchange of views outside the formal environment of
Board and Board Committees meetings.
The Manager provides suitable training for Directors. Upon appointment, each Director is provided
with a formal letter of appointment and is also given a copy of the Directors Manual (which includes
information on a broad range of matters relating to the role of a director). All Directors on appointment
are required to undertake an induction programme to familiarise themselves with matters relating to
the business activities of CMT, its strategic directions and policies, the regulatory environment in
which CMT operates and the Managers corporate governance practices. The Manager also provides
appropriate training for first-time directors including industry-specific knowledge.
Following their appointment, Directors are provided with opportunities for continuing education in
areas such as directors duties and responsibilities, changes to regulations and accounting
standards and industry-related matters, so as to be updated on matters that affect or may enhance
their performance as Directors or Board Committee members.
Board Composition and Guidance
Principle 2:
There should be a strong and independent element on the Board, which is able to exercise
objective judgement on corporate affairs independently, in particular, from Management and
10% shareholders. No individual or small group of individuals should be allowed to dominate
the Boards decision making.
The Board comprises individuals who are business leaders and professionals with financial, banking,
fund management, real estate, legal, investment and accounting backgrounds. The varied
background of the Directors enables Management to benefit from their external, diverse and
objective perspectives on issues brought before the Board. The size and composition of the Board
are reviewed regularly to ensure that the Board is of appropriate size and has an optimal mix of
expertise and experience, and comprises persons who, as a group, provide the necessary core
competencies, taking into consideration the nature and scope of CMTs operations.
The Board presently comprises 10 Directors, of whom six are non-executive independent Directors.
The profiles of the Directors are set out on pages 21 to 30 of the Annual Report.

Leading with Confidence | 37

Corporate Governance
The independence of each Director is reviewed by the Board upon appointment, and thereafter
annually and as and when circumstances require. An independent director is one who has no
relationship with the Manager, its related corporations, its shareholders who hold 10% or more of the
voting shares in the Manager, or Unitholders who hold 10% or more of the units in issue of CMT or
its officers that could interfere, or be reasonably perceived to interfere, with the exercise of the
Directors independent business judgement in the best interests of CMT. The Board has determined
that Mr Danny Teoh Leong Kay, Mr Fong Kwok Jen, Mr Gay Chee Cheong, Mr Lee Khai Fatt, Kyle,
Maj-Gen (NS) Ng Chee Khern and Mr Richard Rokmat Magnus are independent Directors under the
Code.
Chairman and Chief Executive Officer
Principle 3:
There should be a clear division of responsibilities between the leadership of the Board and the
executives responsible for managing the companys business. No one individual should
represent a considerable concentration of power.
To maintain an appropriate balance of power, increased accountability and greater capacity of the
Board for independent decision making, the roles and responsibilities of the Chairman and the CEO
are held by separate individuals.
The non-executive independent Chairman is responsible for leading the Board and ensuring that the
Board is effective on all aspects of its role. The CEO has full executive responsibilities over the
business directions and operational decisions of CMT and is responsible for implementing CMTs
strategies and policies and for conducting CMTs business. The Chairman and the CEO are not
immediate family members. The separation of the roles of the Chairman and the CEO and the
resulting clarity of roles provide a healthy professional relationship between the Board and
Management and facilitate robust deliberations on the business activities of CMT and the exchange
of ideas and views to help shape the strategic process.
The Chairman is responsible for leadership of the Board and for creating the conditions for overall
Board, Board Committee and individual Director effectiveness. This includes setting the agenda of
the Board in consultation with the CEO and promoting constructive engagement among the Directors
as well as between the Board and the CEO on strategic issues.
The Chairman plays a significant leadership role by providing clear oversight, advice and guidance
to the CEO and Management on strategies and business operations.
Board Membership
Principle 4:
There should be a formal and transparent process for the appointment and re-appointment of
directors to the Board.
The Manager does not have a nominating committee. In view that the Manager is a dedicated
manager to only CMT, and taking into account the activities and scale of business of CMT, the limited
number of independent director appointment and the fact that independent directors constitute more
than half of the Board of the Manager, the Board considers that the objectives of a nominating
committee may be achieved by the full Board (of which comprises a majority of independent
Directors) undertaking the responsibilities of a nominating committee. Therefore, the Board performs
the functions that such a committee would otherwise perform, namely, it administers nominations to
the Board, reviews the structure, size and composition of the Board, and reviews the independence
of Board members. Directors of the Manager are not subject to periodic retirement by rotation.

38 | CapitaMall Trust Annual Report 2014

Under the Code, the composition of the Board, including the selection of candidates for new
appointments to the Board as part of the Boards renewal process, is determined using the following
principles:
(a)

the Board should comprise Directors with a broad range of commercial experience, including
expertise in funds management, the property industry, banking and legal fields; and

(b) at least one-third of the Board should comprise independent Directors. Where, amongst other
things, the Chairman of the Board is not an independent Director, at least half of the Board
should comprise independent Directors.
Renewal or replacement of Board members do not necessarily reflect their contributions to date, but
may be driven by the need to position and shape the Board in line with the evolving needs of CMT
and its business.
The selection of candidates is evaluated taking into account various factors including the current and
mid-term needs and goals of CMT, as well as the relevant expertise of the candidates and their
potential contributions. Candidates may be put forward or sought through contacts and
recommendations.
Guideline 4.4 of the Code recommends that the Board determine the maximum number of listed
companies board representations which any director may hold and disclose this in the annual report.
The Board is of the view that, the limit on the number of listed company directorships that an
individual may hold should be considered on a case-by-case basis, as a persons available time and
attention may be affected by many different factors such as whether they are in full-time employment
and their other responsibilities. A Director with multiple directorships is expected to ensure that
sufficient attention is given to the affairs of the Manager in managing the assets and liabilities of CMT
for the benefit of Unitholders. The Board believes that each individual Director is best placed to
determine and ensure that he is able to devote sufficient time and attention to discharge his duties
and responsibilities as a Director of the Manager, bearing in mind his other commitments. In
considering the nomination of Directors for appointment, the Board will take into account, amongst
other things, the competing time commitments faced by Directors with multiple Board memberships.
All Directors had confirmed that notwithstanding the number of their individual listed company board
representations and other principal commitments, which the Directors held, they were able to devote
sufficient time and attention to the affairs of the Manager in managing the assets and liabilities of CMT
for the benefit of Unitholders. The Board is of the view that the current commitments of each of its
Directors are reasonable and each of the Directors is able to and has been adequately carrying out
his duties.
Board Performance
Principle 5:
There should be a formal annual assessment of the effectiveness of the Board as a whole and
its board committees and the contribution by each director to the effectiveness of the Board.
The Manager believes that Board performance is ultimately reflected in the long-term performance
of CMT.
The Board strives to ensure that there is an optimal blend in the Board of background, experience
and knowledge in business, finance and management skills critical to CMTs business and that each
Director could bring to the Board an independent and objective perspective to enable balanced and
well-considered decisions to be made in the interests of CMT. Contributions by an individual Board

Leading with Confidence | 39

Corporate Governance
member can also take other forms, including providing objective perspectives on issues, facilitating
business opportunities and strategic relationships, and accessibility by Management outside of a
formal environment of Board and/or Board Committees meetings.
Reviews of Board performance are carried out on an informal basis. The Manager believes that
collective Board performance and that of individual Board members are better reflected in, and
evidenced by, its and their proper guidance, diligent oversight and able leadership, and the support
that it lends to Management in steering CMT in the appropriate direction, and the long-term
performance of CMT whether under favourable or challenging market conditions. The Board was also
able to assess the Board Committees through their regular reports to the Board on their activities.
Access to Information
Principle 6:
In order to fulfil their responsibilities, directors should be provided with complete, adequate
and timely information prior to board meetings and on an on-going basis so as to enable them
to make informed decisions to discharge their duties and responsibilities.
The Manager recognises the importance of providing the Board with timely, adequate and relevant
information prior to Board meetings, and as and when the need arises.
As a general rule, Board papers are sent to Board members at least five working days prior to the
Board meeting to allow the members to prepare for the Board meetings and to enable the discussions
to focus on questions that the members may have. However, sensitive matters may be tabled at the
meeting itself or discussed without any papers being distributed.
In line with the Managers commitment to limit paper wastage and reduce its carbon footprint, the
Manager no longer provides printed copy of Board papers and Directors are instead provided with
tablet devices to enable them to access and read Board and Board Committee papers prior to and
at meetings. This initiative also enhances information security as the papers are downloaded to the
tablet devices through an encrypted channel.
In addition to providing timely, adequate and relevant information to the Board on Board affairs and
issues requiring the Boards decision, Management also provides on-going reports relating to the
operational and financial performance of the Manager, such as monthly management reports.
Where appropriate, informal meetings are also held for Management to brief Directors on prospective
deals and potential developments in the early stages before formal Board approval is sought.
The Board has separate and independent access to Management including the company secretary
of the Manager (Company Secretary) at all times. The Company Secretary attends to corporate
secretarial administration matters and is the corporate governance advisor on corporate matters to
the Board and Management. The Company Secretary attends Board meetings. The Board, whether
as individual Directors or as a group, is also entitled to have access to independent professional
advice where required, at the Managers expense.
The AC also meets the internal auditors and external auditors separately at least once a year, without
the presence of the CEO and Management and has unfettered access to any information that it may
require.

40 | CapitaMall Trust Annual Report 2014

(B) REMUNERATION MATTERS


Procedures for Developing Remuneration Policies
Principle 7:
There should be a formal and transparent procedure for developing policy on executive
remuneration and for fixing the remuneration packages of individual directors. No director
should be involved in deciding his own remuneration.
Level and Mix of Remuneration
Principle 8:
The level and structure of remuneration should be aligned with the long-term interest and risk
policies of the company, and should be appropriate to attract, retain and motivate (a) the
directors to provide good stewardship of the company, and (b) key management personnel to
successfully manage the company. However, companies should avoid paying more than is
necessary for this purpose.
Disclosure on Remuneration
Principle 9:
Every company should provide clear disclosure of its remuneration policies, level and mix of
remuneration, and the procedure for setting remuneration, in the companys Annual Report. It
should provide disclosure in relation to its remuneration policies to enable investors to
understand the link between remuneration paid to directors and key management personnel,
and performance.
The Manager believes that a framework of remuneration for the Board and key executives should not
be taken in isolation. It should be linked to the building of management bench strength and the
development of key executives. This is to ensure continual development of talent and renewal of
strong and sound leadership for a sustainable business and a lasting company in the best interests
of CMT.
The remuneration of the Directors and employees of the Manager is paid by the Manager, and not by
CMT. As the Manager is a subsidiary of CL, it adheres to the remuneration policies and practices of
CL. The Manager therefore does not have a remuneration committee.
The Managers tapping on the compensation framework of CL puts the Manager in a better position
to attract better qualified management talent, who may otherwise not be attracted to a standalone
REIT manager. The Manager being a subsidiary of CL also provides an intangible benefit of allowing
its employees to be associated with a wider corporate group identity which can offer them the depth
and breadth of experience and career horizon and this enables the Manager to attract and retain
qualified individuals.
The Board has carefully considered the remuneration policies and practices of CL and is satisfied
that such policies and practices will provide the Manager with a suitable remuneration policy.
The Directors fees for FY 2014 are shown in the table on page 42 of the Annual Report. The CEO
does not receive any fees in his capacity as a Director. Directors fees generally comprise a basic
retainer fee as a Director, an additional fee for serving on any of the Board Committees and an
attendance fee for participation in meetings of the Board and any of the Board Committees, project
meetings and verification meetings.

Leading with Confidence | 41

Corporate Governance
Non-executive Directors (save for Directors who are employees of CL or CapitaMalls Asia Limited
(CMA)) receive Directors fees which are payable by way of cash and units in CMT (Units). The
Manager believes that the payment of a portion of the Directors fees in Units will serve to align the
interests of such Directors with that of Unitholders and CMTs long-term growth and value.
Directors Fees 1,2
Board Members

FY 2014

Danny Teoh Leong Kay 3

S$139,000

Lim Ming Yan

N.A.

Fong Kwok Jen

S$113,678
5

S$ 76,000

Gay Chee Cheong


Ho Chee Hwee Simon

FY 2013

S$ 76,000

S$ 77,700
6

N.A.

Lee Khai Fatt, Kyle


Jason Leow Juan Thong

S$ 76,000
5

S$105,000
7

N.A.

Richard Rokmat Magnus


Maj-Gen (NS) Ng Chee Khern

Tan Kian Chew


Tan Wee Yan, Wilson

S$134,055 4

S$ 81,000 4
S$101,000

N.A.

S$ 63,000

S$ 61,000

S$ 53,000

S$ 53,000

S$ 53,000

S$ 53,000

N.A.

N.A.

N.A.: Not Applicable.


1

Inclusive of attendance fees of (a) S$2,000 per meeting attendance in person, (b) S$1,700 per meeting attendance via
teleconferencing or video conferencing, and (c) S$1,000 per meeting attendance at project and verification meetings subject
to a maximum of S$10,000 per Director per annum. Directors fees are subject to the approval of the Managers sole
shareholder.

Each non-executive Director (save for non-executive Directors who are employees of CL or CMA) shall receive up to 20% of
his Directors fees in the form of Units (subject to rounding adjustments). The remainder of the Directors fees shall be paid
in cash. No new Units will be issued for this purpose as these Units will be paid by the Manager from the Units it holds.

Danny Teoh Leong Kay was appointed as Chairman of the Board, Chairman of the CDC and a member of the IC with effect
from the conclusion of the Annual General Meeting of the Unitholders on 17 April 2013.

In respect of non-executive Directors who are employees of CL or CMA, their Directors fees in respect of FY 2013 were paid
to CL and CMA respectively in cash.

With effect from FY 2014, non-executive Directors who are employees of CL or CMA do not receive Directors fees.

Ho Chee Hwee Simon resigned as a non-executive Director and ceased to be a member of CDC, EC and IC with effect from
22 December 2014.

Jason Leow Juan Thong was appointed as a non-executive Director and a member of CDC, EC and IC with effect from 22
December 2014.

All Directors fees payable to Maj-Gen (NS) Ng Chee Khern, a public officer, will be paid in cash to a government agency, The
Directorship & Consultancy Appointments Council.

42 | CapitaMall Trust Annual Report 2014

(C) ACCOUNTABILITY AND AUDIT


Accountability
Principle 10:
The Board should present a balanced and understandable assessment of the companys
performance, position and prospects.
The Manager provides Unitholders with quarterly and annual financial statements. In presenting the
annual and quarterly financial statements to Unitholders, the Board aims to provide Unitholders with
a balanced, clear and understandable assessment of CMTs performance, position and prospects.
In order to achieve this, Management provides the Board with management accounts on a monthly
basis and such explanation and information as any Director may require, to enable the Directors to
keep abreast, and make a balanced and informed assessment, of CMTs financial performance,
position and prospects.
The Manager believes in conducting itself in ways that seek to deliver maximum sustainable value to
Unitholders. Best practices are promoted as a means to build an excellent business for Unitholders
and the Manager is accountable to Unitholders for CMTs performance. Prompt fulfilment of statutory
reporting requirements is but one way to maintain Unitholders confidence and trust in the capability
and integrity of the Manager.
Risk Management and Internal Controls
Principle 11:
The Board is responsible for the governance of risk. The Board should ensure that
Management maintains a sound system of risk management and internal controls to safeguard
shareholders interests and the companys assets, and should determine the nature and extent
of the significant risks which the Board is willing to take in achieving its strategic objectives.
The Manager has in place an adequate and effective system of internal controls addressing material
financial, operational, compliance and information technology risks to safeguard Unitholders
interests and CMTs assets.
The Board has overall responsibility for the governance of risk and exercises oversight of the risk
management strategy and framework. The AC assists the Board in strengthening the Managers risk
management capabilities for CMT and its subsidiaries (CMT Group).
In carrying out this responsibility, in particular, the AC:
(a)

makes recommendations to the Board on risk appetite including associated risk parameters for
CMT Group;

(b) oversees Management in the formulation, updating and maintenance of an adequate and
effective risk management framework, policies and strategies for managing risks that are
consistent with the approved risk appetite and parameters for CMT Group and report to the
Board on its decisions on any material matters concerning the aforementioned;
(c)

makes the necessary recommendations to the Board such that an opinion and comment
regarding the adequacy and effectiveness of the risk management and internal control systems
can be made by the Board in the annual report of CMT in accordance with the Listing Manual
and the Code; and

(d) reports to the Board on any material breaches of risk limits and the adequacy of any proposed
action.
Leading with Confidence | 43

Corporate Governance
The Manager adopts an Enterprise Risk Management (ERM) Framework which sets out the required
environmental and organisational components for managing risk in an integrated, systematic and
consistent manner. The ERM Framework and related policies are reviewed annually.
The Manager consistently seeks to improve and strengthen its ERM Framework. As part of the ERM
Framework, Management, amongst other things, undertakes and performs a Risk and Control
Self-Assessment (RCSA) process. As a result of the RCSA process, the Manager produces and
maintains a risk register which identifies the material risks CMT Group faces and the corresponding
internal controls it has in place to manage or mitigate those risks. The material risks are reviewed
annually by the AC and the Board. The AC also reviews the approach of identifying and assessing
risks and internal controls in the risk register. The system of risk management and internal controls
is reviewed and, where appropriate, refined regularly by Management, the AC and the Board.
The Manager has established an approach towards how risk appetite is defined, monitored and
reviewed for CMT Group. Approved by the Board, the Risk Appetite Statement (RAS), addresses the
management of material risks faced by CMT Group. Alignment of CMT Groups risk profile to the RAS
is achieved through various communication and monitoring mechanisms (including key performance
indicators set for Management) put in place across the various functions within the Manager.
More information on CMTs ERM Framework can be found in the Enterprise Risk Management section
on pages 54 to 57 of the Annual Report.
Internal auditors and external auditors conduct audits that involve testing the effectiveness of the
material internal controls for CMT Group addressing financial, operational, compliance and
information technology risks. This includes testing, where practical, material internal controls in areas
managed by external service providers. Any material non-compliance or lapses in internal controls
together with corrective measures recommended by the internal auditors and external auditors are
reported to and reviewed by the AC. The adequacy and effectiveness of the measures taken by the
Manager in response to the recommendations made by the internal auditors and external auditors are
also reviewed by the AC.
The Board has received assurance from the CEO and the Head, Finance of the Manager that:
(a)

the financial records for CMT Group have been properly maintained and the financial statements
for the year ended 31 December 2014 give a true and fair view of CMT Groups operations and
finances; and

(b) the system of risk management and internal controls in place for CMT Group is adequate and
effective in addressing the material risks faced by CMT Group in its current business
environment including material financial, operational, compliance and information technology
risks. The CEO and the Head, Finance of the Manager have obtained similar assurance from the
respective risk and control owners.
In addition, in FY 2014, the Board has received quarterly certification by Management on the integrity
of financial reporting and the Board has provided a negative assurance confirmation to Unitholders
as required by the Listing Manual.
Based on the ERM Framework established and the reviews conducted by Management and both the
internal auditors and external auditors, as well as the assurance from the CEO and the Head, Finance
of the Manager, the Board concurs with the recommendation of the AC and is of the opinion, that the

44 | CapitaMall Trust Annual Report 2014

system of risk management and internal controls addressing material financial, operational,
compliance and information technology risks established by the Manager is adequate and effective
to meet the needs of CMT Group in its current business environment as at 31 December 2014.
The Board notes that the system of risk management and internal controls established by the
Manager provides reasonable assurance, that CMT Group, as it strives to achieve its business
objectives, will not be significantly affected by any event that can be reasonably foreseen or
anticipated. However, the Board also notes that no system of risk management and internal controls
can provide absolute assurance in this regard, or absolute assurance against poor judgement in
decision making, human error, losses, fraud or other irregularities.
Audit Committee
Principle 12:
The Board should establish an Audit Committee with written terms of reference which clearly
set out its authority and duties.
All the members of the AC, including the Chairman of the AC, are non-executive independent
Directors. The members bring with them invaluable recent and relevant managerial and professional
expertise in accounting and related financial management domains.
The AC has explicit authority to investigate any matter within its terms of reference. Management is
required to provide the fullest co-operation in providing information and resources, and in
implementing or carrying out all requests made by the AC. The AC has direct access to the internal
auditors and external auditors and full discretion to invite any Director or executive officer to attend
its meetings. Similarly, both the internal auditors and external auditors are given unrestricted access
to the AC.
The AC is guided by its terms of reference, in particular, the AC:
(a)

monitors and evaluates the effectiveness of the Managers system of risk management and
internal controls (including financial, operational, compliance and information technology
controls and risk management policies and systems) through reviewing written reports from the
internal auditors and external auditors to ensure that where deficiencies in internal controls have
been identified, appropriate and prompt remedial action is taken by Management;

(b) reviews the significant financial reporting issues and judgements so as to ensure the integrity of
the financial statements of CMT Group and any announcements relating to CMT Groups
financial performance;
(c)

reviews the effectiveness of the internal audit function;

(d) reviews the scope and results of the external audit and also assesses the cost effectiveness, the
independence and objectivity of the external auditors;
(e)

makes recommendations to the Board on the proposals to Unitholders on the appointment,


re-appointment and removal of the external auditors, and approving the remuneration of the
external auditors;

Leading with Confidence | 45

Corporate Governance
(f)

reviews and approves processes to regulate transactions involving an Interested Person (as
defined in Chapter 9 of the Listing Manual) and/or Interested Party (as defined in the Property
Funds Appendix) (each, an Interested Person) and CMT and/or its subsidiaries (Interested
Person Transactions), in particular, ensuring compliance with the provisions of the Listing
Manual and the Property Funds Appendix relating to Interested Person Transactions; and

(g) reviews the policy and arrangements by which employees of the Manager and any other persons
may, in confidence, report suspected fraud or irregularity or suspected infringement of any laws
or regulations or rules or, raise concerns about possible improprieties in matters of financial
reporting or other matters with a view to ensuring that arrangements are in place for such
concerns to be raised and independently investigated, and for appropriate follow-up action to
be taken.
The AC has reviewed the nature and extent of non-audit services provided by the external auditors
during FY 2014 and the fees paid for such services. The AC is satisfied that the independence of the
external auditors has not been impaired by the provision of those services. The external auditors
have also provided confirmation of their independence to the AC. The aggregate amount of fees paid
and payable to the external auditors for FY 2014 was approximately S$358,700 of which audit fees
amounted to approximately S$343,200 and non-audit fees amounted to approximately S$15,500.
In FY 2014, the AC also met with the internal auditors and external auditors, without Managements
presence, to discuss the reasonableness of the financial reporting process, the system of internal
controls, and the significant comments and recommendations by the auditors. Where relevant, the
AC makes reference to the best practices and guidance in the Guidebook for Audit Committees in
Singapore and the practice directions issued from time to time in relation to Financial Reporting
Surveillance Programme administered by the Accounting and Corporate Regulatory Authority of
Singapore.
The Manager confirms, on behalf of CMT, that CMT complies with Rule 712 and Rule 715 of the Listing
Manual.
Internal Audit
Principle 13:
The company should establish an effective internal audit function that is adequately resourced
and independent of the activities it audits.
The Manager has in place an internal audit function supported by CLs Internal Audit Department (CL
IA) which reports directly to the AC and administratively to the CEO. CL IA plans its internal audit
schedules in consultation with, but independently of, Management and its plan is submitted to the AC
for approval prior to the beginning of each year. The AC also meets with CL IA at least once a year
without the presence of Management. CL IA has unfettered access to the Managers documents,
records, properties and employees, including access to the AC.
CL IA is a corporate member of the Singapore branch of the Institute of Internal Auditors Inc. (IIA),
which has its headquarters in the USA. CL IA subscribes to, and is guided by, the International
Standards for the Professional Practice of Internal Auditing (Standards) developed by the IIA and has
incorporated these Standards into its audit practices.
To ensure that internal audits are performed by competent professionals, CL IA recruits and employs
suitably qualified professional staff with the requisite skill sets and experience.

46 | CapitaMall Trust Annual Report 2014

CL IA identifies and provides training and development opportunities for its staff to ensure their
technical knowledge and skill sets remain current and relevant.
(D) SHAREHOLDER RIGHTS AND RESPONSIBILITIES
Shareholder Rights
Principle 14:
Companies should treat all shareholders fairly and equitably, and should recognise, protect
and facilitate the exercise of shareholders rights, and continually review and update such
governance arrangements.
The Manager is committed to treating all Unitholders fairly and equitably and keeping all Unitholders,
other stakeholders and analysts informed of the performance and changes in CMT or its business
which would be likely to materially affect the price or value of Units, on a timely and consistent basis,
so as to assist Unitholders and investors in their investment decisions.
The Manager provides accurate and timely disclosure of material information on the SGXNet.
All Unitholders are entitled to attend general meetings and are accorded the opportunity to
participate effectively and vote at general meetings. All Unitholders are also informed of the rules,
including voting procedures, governing such meetings.
Communication with Shareholders
Principle 15:
Companies should actively engage their shareholders and put in place an investor relations
policy to promote regular, effective and fair communication with shareholders.
The Manager has in place the Investor Relations and Corporate Communications team which
facilitates effective communication with Unitholders, analysts, fund managers and the media.
The Manager actively engages with Unitholders and has put in place a Unitholders Communication
and Investor Relations Policy (Policy) to promote regular, effective and fair communication with
Unitholders. The Policy is uploaded on CMTs website at www.capitamall.com.
The Board has established the CDC which assists the Board in the discharge of its function to meet
the legal and regulatory obligations arising under the laws and regulations of Singapore relating to
and to conform to best practices in the corporate disclosure and compliance process.
More information on the Managers investor and media relations with Unitholders can be found in the
Investor & Media Relations section on pages 93 to 95 of the Annual Report and the Policy which is
available on CMTs website.
CMT is included in the Straits Times Index (STI), the primary Singapore equity market barometer. It
is also included in other key indices which are widely tracked and referred to by international fund
managers as performance benchmarks in the selection and monitoring of investments.
CMTs distribution policy is to distribute at least 90.0% of its taxable income (other than gains from
the sale of real estate properties by CMT which are determined to be trading gains), with the actual
level of distribution to be determined at the Managers discretion.

Leading with Confidence | 47

Corporate Governance
Conduct of Shareholder Meetings
Principle 16:
Companies should encourage greater shareholder participation at general meetings of
shareholders, and allow shareholders the opportunity to communicate their views on various
matters affecting the company.
The Manager supports the principle of encouraging Unitholders participation and voting at general
meetings. Unitholders receive a CD containing the CMT Annual Report (printed copies are available
upon request) and notice of the annual general meeting. As and when an extraordinary general
meeting is to be held, Unitholders will receive a copy of the circular which contains details of the
matters to be proposed for Unitholders consideration and approval. Notices of the general meetings
are also advertised in the press and issued via SGXNet.
At general meetings, Unitholders are encouraged to communicate their views on and discuss with the
Board and the Manager matters affecting CMT. Representatives of the Trustee, Directors (including
the respective Chairpersons of the Board and the AC), the Managers senior management and the
external auditors, would usually be present at general meetings.
To safeguard Unitholders interests and rights, a separate resolution is proposed for each
substantially separate issue at general meetings. To ensure transparency in the voting process and
better reflect Unitholders interest, the Manager conducts poll voting for Unitholders/proxies present
at the meeting for all the resolutions proposed at the general meetings. The total number of votes cast
for or against the resolutions and the respective percentages are announced after the general
meetings via SGXNet. Minutes of the general meetings are taken and are available to Unitholders for
their inspection upon request.
Unitholders also have the opportunity to communicate their views and discuss with the Board and
Management matters affecting CMT after the general meetings.
(E) ADDITIONAL INFORMATION
Additional Committees
Apart from the AC and CDC, the Board has also established the EC and IC.
The EC oversees the day-to-day activities of the Manager and that of CMT, on behalf of the Board.
The EC is guided by its terms of reference, in particular, the EC:
(a)

approves specific budgets for capital expenditure on development projects, acquisitions and
enhancements/upgrading of properties within its approved financial limits;

(b) reviews management reports and operating budgets; and


(c)

awards contracts for development projects.

The members of the EC meet informally during the course of the year.
The IC is guided by its terms of reference, in particular, the IC reviews proposals on and, where it
considers appropriate, approve, proposals on investments and divestments of CMT within the
authorities/limits approved from time to time by the Board.

48 | CapitaMall Trust Annual Report 2014

Dealings with Interested Persons


Review Procedures for Interested Person Transactions
The Manager has established internal control procedures to ensure that all Interested Person
Transactions are undertaken on an arms length basis and on normal commercial terms, which are
generally no more favourable than those extended to unrelated third parties, and are not prejudicial
to the interests of CMT and Unitholders. In respect of such transactions, the Manager would have to
demonstrate to the AC that such transactions are undertaken on normal commercial terms and are
not prejudicial to the interests of CMT and Unitholders which may include obtaining (where
practicable) third party quotations or obtaining valuations from independent valuers (in accordance
with applicable provisions of the Listing Manual and the Property Funds Appendix). The internal
control procedures also ensure compliance with Chapter 9 of the Listing Manual and the Property
Funds Appendix.
In particular, the following procedures are in place:
Interested Person Transactions 1

Approving Authority,
Procedures and Disclosure

Below S$100,000 per transaction

Trustee

S$100,000 and above per transaction (which singly, or when


aggregated with other transactions 2 with the same Interested
Person in the same financial year is less than 3.0% of CMTs
latest audited net tangible assets/net asset value)

Trustee
Audit Committee

Transaction 2 which:

Trustee
Audit Committee
Immediate announcement

Trustee
Audit Committee
Unitholders
Immediate announcement

(a)

is equal to or exceeds 3.0% of CMTs latest audited net


tangible assets/net asset value; or

(b) when aggregated with other transactions 2 with the same


Interested Person in the same financial year is equal to or
exceeds 3.0% of CMTs latest audited net tangible
assets/net asset value
Transaction 2 which:
(a)

is equal to or exceeds 5.0% of CMTs latest audited net


tangible assets/net asset value; or

(b) when aggregated with other transactions 2 with the same


Interested Person in the same financial year is equal to or
exceeds 5.0% of CMTs latest audited net tangible
assets/net asset value
1

Excluding interested person transactions falling under the exceptions set out in Rules 915 and 916 of the Listing Manual.

Any transaction of less than S$100,000 in value is disregarded.

Role of the Audit Committee for Interested Person Transactions


The Managers internal control procedures are intended to ensure that Interested Person
Transactions are conducted at arms length and on normal commercial terms, and are not prejudicial
to CMT and Unitholders interests.

Leading with Confidence | 49

Corporate Governance
The Manager maintains a register to record all Interested Person Transactions which are entered into
by CMT (and the basis on which they are entered into, including the quotations obtained to support
such basis). All Interested Person Transactions are subject to regular periodic reviews by the AC,
which in turn obtains advice from CL IA, to ascertain that the guidelines and procedures established
to monitor Interested Person Transactions, including the relevant provisions of the Listing Manual and
the Property Funds Appendix, as well as any other guidelines which may from time to time be
prescribed by the SGX-ST, the MAS or other relevant authorities, have been complied with. The
review includes an examination of the nature of the transaction and its supporting documents or such
other information deemed necessary by the AC. If a member of the AC has an interest in a
transaction, he is to abstain from participating in the review and approval process in relation to that
transaction. In addition, the Trustee also reviews such audit reports to ascertain that the Listing
Manual and the Property Funds Appendix have been complied with.
Details of all Interested Person Transactions (equal to or exceeding S$100,000 each in value) entered
into by CMT during the FY 2014 are disclosed on pages 214 to 215 of the Annual Report.
Dealing with Conflicts of Interest
The following principles and procedures have been established to deal with potential conflicts of
interest which the Manager (including its Directors, executive officers and employees) may
encounter in managing CMT:
(a)

the Manager is a dedicated manager to CMT and will not manage any other REIT or be involved
in any other real property business;

(b) all resolutions at meetings of the Board in relation to matters concerning CMT must be decided
by a majority vote of the Directors, including at least one non-executive independent Director;
(c)

in respect of matters in which CL and/or its subsidiaries have an interest, whether direct or
indirect, any nominees appointed by CL and/or its subsidiaries to the Board will abstain from
voting. In such matters, the quorum must comprise a majority of the non-executive independent
Directors and shall exclude such nominee Directors of CL and/or its subsidiaries;

(d) in respect of matters in which a Director or his associates have an interest, whether direct or
indirect, such interested Director will abstain from voting. In such matters, the quorum must
comprise a majority of the Directors and shall exclude such interested Director(s);
(e)

if the Manager is required to decide whether or not to take any action against any person in
relation to any breach of any agreement entered into by the Trustee for and on behalf of CMT with
an affiliate of the Manager, the Manager is obliged to consult with a reputable law firm
(acceptable to the Trustee) which shall provide legal advice on the matter. If the said law firm
is of the opinion that the Trustee, on behalf of CMT, has a prima facie case against the party
allegedly in breach under such agreement, the Manager is obliged to pursue the appropriate
remedies under such agreement; and

(f)

at least one-third of the Board shall comprise non-executive independent Directors.

Additionally, the Trustee has been granted a right of first refusal by CMA to purchase all retail
income-producing properties located in Singapore with certain specified characteristics which may
in the future be identified and targeted for acquisition by CMA or any of its subsidiaries.

50 | CapitaMall Trust Annual Report 2014

Under the Trust Deed, in respect of voting rights where the Manager would face a conflict between
its own interests and that of Unitholders, the Manager shall cause such voting rights to be exercised
according to the discretion of the Trustee.
Dealings in Securities
The Manager has devised and adopted a securities dealing policy for the Managers officers and
employees which applies the best practices recommendations in the Listing Manual. To this end, the
Manager has issued guidelines to its Directors and employees as well as certain relevant executives
of the CL group, which sets out prohibitions against dealings in CMT Groups securities (i) while in
possession of material unpublished price sensitive information, (ii) during two weeks before the
release of CMTs results for the first three quarters, and (iii) during one month before the release of
CMTs full-year results. The Manager will also not deal in CMT Groups securities during the same
period.
Under these guidelines, all Directors and employees of the Manager as well as certain relevant
executives of the CL group are directed to refrain from dealing in CMT Groups securities on
short-term considerations. They are also regularly reminded of laws against insider trading.
(F) CODE OF BUSINESS CONDUCT
The Manager adheres to an ethics and code of business conduct policy which deals with issues such
as confidentiality, conduct and work discipline, corporate gifts and concessionary offers. Clear
policies and guidelines on how to handle workplace harassment and grievances are also in place.
The policies and guidelines are published on CLs intranet which is accessible by all employees of
the Manager.
The policies that the Manager has implemented aim to help to detect and prevent occupational fraud
in mainly three ways.
First, the Manager offers fair compensation packages, based on practices of pay-for-performance
and promotion based on merit to its employees. The Manager also provides various healthcare
subsidies and financial assistance schemes to alleviate the common financial pressures its
employees face.
Second, clearly documented policies and work procedures incorporate internal controls which
ensure that adequate checks and balances are in place. Periodic audits are also conducted to
evaluate the efficacy of these internal controls.
Finally, the Manager seeks to build and maintain the right organisational culture through its core
values, educating its employees on good business conduct and ethical values.
Bribery and Corruption Prevention Policy
The Manager adopts a strong stance against bribery and corruption. In addition to clear guidelines
and procedures for the giving and receipt of corporate gifts and concessionary offers, all employees
of the Manager are required to make a declaration on an annual basis where they pledge to uphold
the Managers core values and not to engage in any corrupt or unethical practices. Such an initiative
aims to serve as a reminder to all employees to maintain the highest standards of integrity in their
work and business dealings.
The Managers zero tolerance policy towards bribery and corruption extends to its business dealings
with third parties. Pursuant to such policy, the Manager requires that certain agreements incorporate
anti-bribery and anti-corruption provisions.
Leading with Confidence | 51

Corporate Governance
Whistle-Blowing Policy
A whistle-blowing policy and other procedures are put in place to provide employees of the Manager
and parties who have dealings with the Manager with well defined, accessible and trusted channels
to report suspected fraud, corruption, dishonest practices or other improprieties in the workplace,
and for the independent investigation of any reported incidents and appropriate follow up action. The
objective of the whistle-blowing policy is to encourage the reporting of such matters that employees
or external parties making any reports in good faith will be able to do so with the confidence that they
will be treated fairly, and to the extent possible, be protected from reprisal.
Anti-Money Laundering and Countering the Financing of Terrorism Measures
As a holder of a Capital Markets Services licence issued by the MAS, the Manager abides by the
MAS guidelines on the prevention of money laundering and countering the financing of terrorism.
Under these guidelines, the main obligations of the Manager are:
(a)

customer due diligence;

(b) suspicious transaction reporting;


(c)

record keeping;

(d) employee screening; and


(e)

staff training.

The Manager has developed and implemented a policy on the prevention of money laundering and
terrorist financing and is alert at all times to suspicious transactions. Where there is a suspicion of
money laundering or terrorist financing, the Manager performs due diligence checks on its
counterparties in order to ensure that it does not enter into business transactions with terrorist
suspects or other high risk persons or entities. Suspicious transactions are also reported to the
Suspicious Transaction Reporting Office of the Commercial Affairs Department.
Under this policy, the Manager must retain all relevant records or documents relating to business
relations with its customers or transactions entered into for a period of at least five years following the
termination of such business relations or the completion of such transactions.
All prospective employees of the Manager are also screened against various lists of terrorist
suspects issued by the MAS. Periodic training is provided by the Manager to its Directors and
employees to ensure that they are updated and aware of applicable anti-money laundering and
terrorist financing regulations, the prevailing techniques and trends in money laundering and terrorist
financing and the measures adopted by the Manager to combat money laundering and terrorist
financing.

52 | CapitaMall Trust Annual Report 2014

Composition and Attendance Record of Meetings of the Board and Board Committees
Attendance Record of
Meetings in FY 2014

Composition

Board

Audit
Committee

Audit
Committee

Corporate
Disclosure
Committee

Executive
Committee

Investment
Committee

Number of
Meetings
Held: 4

Number of
Meetings
Held: 6

Danny Teoh Leong Kay

Chairman

Member

4 out of 4

N.A.

Lim Ming Yan

Member

Chairman

Chairman

4 out of 4

N.A.

Fong Kwok Jen

Member

3 out of 4

5 out of 6

Gay Chee Cheong

Member

3 out of 4

6 out of 6

Member

Member

Member

3 out of 4

N.A.

Chairman

Member

4 out of 4

6 out of 6

Member

Member

Member

N.A.

N.A.

Richard Rokmat Magnus

Member

4 out of 4

N.A.

Maj-Gen (NS) Ng Chee Khern

4 out of 4

N.A.

Tan Kian Chew

4 out of 4

N.A.

Tan Wee Yan, Wilson

Member

Member

4 out of 4

N.A.

Board Members

Ho Chee Hwee Simon1


Lee Khai Fatt, Kyle
Jason Leow Juan Thong

N.A.: Not Applicable.


1

Ho Chee Hwee Simon resigned as a non-executive Director and ceased to be a member of CDC, EC and IC with effect from
22 December 2014.

Jason Leow Juan Thong was appointed as a non-executive Director and a member of CDC, EC and IC with effect from
22 December 2014.

Leading with Confidence | 53

Enterprise Risk Management


Risk management is an integral part of CapitaMall Trust and its subsidiaries (CMT Group)s business
at both the strategic and operational level. A proactive approach towards risk management supports
the attainment of the CMT Groups business objective and corporate strategy, thereby creating and
preserving value.
The manager of CMT (Manager) recognises that risk management is about opportunities as much as
it is about threats. To capitalise on opportunities, the Manager has to take risks. Therefore, risk
management is not about pursuing risk minimisation as a goal but rather optimising the risk-reward
relationship, within known and agreed risk appetite levels. The Manager therefore takes risks in a
prudent manner for justifiable business reasons.
The Board of Directors of the Manager (Board) is responsible for the governance of risk across CMT
Group. The responsibilities include determining CMT Groups risk appetite, overseeing CMT Groups
Enterprise Risk Management (ERM) Framework, regularly reviewing CMT Groups risk profile,
material risks and mitigation strategies, and ensuring the effectiveness of risk management policies
and procedures. For these purposes, it is assisted by the Audit Committee (AC) which provides
dedicated oversight of risk management at the Board level.
The AC currently comprises three independent board members and meets on a quarterly basis. The
meetings are attended by the Chief Executive Officer and the key management staff of the Manager.
The Board has approved CMT Groups risk appetite which determines the nature and extent of
material risks which CMT Group is willing to take to achieve its strategic objectives. CMT Groups Risk
Appetite Statement (RAS) is expressed via formal high-level and overarching statements and
incorporates accompanying risk limits which determine specific risk boundaries established at an
operational level. Having considered key stakeholders interests, CMT Groups RAS sets out explicit,
forward-looking views of CMT Groups desired risk profile and is aligned to CMT Groups strategy and
business plans.
ENTERPRISE RISK MANAGEMENT FRAMEWORK

ERM Framework
Risk Strategy

Risk
Identification
& Assessment

Risk Appetite
Risk & Control
Self-Assessment
Investment Risk Evaluation
Scenario Analysis
Whistle-blowing/
Business Malpractice

Risk Monitoring Key Risk Indicators


& Reporting
Risk-Aware Culture

54 | CapitaMall Trust Annual Report 2014

Risk
Response

Accept
Avoid
Mitigate
Transfer

Independent Review & Audit

Internal Control System

Board Oversight & Senior Management Involvement

CMT Groups ERM Framework sets out the required environmental and organisational components
which enable CMT Group to manage risks in an integrated, systematic and consistent manner. The
ERM Framework and related risk management policies are reviewed annually and are periodically
validated by external ERM consultants.
A robust internal control system as well as an effective and independent review and audit process
are the twin pillars that underpin CMT Groups ERM Framework. The line management is responsible
for the design and implementation of effective internal controls using a risk-based approach while the
outsourced Internal Audit team from CapitaLand reviews such design and implementation to provide
reasonable assurance to the AC on the adequacy and effectiveness of the internal control system.
Annually, the Manager facilitates and coordinates CMTs Group-wide Risk and Control SelfAssessment (RCSA) exercise that requires respective risk and control owners to proactively identify,
assess and document material risks as well as the corresponding key controls and mitigating
measures needed to address them. Material risks and their associated controls are reviewed by the
Manager before they are presented to the AC and the Board.
Awareness of and preparedness for potential risks affecting CMT Groups business continuity help
the Manager minimise the impact of disruption to CMT Groups business operations. The Manager
has in place a business continuity plan. In addition, the outsourced Information Technology (IT) team
from CapitaLand has also put in place a disaster recovery strategy, which is reviewed and tested on
an annual basis.
The Manager believes that having the right risk culture and people with the right attitude, values and
knowledge are fundamental to CMT Groups success. Therefore, the Manager works closely with
CapitaLands Risk Assessment Group to proactively enhance risk management knowledge within
CMT Group and promote a culture of risk awareness.
Managing Material Risks
The Manager undertakes an iterative and comprehensive approach in identifying, managing,
monitoring and reporting of material risks across CMT Group. Such material risks include:
Competition Risk
Increased competition from online businesses and new retail space supply in Singapore are likely to
affect shopper traffic and tenants sales. CMT positions itself as the preferred landlord through
employing strategies such as proactive tenant engagement as well as implementing customercentric initiatives and shopper loyalty programmes to generate sustainable demand for our retail
space.
Credit Risk
Credit risk is the potential volatility in earnings caused by tenants failure to fulfill their contractual
lease payment obligations, as and when they fall due. There is a stringent collection policy in place
to ensure that credit risk is minimised. In addition to the requirement for upfront payment of security
deposit of an amount typically equivalent to three months rent, the Manager also establishes vigilant
debt monitoring and collection procedures.
Human Capital Risk
Competition for talent within the real estate industry remains intense. The Manager and the property
manager of CMT, CapitaLand Retail Management Pte Ltd (Property Manager), have a competitive
compensation framework designed to attract, retain and motivate talent, as well as to foster a
performance-oriented culture. The Manager and the Property Manager seek to build a continual

Leading with Confidence | 55

Enterprise Risk Management


leadership pipeline and strong management bench strength through annual talent review, where
succession plans for key management positions are reviewed and high potential employees are
identified for leadership development.
Information Technology Risk
IT risk comprises information security risk, business interruption risk and IT procurement risk. The
outsourced IT team has put in place policies and procedures to manage IT risks. The policies and
procedures govern vendor selection, IT security, access controls and data security. Disaster
recovery testing is conducted regularly to validate the system continuity plan that is put in place. In
addition, network penetration testing is also conducted regularly to check for potential security gaps.
Interest Rate Risk
CMT Groups exposure to fluctuations in interest rates relates primarily to interest-bearing financial
liabilities. Interest rate risk is managed on an on-going basis, and with the primary objective of
minimising the impact on net interest expense that is caused by adverse movements in interest rates.
Hence, the Manager proactively seeks to minimise the level of interest rate risk by locking in most of
the borrowings of the CMT Group at fixed interest rates.
Investment Risk
The main sources of growth for CMT Group are asset enhancement initiatives (AEI), acquisition of
properties as well as investment in greenfield developments. The risks involved in such investment
activities are managed through a rigorous set of investment criteria which includes potential for
growth in yield, rental sustainability and potential for value creation. Also, key financial projection
assumptions are reviewed and sensitivity analysis performed on key variables. The potential risks
associated with proposed projects and the issues that may prevent their smooth implementation or
attainment of projected outcomes are identified at the evaluation stage. This is to enable the Manager
to devise action plans to mitigate such risks as early as possible.
Liquidity Risk
The Manager actively monitors the cash flow position of CMT Group to ensure that there are sufficient
liquid reserves, in the form of cash and banking facilities, to finance CMT Groups operations and AEI.
Given CMT Groups reliance on external sources of funding, the health of the debt markets directly
affects CMT Group. Different funding strategies are used to minimise over-reliance on a single source
of funds for any funding or refinancing requirements. Other than Multicurrency Medium Term Note
Programme and Euro-Medium Term Note Programme, CMT is also one of the first real estate
investment trusts to set up a retail bond programme. CMT Group has also tapped into the convertible
bonds and commercial mortgage backed securities markets for funds. In addition, CMT Group has
banking facilities as a source of back-up. The Manager will continue to proactively manage the
capital structure of CMT Group by ensuring its debt maturity profile is spread out without major
concentration of debts maturing in a single year, and maintaining an optimal aggregate leverage. The
Manager also monitors covenants closely to ensure compliance.
Project Management Risk
To manage project management risk, the outsourced Project Management team from CapitaLand
adopts a rigorous project management process to ensure that project cost, quality and time
objectives are met. There are stringent pre-qualification procedures to appoint well-qualified vendors
for projects where key criteria such as vendors track records and financial performance are
assessed. Regular site visits are conducted to closely monitor the projects progress so as to manage
potential risk of delays, poor workmanship and cost overruns. In-house teams consisting of
experienced technical staff provide guidance and independent audit checks on quality in
architectural design, mechanical and engineering detailing, and safety as part of the process.

56 | CapitaMall Trust Annual Report 2014

Regulatory & Compliance Risk


Due to the nature of CMTs business, CMT is required to comply with the relevant legislation and
regulations that include the Listing Manual of the Singapore Exchange Securities Trading Limited, the
Code on Collective Investment Schemes issued by the Monetary Authority of Singapore and the tax
rulings issued by the Inland Revenue Authority of Singapore on the taxation of CMT and its
Unitholders. Thus, any changes in these legislation and regulations may affect CMTs business,
results or operations. The Manager has established relevant policies and procedures to ensure
CMTs compliance with applicable legislation and regulations. For instance, the Manager enhanced
its existing policy and procedures to comply with the Personal Data Protection Act 2012 in Singapore.
In addition, any legal, arbitration, administrative or other proceedings against CMT that may arise
from time to time in the course of its business may result in additional costs, delays in its projects or
financial losses. The Manager manages such risk through identification and active monitoring of
potential issues, and the effective use of its external legal advisers where appropriate.

Leading with Confidence | 57

Operations Review
LEASE RENEWALS AND NEW LEASES
The retention rate of our tenants in 2014 was 79.4%, reflecting our strong relationship with our tenants
as well as our proactive lease management to constantly refresh the tenant mix in each property to
remain relevant and attractive to our shoppers. On a portfolio basis, rental rates for lease renewals
and new leases in 2014 saw an average increase of 6.1% against preceding rental rates at the end
of typical three-year leases.
Summary of Renewals/New Leases
(From 1 January to 31 December 2014) (excluding newly created and reconfigured units)

Number
of
Renewals/
New Leases Retention
Rate
for Retail
%
Units only

Property

Percentage
of Mall
%

Net Lettable Area


(NLA)

Tampines Mall

47

78.7

97,234

27.4

6.4

Junction 8

55

87.3

97,053

38.4

6.8

Funan DigitaLife Mall

31

80.6

39,940

13.4

1.5

IMM Building

14

50.0

18,785

4.4

(1.8)

Plaza Singapura

57

78.9

163,957

34.0

7.0

Bugis Junction

54

59.3

66,943

16.9

6.6

JCube

16

81.3

28,051

13.6

12.2 1

Raffles City Singapore

43

76.7

187,728

44.7

5.7

Lot One Shoppers Mall

77

85.7

81,977

37.3

6.2

Bukit Panjang Plaza

27

77.8

11,670

7.1

7.3

The Atrium@Orchard

100.0

1,851

1.4

3.7

20

90.0

69,142

26.7

6.9

100.0

4,876

2.3

8.6

37

86.5

29,619

13.2

5.4

490

79.4

898,826

22.2

6.1

Clarke Quay
Bugis+
Other assets

CMT Portfolio
1
2

Area
sq ft

Increase in
Current Rental
Rates vs
Preceding
Rental Rates
(Typically
committed three
years ago)
%

Includes renewal of a mini-anchor lease that was signed in 2005.


Includes Sembawang Shopping Centre and Rivervale Mall.

58 | CapitaMall Trust Annual Report 2014

PORTFOLIO LEASE EXPIRY PROFILE


Our tenants typically have three-year lease terms. The portfolio lease expiry profile remained evenly
spread out as at 31 December 2014, with 28.0% and 28.4% of the leases by gross rental income due
for renewal in 2015 and 2016 respectively.
Portfolio Lease Expiry Profile 1
(As at 31 December 2014)
Number of Leases

% of Gross Rental Income 2

2015

1,012 3

28.0

2016

957

28.4

2017

851

26.1

2018

139

6.9

61

10.6

3,020

100.0

2019 and beyond


Total
1
2
3

Based on committed leases.


Includes CMTs 40.00% interest in Raffles City Singapore (office and retail leases, excluding hotel lease) and CMTs 30.00%
interest in Westgate. Based on the month in which the lease expires and excludes gross turnover rent.
Of which 835 leases are retail leases.

Portfolio Lease Expiry Profile for 2015 1


(As at 31 December 2014)
Property

Number of Leases
53

19.9

22.0

Junction 8

42

28.8

18.9

66

28.9

30.2

256

28.1

38.4

Plaza Singapura

91

24.2

30.3

Bugis Junction

50

17.4

16.6

134

48.3

65.3

84

27.9

27.9

Lot One Shoppers Mall

44

35.1

30.1

Bukit Panjang Plaza

17

10.9

14.9

48

17.1

28.3

Clarke Quay

15

9.5

14.2

Bugis+

56

49.7

50.1

2.0

0.7

50.7

45.8

25.2

28.0

IMM Building

JCube
Raffles City Singapore

The Atrium@Orchard

Westgate
Other assets

CMT Portfolio

4
5
6

% of Mall Income 3

Tampines Mall
Funan DigitaLife Mall

1
2
3

% of Mall NLA 2

49
1,012

Based on committed leases.


As a percentage of total NLA for each respective mall as at 31 December 2014.
As a percentage of total gross rental income for each respective mall and excludes gross turnover rent. Includes CMTs
40.00% interest in Raffles City Singapore (excluding hotel lease) and CMTs 30.00% interest in Westgate.
Includes non-retail leases for IMM Building, Raffles City Singapore and The Atrium@Orchard.
Includes Sembawang Shopping Centre and Rivervale Mall.
Of which 835 leases are retail leases.

Leading with Confidence | 59

Operations Review
TOP 10 TENANTS
CMTs gross rental income is well-distributed within its portfolio of over 3,000 leases. As at 31
December 2014, no single tenant contributed more than 4.0% of total gross rental income.
Collectively, the 10 largest tenants accounted for about 20.6% of the total gross rental income.
10 Largest Tenants by Total Gross Rental Income 1
(As at 31 December 2014)

Trade Sector

RC Hotels (Pte) Ltd

Hotel

3.2

Cold Storage Singapore (1983) Pte Ltd

Supermarket / Beauty & Health /


Services / Warehouse

2.7

Temasek Holdings (Private) Limited

Office

2.5

Robinson & Co. (Singapore) Pte Ltd

Department Store / Beauty & Health

2.5

Wing Tai Clothing Pte Ltd

Fashion / Food & Beverage

2.0

NTUC

Supermarket / Beauty & Health /


Food & Beverage / Services

1.9

BHG (Singapore) Pte. Ltd

Department Store

1.6

Jay Gee Enterprises (Pte.) Ltd

Fashion / Beauty & Health / Sporting


Goods & Apparel / Shoes & Bags

1.6

Auric Pacific Group Limited

Food & Beverage

1.4

Isetan (Singapore) Limited

Department Store

1.2

Total
1

% of Gross
Rental Income

Tenant

20.6

Includes CMTs 40.00% interest in Raffles City Singapore and CMTs 30.00% interest in Westgate; based on actual gross rental
income for the month of December 2014 and excludes gross turnover rent.

60 | CapitaMall Trust Annual Report 2014

TRADE SECTOR ANALYSIS


CMTs portfolio is well-diversified and leverages on many different trade sectors for rental income. As
at 31 December 2014, Food & Beverage (F&B) remained the largest contributor to gross rental
income at 27.3% of the total portfolio. Fashion, which occupied 8.7% of NLA, remained the second
largest contributor to gross rental income at 14.6%.
More than 70.0% of CMTs malls in the portfolio catered to the necessity shopping segment, in terms
of gross revenue and asset valuation.
Breakdown of CMT Portfolio 1 by Trade Sector
% of Gross Rental Income 2
For the month of December 2014

% of NLA
As at 31 December 2014

Food & Beverage

27.3

18.8

Fashion

14.6

8.7

Beauty & Health

10.1

6.5

Services

6.7

3.8

Department Store

5.6

8.7

Leisure & Entertainment /


Music & Video 3

5.5

10.3

Gifts / Toys & Hobbies /


Books / Sporting Goods

5.2

5.0

Shoes & Bags

4.5

2.3

Supermarket

3.8

6.6

Office

3.4

7.4

Jewellery & Watches

2.6

0.8

Houseware & Furnishings

2.6

2.7

Information Technology

2.5

3.1

Electrical & Electronics

2.3

3.0

Warehouse

1.3

9.3

Education

1.3

2.7

0.7

0.3

100.0

100.0

Others
Total
1
2
3
4

Includes CMTs 40.00% interest in Raffles City Singapore (retail and office leases, excluding hotel lease) and CMTs 30.00%
interest in Westgate.
Based on committed gross rental income and excludes gross turnover rent.
Includes tenants approved as thematic dining, entertainment and a performance centre in Bugis+.
Others include Art Gallery and Luxury.

Leading with Confidence | 61

Operations Review

CMT Portfolio (Necessity Shopping vs Discretionary Shopping)


(%)

By Asset Valuation
(As at 31 December 2014)

By Gross Revenue
(For full year 2014)

Necessity Shopping1
Discretionary Shopping2
1
2

74.5
25.5

Necessity Shopping1
Discretionary Shopping2

74.5
25.5

Includes Tampines Mall, Junction 8, IMM Building, Plaza Singapura, Bugis Junction, Sembawang Shopping Centre, Rivervale
Mall, JCube, Lot One Shoppers Mall, Bukit Panjang Plaza, The Atrium@Orchard and CMTs 30.00% interest in Westgate.
Includes Funan DigitaLife Mall, Clarke Quay, Bugis+ and CMTs 40.00% interest in Raffles City Singapore.

62 | CapitaMall Trust Annual Report 2014

OCCUPANCY RATE
Combined with our extensive network of international and local retailers, our active mall management
and proactive leasing strategy have helped us to maintain high occupancy rates over the past 10
years. The portfolio occupancy rate was 98.8% as at 31 December 2014.
Occupancy Rate
(%)
(As at 31 December)

2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

Tampines Mall

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

99.5

Junction 8

100.0

100.0

100.0

100.0

100.0

100.0

100.0

99.6

99.4

100.0

99.4

99.6

99.7

99.8

99.3

100.0

100.0

100.0

98.2

97.9

99.0

99.0

99.9

100.0

99.7

100.0

100.0

98.1

99.0

96.02

Plaza Singapura

100.0

100.0

100.0

99.8

100.0

100.0

100.0

91.3

100.0

100.0

Bugis Junction

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

100.0

Funan DigitaLife Mall


IMM Building

Other assets

99.8

100.0

100.0

100.0

99.8

99.8

80.9

99.3

100.0

100.0

100.0

99.6

100.0

100.0

100.0

100.0

99.8

100.0

100.0

100.0

99.8

100.0

95.3

99.5

99.9

97.9

100.0

95.9

JCube

99.6

100.0

96.02

Bugis+

99.5

100.0

100.0

85.8

97.7

98.5

98.8

Raffles City Singapore

Lot One Shoppers Mall

92.72

99.3

99.9

99.6

99.7

Bukit Panjang Plaza

99.9

100.0

99.8

100.0

100.0

The Atrium@Orchard

98.0

99.1

Clarke Quay

93.5

65.5

100.0

100.0

Westgate
CMT Portfolio
1
2
3

99.7

99.5

99.6

99.7

99.8

99.3

94.8

98.2

Based on retail leases only.


Lower occupancy rates were due to asset enhancement initiatives (AEI).
Other assets include:
(a)
Sembawang Shopping Centre, except for 2007 and 2008 when it underwent an AEI;
(b)
Rivervale Mall;
(c)
Hougang Plaza, until it was sold in 2012;
(d)
JCube, except from 2008 to 2011 when it underwent an AEI. The asset was classified separately from 2012 onwards;
and
(e)
Bugis+, which was acquired in 2011 and subsequently underwent an AEI from November 2011 to July 2012. The asset
was classified separately from 2012 onwards.
Includes retail and office leases.

Leading with Confidence | 63

Operations Review
PORTFOLIO TENANTS SALES
In line with the cautious consumer spending, CMTs tenants sales on a S$ per square foot (psf) per
month basis, decreased by 1.9% in 2014 compared to the preceding year. Although part of CMTs
rental structure comprises gross turnover rent which is pegged to tenants sales, gross turnover rent
made up only a small percentage of CMTs gross revenue. It is typically about 5.0%, thus ensuring
the stability of CMTs gross revenue.
Tenants Sales of CMT Portfolio 1
(S$ psf per month)
100

80

60

40

20
2013
1

2014

For comparable basis, the chart includes the entire portfolio, except Bugis Junction (which underwent phase one AEI from
April 2013 to October 2013 and phase two AEI from March 2014 to September 2014) and Westgate (which commenced
operations in December 2013).

64 | CapitaMall Trust Annual Report 2014

Compared with our peers in Australia and the United States, the tenants sales (US$ psf per annum)
of CMTs portfolio in 2014 were among the highest.
Comparison of Full Year Tenants Sales
(US$ psf per annum)

812

785

Novion
Property
Group
(Australia)

Sources:

775

700

CMT
(Singapore)

Scentre Group
(Australia)

Westfield
Corporation
(United States
& Europe)

619

570

Simon Property
Group
(United States)

General Growth
Properties
(United States)

Data publicly disclosed as at 31 December 2014 (Novion Property Group, Scentre Group, CMT, Westfield Corporation,
Simon Property Group and General Growth Properties).

PERFORMANCE OF TENANTS SALES BY TRADE


Amid the cautious consumer spending, some trade categories continued to achieve positive growth
in 2014. Gifts & Souvenirs and Home Furnishing achieved the highest growth rates of 14.7% and
7.1% respectively in terms of tenants sales in psf in 2014 compared to 2013.
Year-on-Year Variance of Tenants Sales S$ psf per month
(%)
14.7

7.1

1.9

1.7

0.9

0.8

(0.7)

(0.8)

(1.3)

(1.9)

(3.2)

(3.6)

(4.1)
(6.0)
(7.5)
(10.1)
(11.6)

Toys & Hobbies

Telecommunications

Information Technology

Books & Stationery

Leisure & Entertainment

Electrical & Electronics

Jewellery & Watches

Department Store

Beauty & Health

Fashion

Shoes & Bags

Food & Beverage

Supermarket

Services1

Music & Video

Sporting Goods

Home Furnishing

Gifts & Souvenirs

(15.5)

Services include convenience stores, bridal shops, optical shops, film processing shops, florists, magazine stores, pet shops,
travel agencies, cobblers/locksmiths, laundromats and clinics.

Leading with Confidence | 65

Operations Review
OCCUPANCY COST
CMTs portfolio occupancy cost remained healthy at 17.6% in 2014, which was in line with our peers
in Australia, Europe and the United States.
Occupancy Cost 1 of CMT Portfolio by Financial Year
(%)
17.6
15.8

20132

20143

Occupancy cost is defined as a ratio of gross rental (inclusive of service charge, advertising and promotional charge as well
as gross turnover rent) to tenants sales.

Portfolio excludes JCube, Bugis+, The Atrium@Orchard, Bugis Junction and Westgate for 2013. On comparable mall basis,
excluding Bugis Junction and Westgate, the occupancy cost was 16.9% for 2013.

Portfolio excludes Bugis Junction and Westgate for 2014.

Comparison of Occupancy Cost


(%)
18.4
17.6

17.2
15.0

14.2

13.4
11.7

Scentre Group
(Australia &
New Zealand)

Sources:

CMT
(Singapore)

Novion
Property
Group
(Australia)

Westfield
Corporation
(United States
& Europe)

Unibail-Rodamco
(Europe)

General Growth
Properties
(United States)

Simon Property
Group
(United States)

Data publicly disclosed as at 30 September 2014 (General Growth Properties) and 31 December 2014 (Scentre Group,
CMT, Novion Property Group, Westfield Corporation, Unibail-Rodamco and Simon Property Group).

66 | CapitaMall Trust Annual Report 2014

SHOPPER TRAFFIC
Shopper traffic decreased by 0.9% year-on-year in 2014. We continually refresh and enhance the
retail offerings of our malls and shopping experiences of our shoppers through AEIs and active
management of the tenant mix in each property.
Year-on-Year Change in Shopper Traffic 1
(%)
2.0
1.0
0.0
- 1.0
- 2.0
- 3.0
- 4.0
- 5.0

1Q 2014

2Q 2014

3Q 2014

4Q 2014

For comparable basis, the chart includes the entire portfolio, except Bugis Junction (which underwent phase one AEI from
April 2013 to October 2013 and phase two AEI from March 2014 to September 2014) and Westgate (which commenced
operations in December 2013).

DIVESTMENT OF WESTGATE TOWER


On 23 January 2014, a consortium comprising Sun Venture Homes Pte. Ltd. and Low Keng Huat
(Singapore) Limited, entered into sales and purchase agreements to purchase Westgate Tower for
S$579.4 million. Westgate Tower obtained its temporary occupation permit on 9 October 2014 and
CMT registered a net gain of approximately S$47.5 million (based on its 30.00% interest in Westgate
Tower).
ASSET ENHANCEMENT INITIATIVE
In the first quarter of 2014, Tampines Mall commenced its AEI which includes converting its Level 5
roof area into new leasable space to house enrichment schools and educational tenants, and
reconfiguring levels 2 and 3 to enhance the fashion offerings. There will also be rejuvenation works
including a new facade and covered walkway from Tampines Mass Rapid Transit (MRT) Station. The
AEI is expected to be completed in the fourth quarter of 2015. This will bring about an improvement
to the overall aesthetics of the mall and add variety to the existing trade mix with a new education
hub on Level 5.
IMM Building completed phase one of its repositioning exercise in mid-2013 as a value-focused mall.
It is currently the largest outlet mall in Singapore. To enhance the outlet shopping experience, IMM
Building is undergoing phase two of this repositioning exercise to further increase the number of
outlet stores.

Leading with Confidence | 67

Operations Review
In second half of 2014, JCube reconfigured Level 2 to create J.Avenue a trendy cluster of 85 retail
shops offering chic and affordable merchandise and featuring a street shopping ambience. This will
enhance its position as a leisure and entertainment focused mall. The retail concepts at J.Avenue will
be refreshed throughout the year so that shoppers will continue to discover something new every
season. In addition, part of Basement 1 had also been reconfigured to increase the number of kiosks
to provide more F&B options.
Bukit Panjang Plaza commenced its AEI in September 2014. A new two-storey F&B block was created
on Level 2, where the existing roof garden is located. The roof garden will be relocated to Level 4 next
to the public library and a new childcare centre, to create a new community and recreational zone.
The mall will also be rejuvenated through upgrading of the existing escalators, replacement of
skylight and rejuvenation of the main entrance.
We have also fully completed the AEI works at Bugis Junction in September 2014. This involved
revision of the lease lines at Basement 1 to improve line-of-sight to and from the escalators of the
Bugis MRT Station, recovery of anchor space to convert into new specialty shops and straightening
of corridors at levels 2 and 3 to improve visibility. The mall now boasts a wider selection of
merchandise and an enhanced shopping experience.
In the fourth quarter of 2014, an additional space for a childcare centre was created using the
community/sports facilities scheme at Sembawang Shopping Centre. With the opening of the new
childcare centre in January 2015, the malls positioning as a family mall was further strengthened. In
addition, reconfiguration works at Block A in Clarke Quay to introduce new F&B and entertainment
concepts are underway. This will reinforce Clarke Quays attractiveness as a vibrant place to visit.

68 | CapitaMall Trust Annual Report 2014

Financial Review
GROSS REVENUE
Gross revenue for financial year (FY) 2014 was S$658.9 million, an increase of S$21.3 million or 3.3%
over FY 2013. IMM Building accounted for S$1.2 million increase in gross revenue after completion
of its asset enhancement initiatives (AEI) in June 2013 partially offset by the commencement of phase
two AEI in July 2014. Bugis Junction (BJ) accounted for S$6.0 million increase in gross revenue after
the completion of its phase one and phase two AEIs in October 2013 and September 2014
respectively. The other malls, except for JCube, accounted for S$15.8 million increase in gross
revenue mainly due to higher rental achieved on new and renewed leases and staggered rental.
JCube recorded lower gross revenue as a result of its phase two AEI.
Gross Revenue by Property
(S$ million)
FY 2014

FY 2013 1

Tampines Mall

74.8

73.4

Junction 8

57.2

55.4

Funan DigitaLife Mall

33.5

33.3

IMM Building

76.7

75.4

Plaza Singapura

88.9

84.0

Bugis Junction

79.0

73.1

Sembawang Shopping Centre and Rivervale Mall

23.9

23.0

JCube

32.1

33.8

Lot One Shoppers Mall

42.7

42.0

Bukit Panjang Plaza

26.4

25.9

The Atrium@Orchard

52.4

49.6

Clarke Quay

38.6

37.3

Bugis+

32.7

31.4

658.9

637.6

CMT Group
1

FY 2013 had been restated to take into account the retrospective adjustments relating to Financial Reporting Standards (FRS)
111 Joint Arrangements to exclude CMTs 40.00% interest in Raffles City Singapore and CMTs 30.00% interest in Westgate.

CMTs interest in joint ventures gross revenue are shown below for information:
Gross Revenue by Property
(S$ million)

Raffles City Singapore (40.00% interest)


Westgate (30.00% interest)

Total
2

FY 2014

FY 2013

93.0

90.3

22.3

1.3

115.3

91.6

Westgate commenced operations on 2 December 2013.

Leading with Confidence | 69

Financial Review
NET PROPERTY INCOME
As a result of the higher gross revenue, net property income (NPI) of S$448.4 million was S$9.7
million or 2.2% higher than S$438.7 million for FY 2013. This was mainly due to the completion of AEIs
at BJ in October 2013 and September 2014 as well as strong operating performance from the other
properties. JCube recorded lower NPI as a result of its phase two AEI.
Net Property Income by Property
(S$ million)
FY 2014

FY 2013 1

Tampines Mall

55.0

53.8

Junction 8

40.7

39.4

Funan DigitaLife Mall

21.7

22.1

IMM Building

50.3

50.0

Plaza Singapura

66.6

63.2

Bugis Junction

53.9

47.9

Sembawang Shopping Centre and Rivervale Mall

14.4

13.6

JCube

15.9

22.0

Lot One Shoppers Mall

29.5

28.9

Bukit Panjang Plaza

17.1

16.7

The Atrium@Orchard

37.8

36.7

Clarke Quay

23.1

23.1

Bugis+

22.4

21.3

448.4

438.7

CMT Group
1

FY 2013 had been restated to take into account the retrospective adjustments relating to FRS 111 Joint Arrangements to
exclude CMTs 40.00% interest in Raffles City Singapore and CMTs 30.00% interest in Westgate and Westgate Tower.

CMTs interest in joint ventures NPI are shown below for information:
Net Property Income by Property
(S$ million)

FY 2014

FY 2013

Raffles City Singapore (40.00% interest)

68.1

66.4

Westgate (30.00% interest) 2

13.6

(2.4)

Total

81.7

64.0

Westgate commenced operations on 2 December 2013.

70 | CapitaMall Trust Annual Report 2014

DISTRIBUTIONS
Distribution for FY 2014 was S$375.3 million, an increase of S$19.1 million or 5.4% as compared to
FY 2013. Distribution per unit (DPU) for FY 2014 is 10.84 cents (which includes other gain distribution
of 0.12 cents); this is 5.6% higher than 10.27 cents for FY 2013. The increase was mainly attributed
to the two phases of AEIs at BJ which were completed in October 2013 and September 2014
respectively, strong operating performance from the other properties and the release of S$4.5 million,
as one-off other gain distribution, relating to the profit arising from the sale of office strata units in
Westgate Tower.
In 2014, CMT received partial distribution of S$30.0 million from Infinity Office Trust (IOT) relating to
the profit from the sale of office strata units in Westgate Tower. S$4.5 million has been released as
one-off other gain distribution while the balance of S$25.5 million has been retained for general
corporate and working capital purposes. In addition to the abovementioned, CMT had also retained
capital distribution and tax-exempt income of S$11.4 million received from CapitaRetail China Trust
for general corporate and working capital purposes.
Breakdown of the Unitholders DPU in cents for FY 2014 with FY 2013 comparatives are as follows:

Year

1 January to
31 March

1 April to
30 June

1 July to
30 September

1 October to
31 December

1 January to
31 December

2014

2.57

2.69

2.72

2.86

10.84

2013

2.46

2.53

2.56

2.72

10.27

ASSETS
As at 31 December 2014, the total assets for CMT and its subsidiaries (CMT Group) were S$9,858.3
million, compared with S$9,220.0 million as at 31 December 2013. The increase of S$638.3 million
was mainly due to the revaluation surplus of S$162.0 million, capital expenditure of S$72.0 million,
increase in investment in joint ventures of S$44.2 million mainly due to sale of office strata units in
Westgate Tower by IOT as well as the increase in cash and cash equivalents of S$299.7 million.
The increase in cash and cash equivalents was mainly due to the proceeds from the issuance of 5.0
billion floating rate notes and HK$650.0 million fixed rate notes which were swapped into Singapore
dollar fixed rate notes totalling S$170.3 million, S$300.0 million fixed rate notes issued under the
S$2.5 billion unsecured Multicurrency Medium Term Note Programme (MTN Programme) during the
year as well as the proceeds from the issuance of S$350.0 million of bonds under the S$2.5 billion
retail bond programme.
This was offset by the redemption of the S$350.0 million 2.125% convertible bonds due 2014 upon
its maturity and the repayment of the S$150.0 million fixed rate notes under the MTN Programme.

Leading with Confidence | 71

Financial Review

Valuations and Valuation Capitalisation Rates


(As at 31 December)

2014

2013

Variance

Valuation
per Net
Lettable Area
2014

S$ million

S$ million

S$ million

Tampines Mall

922.0

852.0

Junction 8

662.0

636.0

Funan DigitaLife Mall

361.0

IMM Building

Property

Plaza Singapura
Bugis Junction

Valuation

Valuation Capitalisation Rate


2014

2013

S$ per sq ft

70.0

2,593

5.35

5.35

26.0

2,620

5.35

5.35

358.0

3.0

1,208

5.50

5.50

603.0

632.0

(29.0) 1

Retail: 6.50
Office: 6.25
Warehouse: 7.50

Retail: 6.50
Office: 6.25
Warehouse: 7.50

1,223.0

1,168.0

55.0

2,533

5.00

5.00

951.0

901.0

50.0

2,394

5.35

5.35

1,619

5.60

5.60

630 2

JCube

335.0

360.0

(25.0)

Lot One Shoppers


Mall

503.0

485.0

18.0

2,288

5.35

5.35

Bukit Panjang Plaza

292.0

274.0

18.0

1,788

5.45

5.45

The Atrium
@Orchard

728.0

722.0

6.0

1,870 2

Retail: 5.25
Office: 4.00

Retail: 5.25
Office: 4.00

Clarke Quay

371.0

347.0

24.0

1,271

5.50

5.50

Bugis+

337.0

330.0

7.0

1,573

5.70

5.70

Other assets 4

222.0

211.0

11.0

992

5.55 5.60

5.55 5.60

7,510.0

7,276.0

234.0

1,686

N.A.

N.A.

Retail: 5.25
Office: 4.25
Hotel: 5.25

Retail: 5.25
Office: 4.25
Hotel: 5.55

5.35

5.35

Total CMT Portfolio


Less additions during
the year

(72.0)

Net increase in
valuations

162.0

For information only


Raffles City Singapore
(40.00% interest)
Westgate
(30.00% interest)
Share of Joint
Ventures investment
properties

1,243.8

1,207.2

36.6

328.2

316.2

12.0

1,572.0

1,523.4

48.6

Less additions during


the year
Net increase in
valuations

N.M. 5

2,677

(19.0)
29.6

N.A.: Not Applicable. N.M.: Not Meaningful.


1
The decrease in the valuation of IMM Building was largely due to its phase two asset enhancement works to house more outlet
stores. This is in line with its repositioning as a value-focused mall.
2
Reflects valuation of the property in its entirety.
3
The decrease in the valuation of JCube was largely a result of the lower rent reversion in 2014 and lower other income arising
from a weaker trading performance at the mall.
4
Includes Sembawang Shopping Centre and Rivervale Mall.
5
Not meaningful because Raffles City Singapore comprises retail units, office units, hotels and convention centre.

72 | CapitaMall Trust Annual Report 2014

Capital Management
Key Financial Indicators 1

Unencumbered Assets as % of Total Assets (%)


Aggregate Leverage (%)

2,3

Net Debt / EBITDA (times)


Interest Coverage (times)

4,6

5,6

Average Term to Maturity (years)


Average Cost of Debt (%)
CMTs Issuer Rating
1

As at
31 December 2014

As at
31 December 2013

100.0

100.0

33.8

35.3

5.1

4.9

4.5

5.0

4.7

3.8

3.5

3.5

A2

A2

In line with the change in accounting policy, with effect from 1 January 2014, the key financial indicators, except for aggregate
leverage (please see Note 2), are computed using consolidated results of CMT and its subsidiaries (CMT Group) based on
equity accounting method.
In accordance with the Property Funds Appendix, CMTs proportionate share of its joint ventures borrowings and total
deposited property are included when computing the aggregate leverage.

Funds raised ahead of the maturity of the existing borrowings of CMT are excluded from both borrowings and total deposited
property for the purpose of computing the aggregate leverage as the funds are set aside solely for the purpose of repaying
the existing borrowings of CMT.

Net Debt comprises gross debt less temporary cash intended for refinancing and capital expenditure. EBITDA refers to
earnings before interest, tax, depreciation and amortisation, and excluding profit from sale of office strata units in Westgate
Tower.
Ratio of net investment income at CMT Group before interest and tax over interest expense from 1 January 2014 to 31
December 2014 and 1 January 2013 to 31 December 2013 respectively.
Profit from sale of office strata units in Westgate Tower are excluded when computing the ratio of Net Debt / EBITDA and
Interest Coverage.
Ratio of interest expense over weighted average borrowings.
Moodys Investors Service has assigned an A2 issuer rating to CMT in March 2013.

5
6
7
8

CAPITAL MANAGEMENT
On 20 February 2014, CMT issued S$350.0 million under the S$2.5 billion retail bond programme
which carry an interest of 3.08% per annum, fully repayable on 20 February 2021.
In 2014, CMT MTN Pte. Ltd. (CMT MTN) issued two series of foreign currency denominated notes and
one Singapore dollars denominated notes under the S$2.5 billion unsecured Multicurrency Medium
Term Note Programme (MTN Programme) as follows:
1.

5.0 billion seven-year floating rate notes at 3-month Japanese Yen LIBOR plus 0.48% per
annum on 3 February 2014, which was swapped into S$62.0 million at 3.148% per annum;

2.

HK$650.0 million 10.5-year fixed rate notes at 3.25% per annum on 12 November 2014, which
was swapped into S$108.3 million at 3.25% per annum; and

3.

S$300.0 million 10-year fixed rate notes at 3.48% per annum on 6 August 2014.

CMT fully redeemed and cancelled the S$350.0 million 2.125% convertible bonds upon maturity on
19 April 2014 and repaid S$150.0 million fixed rate notes under the MTN Programme on 1 September
2014.

Leading with Confidence | 73

Capital Management
CMT and its subsidiaries (CMT Group) holds derivative financial instruments to hedge its currency
and interest rate risk exposures. The fair value derivative for Financial Year (FY) 2014, which was
included in the financial statement as financial derivatives assets and financial derivatives liabilities,
was S$57.5 million and S$102.5 million respectively. This represented 0.7% of the net assets of CMT
Group as at 31 December 2014.
In summary, the total borrowings of CMT Group as at 31 December 2014 were S$3,238.7 1 million, as
follows:
S$ million
Retail bonds

350.0

Medium term notes issued by CMT MTN

2,888.7

Total borrowings at CMT Group as at 31 December 2014

3,238.7

For information only


CMTs 40.00% interest in RCS Trust and 30.00% interest in Infinity Mall
Trust and Infinity Office Trust (collectively, the Infinity Trusts)
Loans at RCS Trust level from Silver Oak Ltd.

412.0

Loans at Infinity Trusts level

185.6 2
597.6

1
2

Amounts include foreign currency denominated notes which have been swapped into Singapore dollars.
The secured borrowings of S$185.6 million (CMTs 30.00% share) by Infinity Mall Trust is repayable on the earlier of (i) the date
12 months after the Final Temporary Occupation Permit (TOP) for the mixed development which comprises Westgate and
Westgate Tower or (ii) 60 months after date of facility agreement. Westgate has commenced operations on 2 December 2013
and Westgate Tower has obtained its TOP on 9 October 2014.

CMT Group - Debt Mix by Type


(as at 31 December 2014)

CMT Group - Loan Maturity Profile


(as at 31 December 2014)

10.8%
24.7%

100.0%
Unsecured

47.1%

28.2%

89.2%

Retail bonds

Within a year

Medium term notes issued by CMT MTN

After 1 year but within 5 years


After 5 years

74 | CapitaMall Trust Annual Report 2014

CMT Group Loan Maturity Profile 1


S$ million

Within a year

799.5

24.7

After 1 year but within 5 years

912.8

28.2

1,526.4

47.1

3,238.7

100.0

After 5 years

Amounts include foreign currency denominated notes which have been swapped into Singapore dollars.

As at 31 December 2014, 24.7% or S$799.5 million of CMT Groups borrowings will mature in 2015.
CMT has sufficient internal resources and existing bank facilities to cover the repayments due in
2015. The manager of CMT (Manager) will continue to adopt a rigorous and focused approach to
capital management.
On 5 February 2015 and 9 February 2015, CMT MTN issued HK$1.104 billion 12-year fixed rate notes
and 8.6 billion eight-year floating rate notes under its MTN Programme which were swapped into
S$192.8 million and S$100.0 million at fixed rates of 3.25% and 2.85% per annum respectively.
Aggregate leverage was 33.8% as at 31 December 2014 as compared to 35.3% as at 31 December
2013. Average cost of debt for CMT Group as at 31 December 2014 was 3.5% per annum, same as
that as at 31 December 2013.
The Manager is also committed to diversifying funding sources in order to optimise distributions to
Unitholders, and will continue to review its loan profile to reduce refinancing risk and extend the debt
maturity profile.

Leading with Confidence | 75

Capital Management

Debt Maturity Profile as at 31 December 2014


(including CMTs 40.00% interest in RCS Trust and CMTs 30.00% interest in Infinity Trusts)
(S$ million)
985.1

100.0
Funding
partially
raised for
refinancing

408.3

699.5
412.0
80.0

12.0

505.2
320.0
185.6

100.0
250.0
157.6

320.0
2016

300.0

226.0

2015

450.0

412.0

2017

2018

2019

350.0
10

190.1

126.0
2020

62.0

2021

2022

11

140.0

150.0

2023

2024

12

108.3

2025

Notes issued under Euro-Medium Term Note (EMTN) Programme


Secured Banking Facilities - 30.00% interest in Infinity Trusts
Secured revolving credit facility from Silver Oak - 40.00% interest in RCS Trust
Secured term loan from Silver Oak - 40.00% interest in RCS Trust
Secured CMBS from Silver Oak - 40.00% interest in RCS Trust
Notes issued under MTN Programme
Retail Bonds due 2021 at fixed rate of 3.08% per annum (p.a.)
Debts with secured assets
Silver Oak: Silver Oak Ltd.

CMBS: Commercial mortgage backed securities

Includes US$500.0 million 4.321% fixed rate notes which were swapped to S$699.5 million at a fixed interest rate of 3.794%
p.a. in April 2010.

S$618.6 million secured banking facilities by Infinity Trusts. CMTs 30.00% share thereof is S$185.6 million. The secured
banking facilities are repayable on the earlier of (i) the date 12 months after the Final Temporary Occupation Permit (TOP) date
for the mixed development which comprises Westgate and Westgate Tower or (ii) 60 months after date of facility agreement.
Westgate has commenced operations on 2 December 2013 and Westgate Tower has obtained TOP on 9 October 2014.

Drawdown of S$30.0 million under Silver Oak from the S$300.0 million revolving credit facility. CMTs 40.00% share thereof is
S$12.0 million.
S$200.0 million five-year term loan under Silver Oak. CMTs 40.00% share thereof is S$80.0 million.
US$645.0 million in principal amount of Class A Secured Floating Rate Notes with expected maturity on 21 June 2016 issued
pursuant to the S$10.0 billion Multicurrency Secured Medium Term Note Programme established by Silver Oak and are
secured by its rights to Raffles City Singapore. The proceeds have been swapped into S$800.0 million. CMTs 40.00% share
thereof is S$320.0 million.
US$400.0 million 3.731% fixed rate notes were swapped to S$505.2 million at a fixed rate of 3.29% p.a. in March 2012.
10.0 billion 1.309% fixed rate notes were swapped to approximately S$157.6 million at a fixed rate of 2.79% p.a. in October
2012.

4
5

6
7
8
9
10
11

10.0 billion 1.039% fixed rate notes were swapped to S$126.0 million at a fixed rate of 3.119% p.a. in November 2013.
5.0 billion floating rate (at 3-month JPY LIBOR + 0.48% p.a.) notes were swapped to S$62.0 million at a fixed rate of 3.148%
p.a. in February 2014.
HK$1.15 billion 3.76% fixed rate notes were swapped to S$190.1 million at a fixed rate of 3.45% p.a. in June 2012.
HK$885.0 million 3.28% fixed rate notes were swapped to S$140.0 million at a fixed rate of 3.32% p.a. in November 2012.

12

HK$650.0 million 3.25% fixed rate notes were swapped to S$108.3 million at a fixed rate of 3.25% p.a. in November 2014.

76 | CapitaMall Trust Annual Report 2014

CMTs 40.00% interest in RCS Trust and CMTs 30.00% interest in Infinity Trusts
CMT has a 40.00% interest in RCS Trust. Under the loan agreements between Silver Oak Ltd. (Silver
Oak) and RCS Trust Trustee-Manager, Silver Oak has granted RCS Trust a term loan facility of S$1.0
billion and a revolving credit facility (RCF) of S$300.0 million. RCS Trust has drawn down the S$1.0
billion term loan in 2011 and as at 31 December 2014, S$30.0 million has been drawn down from the
RCF. CMTs 40.00% share thereof is S$412.0 million.
CMT has a 30.00% interest in Infinity Trusts. Infinity Trusts have a total facility of S$820.0 million,
which comprises term loan of S$650.0 million and RCF of S$170.0 million. In 2014, Infinity Office Trust
fully repaid its term loan and RCF amounting to S$201.4 million using the proceeds received from the
sale of office strata units in Westgate Tower. Infinity Mall Trust has drawn down in full its term loan of
S$508.7 million in 2012 and as at 31 December 2014, S$109.9 million has been drawn down from the
RCF. CMTs 30.00% share thereof is S$185.6 million.
Cash Flows and Liquidity
CMT Group takes a proactive role in monitoring its cash flow position and requirements to ensure
sufficient liquidity and adequate funding is available for distribution to the Unitholders as well as to
meet any short-term obligations.
Cash And Cash Equivalents
As at 31 December 2014, cash and cash equivalents of CMT Group stood at S$1,130.0 million,
compared with S$829.9 million as at 31 December 2013. The higher quantum was mainly due to the
Medium Term Notes that were raised ahead of refinancing.
As at 27 January 2015, out of the S$245.7 million net proceeds from the private placement in
November 2011 (Private Placement), S$178.0 million of the net proceeds (which is equivalent to
72.4% and 71.2% of the net proceeds and gross proceeds of the Private Placement, respectively)
from the Private Placement has been used to pay for certain committed capital expenditure and asset
enhancement initiatives of the portfolio of properties of CMT. Such use is in accordance with the
percentage of the gross proceeds of the Private Placement allocated to such use.
ACCOUNTING POLICIES
The financial statements have been prepared in accordance with the Statement of Recommended
Accounting Practice (RAP) 7 Reporting Framework for Unit Trusts issued by the Institute of
Singapore Chartered Accountants, the applicable requirements of the Code on Collective Investment
Schemes issued by the Monetary Authority of Singapore and the provisions of the Trust Deed. RAP
7 requires that accounting policies adopted generally comply with the principles relating to
recognition and measurement of the Singapore Financial Reporting Standards (FRS).
From 1 January 2014, as a result of FRS 111 Joint Arrangements, CMT Group has changed its
accounting policy for its interests in joint arrangements. Accordingly, CMT Group has reclassified its
joint arrangements as joint ventures and account for these joint ventures using the equity method.

Leading with Confidence | 77

Independent Retail Market Overview


ECONOMIC GROWTH
Singapore has a number of key strengths that support its retail environment. It has a stable political
environment, good quality infrastructure and a business friendly environment. As a result, the
Economist Intelligence Unit (EIU) has ranked Singapore as the best country in the world to do
business 1 in 2015.
Singapore is a hub for international trade and finance, as well as having a significant manufacturing
sector. This focus renders it highly susceptible to changes in the global economic environment. When
the global economy booms, so does Singapore; when the global economy swoons, Singapore
follows. This can be clearly seen in the economic growth of Singapore over the past decade which,
while averaging 6.3% per annum, has experienced high variability. Since the global financial crisis
(GFC), the ongoing Euro crisis, the slow rebound in the United States (US) economy, concerns over
the economy of China and other emerging markets, have prevented Singapores growth from
returning to historical trends.
We expected a more significant rebound in the global economy in 2014, and hence a better
performance from Singapore. However, over the course of 2014, only the US really performed to
expectations. Europe continues to work through the impact of the Euro crisis and the governments
muddled policy response; even now concerns are being raised regarding Greeces position in the
Euro zone. The Russian economy is experiencing the strains of ongoing economic sanctions
(following its invasion of Ukraine) and a collapse in the oil prices. Abenomics early positive impact
on the Japanese economy was quickly undone by an unfortunately-timed tax increase.
As a result, the economic growth of Singapore in 2014 was 2.9%, lower than the 4.4% achieved in
2013. We do not believe that the economic recovery has faded away, merely postponed slightly.
Fundamentally, Singapores economy remains sound. It is gradually moving away from a reliance on
lower value manufacturing (such as consumer electronics), and towards more capital intensive and
higher value services such as biotechnology, education and information technology. The policy
environment is expected to remain supportive.
Singapores economy can therefore still be expected to respond well to a forecast gradual rebound
in the global economy. The US growth story remains positive. We remain confident that China will
remain a major driver of growth, albeit less so than in recent history. Europe and Russia still have
major question marks, but the re-election of Shinzo Abe as the prime minister of Japan will hopefully
allow for more fulsome economic reform. In short, Singapores external sector should continue to see
gradual improvement, supporting on-going economic growth.
Resource constraints remain a key risk for Singapore. Malaysia is positioning itself to absorb excess
demand particularly within Johor Bahru, where land and labour are more plentiful. Relations with
Malaysia continue to improve, which will support economic synergies. However, the Singapore
Governments limits on inward migration have put pressure on businesses looking for workers, and
we would expect to see some on-going wage pressures as a result. While we do not expect this to
derail the economy, it will certainly impact certain parts of the economy (particularly retail). If the
policy is retained, it will lower the long-term level of economic growth.
EIU is forecasting economic growth of 4.3% per annum over the next five years, a healthy rate of
growth in an established economy.

Based on a report by EIU: Business Environment Rankings, Which country is best to do business in?

78 | CapitaMall Trust Annual Report 2014

INFLATION
The inflation outlook remains relatively benign. This reflects a number of factors including declining
oil prices, policies aimed at limiting property speculation, and general downward pressure on prices
worldwide. Concerns about the risk of deflation have caused the Monetary Authority of Singapore
(MAS) to announce its intention to intervene in currency markets to slow the long-term appreciation
of the Singapore dollar, thus limiting the deflationary effect of cheaper imports. Notwithstanding the
intervention of the MAS, we still expect inflation to average around 1.7% per annum over the
2015-2019 forecast period, with Retail Price Index trending slightly lower at around 1.0%. Inflation in
the next 12 months is likely to represent the bottom of the inflation cycle at just under 1.0%.
POPULATION
Low population growth, and the broader aging of the population, is a significant issue faced by
Singapore. Singapores Government is acutely aware of this, and is implementing a series of
measures to counteract it, including incentives for having children and plans to increase childcare
places. International experience has shown that these policies can work 10 years ago similar
policies were the forbearer of a significant increase in the fertility rate in Australia.
At the same time, Singapores Government needs to balance demands from residents of less inward
migration. In the 2011 election, immigration was a much debated issue. The release of a Government
White Paper in early-2013 calling for high levels of immigration resulted in protests. Many locals are
concerned about the loss of jobs to foreign workers.
The current population is estimated at around 5.47 million (as at June 2014), of which approximately
29.2% are non-residents. How the politics of immigration reform plays out in the next few years is
subject to some conjecture. Singapores Government has recently been adopting a more limiting
approach to immigration, with the aim of driving wage and productivity growth. Whilst wages have
increased, productivity growth has lagged behind, raising pressure on business operating costs. It
remains to be seen whether the Singapores Government will continue to constrain immigration, or
whether it will accede to pressure to open up again.
Taking these considerations into account, we estimate that growth in the non-resident population will
average around 3.2% (equivalent to 54,000 people) per annum over the next five years. This
compares with average non-resident population growth of 5.4% (equivalent to 72,000 people) per
annum over the past five years. The resident population is likely to grow slower than the non-resident
population, and at a more stable rate. We estimate that it will grow at 0.6% (equivalent to 24,000
people) per annum over the next five years, in line with recent trends. As a result, total population
growth is forecast at 1.4% (equivalent to 78,000 people) per annum, reaching 5.87 million by 2019.
TOURISM
Along with a broader refocusing of the economy towards services, Singapores Government remains
intent on growing the number of tourists coming to the city. The Asian tourism market continues to
grow strongly, notwithstanding the sometimes lumpy nature of such growth. Singapore is well-located
to remain a major tourism hub and, in the longer-term, will benefit strongly from growing incomes and
travel habits regionally, particularly in China.
Following a decade of very strong growth in tourism numbers, it was expected that 2014 would see
the first drop in international visitors (excluding Malaysian day trippers) since the GFC. Between 2009
and 2013, visitor numbers increased by 1.5 million per annum, reaching 15.5 million in 2013. This
picture has now changed, with arrivals in 2014 around 500,000 fewer than those in 2013. There has
been a sharp decline in arrivals from China following the anti-corruption drive and restrictions on

Leading with Confidence | 79

Independent Retail Market Overview


travel that have accompanied it. Retail spending per visit has also declined slightly in recent years
in line with subdued global economic conditions. In 2014, Urbis estimates tourists retail sales to have
accounted for 14.9% of total retail sales in Singapore.
From 2014 to 2019, international visitor numbers are forecast to grow at around 3.5% (approximately
in line with Singapore Tourism Boards projections) 1, or 566,000 visitors per annum, representing a
substantial moderation in growth relative to that over the previous decade. The slowing in forecast
growth is not only due to an expected moderation in the global tourism growth rate but also
continuing softer economic conditions in many of Singapores key source markets. Tourists retail
sales are expected to grow slightly as a proportion of total retail sales in Singapore through to 2019,
reaching 15.5%. It should be noted that the impact of fluctuating tourists retail sales will be more
prominent for malls located in the city centre, especially those along Orchard Road.
RETAIL SALES
Growth of retail sales has closely tracked both the local economy, as well as the fortunes of the global
economy. Overall retail sales in Singapore have exhibited relatively high variability. However, the
negative impact of this has been counterbalanced by a relatively healthy level of average long-term
growth. Between 2003 and 2013, retail sales growth averaged 4.9% per annum, including a high of
8.9% in 2007 and a low of -1.7% in 2009.
2014 has been another low point for retail sales growth, with total sales estimated to have declined
0.2%. Retail price inflation is estimated to have been negligible at 0.1%, tourists retail sales were
down significantly and the slow economic growth has impacted consumers confidence.
We do, however, expect a moderate rebound in retail sales in 2015 and beyond in line with improved
economic conditions and a rebound in tourism growth. We expect that retail sales will grow at
approximately 3.3% per annum over the 2015-2019 forecast period.
RETAIL SUPPLY
Our forecast supply of retail space for Singapore takes into account forecast annual completions of
shopping malls together with an allowance for other retail floor space, and also making allowance for
some obsolescence. We have assumed an increase of 1.5% (equivalent to 270,000 sq ft) per annum
for other retail floor space. The rate of obsolescence is assumed at 0.5% per annum in the case of
shopping malls and 0.8% per annum for other retail floor space.
On this basis, we estimate the total retail net lettable area (NLA) for Singapore was 63.5 million sq
ft as at 31 December 2014, and this is expected to increase to 68.4 million sq ft by end-2019. This
represents average annual growth of around 1.5% per annum and indicates the proportion of total
retail floor space occupied by shopping malls will increase from its current level of approximately
45.8% to approximately 48.0% by end-2019.

Tourism Industry Conference 2013 Discussion Paper, Singapore Tourism Board

80 | CapitaMall Trust Annual Report 2014

Singapore Retail Floor Space Supply 1


(million sq ft)

Forecast

43.8

45.2

2004

2005

49.3

49.9

2006

2007

Shopping Centre

54.9

52.3

2008
Others

2009

57.4

58.9

60.2

61.8

2010

2011

2012

2013

63.5

2014

64.7

65.3

65.9

2015

2016

2017

67.6

68.4

2018

2019

Source: Urbis.
1
2

As at end of each year.


Others refer to other forms of retail space such as Housing Development Boards shop space.

RETAIL FLOOR SPACE PER CAPITA


We estimate the retail floor space per capita in Singapore to be approximately 11.6 sq ft NLA in 2014.
On the basis of known forthcoming retail developments, this figure is expected to remain relatively
stable to 2019, growing only slightly to 11.7 sq ft NLA. The provision of retail floor space per capita
in Singapore is largely in line with Hong Kong (11.5 sq ft NLA), and remains lower than South Korea
(12.3 sq ft NLA), China (12.3 sq ft NLA) and Japan (14.8 sq ft NLA).
Total Retail Floor Space Per Capita
(sq ft NLA)

Hong Kong (2013)

11.5

Singapore (2014)

11.6

Singapore (2019)

11.7

South Korea (2013)

12.3

China (2013)

12.3

Japan (2012)
Australia (2013)
USA (2012)

14.8
22.0
40.1

Source: Urbis.

Leading with Confidence | 81

Independent Retail Market Overview


MALL OWNERSHIP
CMT remains the largest shopping mall owner in Singapore, constituting a 14.3% share of floor space
in shopping malls with over 100,000 sq ft NLA. A significant gap exists between CMT and its nearest
competitors in terms of market share, with Pramerica (5.6%), Lend Lease (5.4%) and Frasers
Centrepoint (5.3%) being the closest competitors.
Share of Major Shopping Malls Floor Space by Owner 1, 2014
(%)

CapitaMall Trust (14.3%)


Pramerica (5.6%)
Lend Lease (5.4%)
Frasers Centrepoint (5.3%)
Mapletree (4.5%)
CapitaLand (3.6%)2
Far East Organisation (3.0%)
Suntec REIT (3.0%)
Marina Centre Holdings (2.5%)
Las Vegas Sands (2.2%)
City Developments Ltd (2.2%)
Singapore Press Holdings (2.1%)
Others (46.3%)

Source: Urbis.
1
2

Malls greater than 100,000 sq ft NLA as at end-2014. Share of floor space takes into account ownership stake.
CapitaLands share only accounts for malls directly owned by CapitaLand and does not include those owned through CMT.

RETAIL RENTAL & OCCUPANCY OUTLOOK


The fundamentals for on-going rental growth in Singapore remain in place. Singapores population,
personal incomes, tourist numbers, and therefore retail sales are likely to continue to grow. The
supply of retail floor space remains contained, and demand for space continues to increase as new
retailers enter the market. Singapore remains a favoured location for retailers trying to enter the Asian
market. Broadly speaking, recent additions to supply have been readily absorbed by the market.
JEM, Westgate and Bedok Mall all opened in 2013 with high levels of occupancy.
Retail market growth, which is contingent on on-going income growth, could however be limited by
a slowdown in Singapores economy. The tight labour market could hamper retailers expansion
plans, but could conversely put upward pressure on wages and support retail sales growth.
Based on Urban Redevelopment Authority (URA) data, occupancy rates have declined slightly in
both the Orchard Road and Suburban sub-markets over the first three quarters of 2014. The
occupancy rate of the Orchard Road sub-market has been artificially constrained by the addition of
Orchard Gateway, and the fact that the estimated pre-commitment rate of 97.4% at the mall has not
been taken into account. In reality, the occupancy rate of the Orchard Road sub-market over the
course of the year is forecast to be similar if not slightly above that in 2013. The decline in occupancy
rates over the course of 2014 in suburban areas can be traced back to the lagged effect of the
significant amount of retail supply in 2013, as well as further additions in 2014.
From 2015 to 2017, it is expected that occupancy rates will remain firm in both sub-markets,
notwithstanding slightly constrained occupancy in the Suburban sub-market as a result of another
year of significant additions to shopping mall floor space.

82 | CapitaMall Trust Annual Report 2014

Occupancy Rates Outlook


(%)
Suburban

Orchard Road
Forecast

Forecast

95.2

95.7

95.1

95.5
94.6

95.5

95.0

94.6
94.1

94.4

93.8

94.0

2016

2017

93.0

92.5

2010

94.0
92.3

2011

2012

2013

20141

2015

2016

2017

2010

2011

2012

2013

20141

2015

Sources: URA and Urbis.


1

Occupancy rates for 2014 are based on first three quarters of 2014.

Growth in prime retail rent 1 was healthy in 2014, with continued demand from retailers for prime
space. According to CBRE, prime retail rents in the Orchard Road sub-market in particular have
shown solid growth of 2.7% year-on-year. The Suburban sub-market has rebounded from a relatively
flat year in 2013 and registered a moderate growth of 1.3% year-on-year in 2014.
With high levels of occupancy and strong market fundamentals, prime retail rents are expected to
continue to increase across Singapore over the medium to long-term. Both the Orchard Road and
Suburban sub-markets are expected to grow around 2.0-3.0% per annum over the next few years,
thanks in part to an expected rebound in tourism and domestic spending.
Prime Retail Rental Growth Outlook
(%)
Orchard Road

Suburban
2.6

2.8

3.0

2.7
2.0

3.0

2.5

2.5

2.4
2.0
1.3

1.3

1.3

(1.1)
0.5

Forecast

Forecast

(7.1)
2010

2011

2012

2013

2014

2015

2016

2017

2010

2011

2012

2013

2014

2015

2016

2017

Sources: CBRE and Urbis.

Prime retail rent represents the typical achievable open market headline rent which an international retail chain would be
expected to pay for a ground floor retail unit (either high street or shopping mall depending on the market) of up to 200.0
square metres of the highest quality and specification and in the best location in a given market.

Leading with Confidence | 83

Independent Retail Market Overview


CONCLUSIONS
The fundamentals for the Singapore retail market are highly favourable for long-term market growth.
Population growth remains healthy; it is a hub for tourism, and the broader economy has shown solid
long-term performance and the capacity to rebound strongly from downturns. Over a long period, the
supply of floor space has remained in line with demand, thereby allowing rents to increase.
The market has recently weathered a number of negative influences such as a drop in tourist
numbers (particularly from China), moderate economic growth and slowing growth in retail sales.
Notwithstanding this, occupancy rates across the market have remained healthy, and growth in rents
has continued.
This long-term market strength is allowing additional floor space supply to be brought into the market
without causing significant fluctuations. A number of new projects will be delivered over the next couple of
years, but history suggests that this will only have a modest impact on rents and occupancy rates. The new
developments are mostly going into growth areas where demand growth is much stronger.
The fundamentals that have supported the market performance in recent years are expected to
rebound over the medium-term. We do not expect the downturn in tourist numbers to continue for too
long, while growth in sales from local residents should also rebound alongside the wider economy.
Broadly speaking, therefore, the Singapore retail market presents solid medium and long-term
prospects. Well-located malls that are well managed should be well positioned to take advantage of
future growth.

Jack Backen
Director
Urbis
www.urbis.com.au
20 February 2015
Disclaimer
This report is dated 20 February 2015 and incorporates information and events up to that date only and excludes any information
arising, or event occurring, after that date which may affect the validity of Urbis Pty Ltds (Urbis) opinion in this report. Urbis prepared
this report on the instructions, and for the benefit only, of CMT (Instructing Party) for the purpose of Market Review (Purpose) and
not for any other purpose or use. To the extent permitted by applicable law, Urbis expressly disclaims all liability, whether direct or
indirect, to the Instructing Party which relies or purports to rely on this report for any purpose other than the Purpose, and to any other
person which relies or purports to rely on this report for any purpose whatsoever (including the Purpose).
In preparing this report, Urbis was required to make judgements which may be affected by unforeseen future events, the likelihood
and effects of which are not capable of precise assessment.
All surveys, forecasts, projections and recommendations contained in or associated with this report are made in good faith and on
the basis of information supplied to Urbis at the date of this report, and upon which Urbis relied. Achievement of the projections and
budgets set out in this report will depend, among other things, on the actions of others over which Urbis has no control.
In preparing this report, Urbis may rely on or refer to documents in a language other than English, which Urbis may arrange to be
translated. Urbis is not responsible for the accuracy or completeness of such translations and disclaims any liability for any
statement or opinion made in this report being inaccurate or incomplete arising from such translations.
Whilst Urbis has made all reasonable inquiries it believes necessary in preparing this report, it is not responsible for determining the
completeness or accuracy of information provided to it. Urbis (including its officers and personnel) is not liable for any errors or
omissions, including in information provided by the Instructing Party or another person or upon which Urbis relies, provided that such
errors or omissions are not made by Urbis recklessly or in bad faith.
This report has been prepared with due care and diligence by Urbis and the statements and opinions given by Urbis in this report
are given in good faith and in the reasonable belief that they are correct and not misleading, subject to the limitations above.

84 | CapitaMall Trust Annual Report 2014

Marketing & Promotions


PORTFOLIO-WIDE ACTIVITIES
In 2014, our strategic group-level marketing activities remained focused on improving shoppers
satisfaction through constant innovation of shopper-centric initiatives to strengthen shoppers affinity
with our malls, and bring greater delight to their shopping experiences.
Our three loyalty initiatives, CapitaCard, CapitaVoucher and CAPITASTAR, present todays savvy
shoppers with Singapores largest multi-store, multi-mall integrated rewards platform to meet their
fast-changing needs.
CapitaCards membership base grew to over 292,000 card members as at 31 December 2014. Card
spending for the programme achieved 10.7% year-on-year growth to approximately S$325.6 million
in 2014. This co-brand card programme continues to delight shoppers and attract repeat business
at our malls. CapitaCard members enjoy Capita$ instant cash rebates and also a host of exclusive
treats, privileges and benefits in our malls, such as complimentary parking and privileged parking.
CapitaVoucher performed well in 2014, with sales growing by approximately 15.8% year-on-year to
record over S$59.2 million worth of committed spending.
CAPITASTARs membership base grew to over 654,000 members as at 31 December 2014. This
card-less rewards programme enables shoppers to enjoy benefits over and above existing credit
card and store rewards. Members can earn STAR$ from their purchases across our malls, which can
be accumulated and redeemed for CapitaVouchers and other perks. Introduced in December 2011,
the programme has been well received and has since developed into an integral part of the
shoppers shopping experience. CAPITASTARs mobile application was further enhanced to house
mobile games and merchant offers to cater to its fast-growing membership base.
On Childrens Day in 2014, SPARKS, CAPITASTARs under-16 members programme was introduced
for the younger members. This new programme allows us to know our younger shoppers better, as
part of serving the communities our malls operate in.
Besides rewards and events, we are also leveraging on technology to deliver convenience to
shoppers and retailers. Two of the many initiatives launched in 2014 included a personalised e-Card
and T.I.M. (abbreviation for Take It Myself).
With the introduction of the personalised e-Card feature in the CAPITASTARs mobile application,
qualified members can now flash their personalised e-Card to enjoy offers and earn STAR$ at the
same time.
The introduction of T.I.M., a vending machine integrated with an eCatalogue platform on the
CAPITASTARs mobile application, allows shoppers to redeem their shopping rewards at their own
convenience. With this innovation, shoppers can freely browse through the eCatalogue on their
smartphones at their leisure, and pick up their gifts from T.I.M. at a CapitaLands mall of their choice.
Committed to constantly enhance our service to shoppers, we also introduced several digital
innovations that encouraged interaction between CMTs malls and shoppers. These include the
social media walls in Westgate and JCube, where shoppers can take photos and use digital kiosks
to add icons and graphics before sharing them on Facebook. They can even flick or share them onto
the huge LED screens located beside the digital kiosks in the malls.

Leading with Confidence | 85

Marketing & Promotions


In addition to the array of loyalty programmes, we also organised key portfolio-wide campaigns such
as:
CapitaMalls Half-Time and Full-Time Draws
Kicking off the excitement of FIFA World Cup 2014, two portfolio-wide campaigns, CapitaMalls
Half-Time Draw and CapitaMalls Full-Time Draw were organised. The grand prize winner of the
CapitaMalls Half-Time Draw was a 67 year-old nurse, who was rewarded with an all-expenses paid
holiday to watch the World Cup semi-final match between Netherlands and Argentina in Sao Paulo,
Brazil.
CapitaMalls Dream Draw 2014
From July to December 2014, shoppers who spent at participating CMTs malls and two other
CapitaLands malls in Singapore stood a chance to win a Volvo S60 D2 sedan car. Eight lucky
shoppers every month also walked away with S$500 worth of CapitaVouchers. The grand prize was
won by a 23 year-old cabin crew member who spent slightly more than S$500 at Bukit Panjang Plaza
in November.
MALL-CENTRIC ACTIVITIES
Besides implementing our portfolio-wide marketing activities, each mall also contributed individually
to enhance its unique positioning and brand identity by creating memorable brand experiences for
shoppers through various promotional activities.
BUGIS JUNCTION
ONE Fighting Championship Fan Engagement
Bugis Junction worked with ONE Fighting Championship and FHM magazine to host the biggest
fighting competition ever seen in Singapore Fight Night at the Singapore Indoor Stadium. The
worlds best fighters converged for a battle of unprecedented proportions. The mall hosted a four-day
event that treated shoppers to mixed martial arts demonstrations, fitness challenges and a Scissors,
Paper, Stone game, where shoppers stood to win over S$1,000 in cash prizes.
BUGIS+
Doraemon Pop-Up Store
For the first time, Bugis+ set up the 100 Doraemon Secret Gadgets Expo pop-up store at its civic
plaza area, making it easier for shoppers to get their hands on a piece of the merchandise featuring
the worlds most popular robotic cat.
BUKIT PANJANG PLAZA
March Much More
Shoppers at Bukit Panjang Plaza were delighted with rewards when they shopped in the mall from
March to April 2014. Each week, the first 300 CAPITASTAR members walked away with bonus
STAR$ with a minimum spend. During the March school holidays, the mall organised a day of fun
activities, such as Kampong Play and Cardboard Sculpting Workshop, hosted in partnership with
Ground-Up Initiative to promote family bonding through unique hand-crafted games. In the evening,
shoppers were treated to an outdoor movie screening.

86 | CapitaMall Trust Annual Report 2014

Fun At The Circus


In December 2014, Bukit Panjang Plaza and Lot One Shoppers Mall presented The Young Stars
Circus that featured a young Australian cast performing juggling, contortion, hoop and balancing
acts. Children under the age of 12 were treated to circus workshops and tea parties.
CLARKE QUAY
Oktoberfest 2014 at Clarke Quay
In 2014, Clarke Quay held its fifth annual Oktoberfest celebrations, which attracted hundreds of
patrons who came to enjoy German culinary delights and Erdinger beer. The festival kicked off with
the lively sound of German Oom-pah accompanied by dancing waitresses dressed in Dirndl
(traditional Bavarian costumes). Hosted by entertainer Max Loong, party revellers grooved to
performances by local band, In Contro with its powerful renditions of Rock and Roll classics and Top
40 hits.
Once Upon A Nightmare
Clarke Quay presented a night of horror for 2014s Halloween party. Visitors grooved to the wicked
tunes by band Enigma and participated in stage games such as dance competition and best dressed
contest to win attractive prizes. Visitors also had their photos taken with demented fairy tale stilt
walkers such as the defaced towering Rapunzel, a creepy Red Riding Hood and ghastly zombies
who roamed the streets that night. Official sponsor Cider Somersby built an Apple Graveyard with
creepy interactive farms. In addition, lucky radio listeners joined MediaCorp Class 95FM DJs Jean
Danker and Mike Kasem on a Trick-or-Treat pub crawl at some of Clarke Quays best after-hours
joints.
New Years Eve Countdown
Hosted by former MediaCorp Class 95FM DJ Glenn Ong and 98.7FM DJ Sonia Chew, Clarke Quay
ushered in the New Year with an evening of dazzling lights, bustling energy and adrenaline pumping
music. It was a spectacular countdown to the New Year with stellar performances. Highlights
included performances by band Goodfellas, ultraviolet painted rovers, twirlers, street games,
colourful street decor, street parade and ultraviolet graffiti wall.
FUNAN DIGITALIFE MALL
Xbox One Launch
Microsoft launched its Xbox One gaming console in Singapore on 23 September 2014 and attracted
more than 500 fans, who started queuing from the night before to collect their pre-ordered purchases.
Shoppers also participated in games to win exclusive Xbox One launch goodies. The Xbox One
consoles were available throughout the entire week for shoppers to test out. Gaming competitions
featuring FIFA 15 and DC Spotlight were held for participants to challenge their friends using Xbox
One.
The Nikon FX Experience
Funan DigitaLife Mall invited Nikons professional photographers such as Chris McLennan, Alex Soh,
Imran Ahmad and Bryan Foong to recount their stories and inspire shoppers to explore their world.
Nikon launched the Nikon D750 camera, and photography fans had a chance to try out the cameras
and put their photography skills to the test.

Leading with Confidence | 87

Marketing & Promotions

IMM BUILDING
IMM In It To Win It
IMM Building held its first Just Bid It! auction and IMM Outlet Mall Shopping Challenge at the mall.
Shoppers bid for items such as an OSIM uDivine App massage chair (worth S$6,888) with auction
coupons redeemable with a minimum spend. Over 400 shoppers attended the Just Bid It! auction
and over S$20,000 worth of items were auctioned away. In addition, nine teams were selected
through a lucky draw and took part in the IMM Outlet Mall Shopping Challenge. Each team of two
shoppers was given S$600 to spend at the outlet stores to style themselves according to the fashion
theme within 60 minutes.
Weekday@West (w@w) Privilege Programmme
IMM Building, JCube and Westgate jointly launched a privilege programme which offered shopping
and dining deals for the working population on weekdays. Shoppers simply flash their CAPITASTAR
e-Card at the participating stores to enjoy the privileges.
The WOW! West Match & Win Contest
IMM Building, JCube and Westgate joined forces to launch a 10-week promotional campaign The
WOW! West Match & Win Contest. A total of S$250,000 worth of attractive prizes, including
CapitaVouchers and a Mazda 3 sedan car, were given away. Shoppers with the eligible combination
were invited to the finale event held at JCube on 1 November 2014, where they competed in a series
of challenges for the grand prize.
LOT ONE SHOPPERS MALL
SG Lets Celebrate!
In celebration of Singapores 49th birthday, Lot One Shoppers Mall collaborated with Singapore
Discovery Centre to present the Live, Laugh & Love{still SHIOK to be Singaporean! exhibition held
in July 2014. The exhibition featured different aspects of a Singaporeans life in a light-hearted
manner. Some of the interactive activities for shoppers included designing their very own tote bag,
taking a selfie with the So Singaporean cartoon characters and receiving on-the-spot caricature
drawings of themselves by local cartoonist Terence Ho. In addition, Lot One Shoppers Mall hosted
Project Re: Relive. Recapture. Remember photo contest and exhibition at its roof garden. Organised
by Choa Chu Kang Youth Executive Committee, shoppers were invited to take a trip down memory
lane and relive fond childhood memories through traditional games.
Light Up Your Life
In celebration of the Mid-Autumn Festival, shoppers at Lot One Shoppers Mall were treated to an
enjoyable night with an outdoor screening of the award-winning local movie Ilo Ilo. The mall also
organised a contest where the top three winners with the best decorated handmade lanterns were
rewarded with meal vouchers.
A Taste Of Health
Lot One Shoppers Mall, in partnership with MediaCorp i-Weekly Magazine and Health Promotion
Board, presented a fun and fitness event hosted by MediaCorp LOVE 97.2FM DJ Violet Fen Ying. This
event was held in conjunction with the malls Simply Delicious promotion in October 2014. Held at
the Level 5 Roof Garden, event attendees enjoyed a cooking demonstration by celebrity chef William
Ang and participated in a mega zumba workout session with MediaCorp artiste Felicia Chin.

88 | CapitaMall Trust Annual Report 2014

JUNCTION 8
Funtastic March School Holidays
Junction 8 held its first LEGO bricks thematic event during the school holidays in March 2014. With
a minimum spend of S$60, shoppers redeemed a kit containing LEGO bricks and an instruction
manual to create exclusive builds for the children. Exclusive contests Wacky Racers and
Skyscraper Challenge offered attractive LEGO sets to be won. To encourage creativity, the event
provided shoppers with an avenue for free play using LEGO bricks.
Monster High
In 2014, Monster High and its cool, creepy ghouls arrived at Junction 8 to celebrate the June school
holidays with our young shoppers. Families were treated to performances of Monster Highs hip and
funky dance moves right out of the animation. There were themed workshops and a colouring activity,
Color it Scary, where children created their own freaky versions of Monster High characters. A photo
booth with creepy props was available for children to dress up and take snapshots of themselves.
Tales of Christmas Wonder with My Little Pony
The mall ushered in the festive season with a Christmas lucky draw and an exclusive My Little Pony
Christmas show over two weekends in November 2014. With cheerful songs and dances, the ponies
brightened up the mall with children singing and dancing along. Children participated in My Little
Pony themed workshops where they created My Little Pony sand art, photo frames, rainbow loom
bands and foam figures.
JCUBE
Scream Fest Asian Horror Maze
JCube held its first ever Halloween event and it started with zombie flash mobs at Orchard Road and
Jurong East Central. A haunted maze was also set up within J.Avenue where shoppers walked
through a 10-minute maze with a minimum spend of S$30, with spooky characters welcoming them
at every corner. A teaser YouTube video starring local blogger Xavier Ong garnered over 10,000
views.
Celebrate Christmas & New Year@The Rink and Foam Party On Ice
JCube kick-started the year-end festivities with the debut appearance of JR, The Rinks very own
polar bear mascot. The debut of JR was warmly welcomed by The Rinks patrons who relished the
chance to boogie and snap wefies with JR on ice. The Rinks patrons participated in Singapores first
foam party on ice held on the eves of Christmas and New Year, where they enjoyed random bursts
of snow foam while jiving to upbeat dance music.

Leading with Confidence | 89

Marketing & Promotions

PLAZA SINGAPURA
PS 40 Shaping our Memories
During the June school holidays, Plaza Singapura unveiled a unique three-week carnival themed PS
40: Shaping Our Memories to commemorate 40 years of evolution. The carnival rekindled many
Singaporeans childhood memories with school games, toys and snacks of yesteryears. The first 400
shoppers who completed 10 game booths walked away with a collection of games from the 1970s
and 1980s. Weekend appearances by iconic characters such as Care Bears, Strawberry Shortcake
and Dinosaur Train added panache to the extravaganza.
Celebrity Appearance Ha Ji-won
South Korean actress Ha Ji-won held her first Singapore meet-and-greet session in Plaza Singapura
in September 2014 for her Korean drama, Empress Ki. The event was complemented by Cold
Storages Korean food fair. Programme highlights included a Korean drum performance, a bibimbap
cooking workshop and a taekwondo demonstration. His Excellency Suh Chung-ha, the Ambassador
of the Republic of Korea to Singapore, graced the event.
Flavours of the World
Plaza Singapura partnered Cold Storage to delight shoppers with an inaugural epicurean event
which brought together unique flavours from around the world, in celebration of the malls 40th
anniversary. This was the first time Cold Storage held a gourmet event within a shopping mall. This
event attracted many food-lovers and wine connoisseurs with its wide array of meat carving stations,
beers, wines and jazz entertainment.
Countdown to a spectacular 40th Christmas with Plaza Singapura
Plaza Singapura ushered in Christmas with CBeebies stars on stage, including the first-ever stage
appearance of counting superhero Super Numtum and the world famous Teletubbies, who sang
and danced to toe-tapping numbers. Childrens arts and crafts superstar Mister Maker also made a
surprise appearance through a special television link. Children were entertained and inspired by the
creative CBeebies arts and crafts workshops.
RAFFLES CITY SINGAPORE
Assembled for Style
In conjunction with the Singapore Grand Prix, Raffles City Singapore organised a series of exciting
Formula One activities. Shoppers shopped at the pop-up Grand Prix store for a wide selection of
official F1 and Singapore GP race collectibles and engaged in a series of events. A lucky few
shoppers won tickets to watch the race.
Santas Magical Toyshop Live Show
To celebrate Christmas, Raffles City Singapore organised a list of fun-filled activities featuring Santa
Claus. The mall also staged Santas Magical Toyshop Live Show with well-loved characters such as
Rudolph the red-nosed reindeer, Ella the ballerina, Troy the toy soldier and Frostette the snow-girl.

90 | CapitaMall Trust Annual Report 2014

RIVERVALE MALL
Malay Kampung Fun
During Hari Raya weekends, Rivervale Mall brought nostalgic games and treats to delight and
entertain shoppers. Game stations such as Strike-Off-A-Marble, Ring Toss and Five Stones were
introduced to children while adults revisited the fun they had in their younger days. Shoppers
redeemed nostalgic treats such as potong ice-cream and kacang puteh when they spent at the mall.
SEMBAWANG SHOPPING CENTRE
Schools Out! Fun Fest
Following the success of the first enrichment fair in 2013, Sembawang Shopping Centre held its
second Schools Out! Fun Fest during the March school holidays. Participating tenants showcased
their programmes at the fair and rewarded shoppers who signed up with special rates and freebies.
In addition, there was a meet-and-greet session with characters from the popular Nickelodeon
childrens programme, Ni Hao, Kai Lan and many other exciting activities such as magic shows,
music performances and workshops.
Frozen Carnival
Sembawang Shopping Centre brought the world of Disneys blockbuster animation Frozen into the
mall during the June school holidays. As part of the event, a singing competition was held where
children competed against each other in a Frozen soundtrack sing-off. Children were treated to a
mini Frozen carnival with activities such as face painting, glitter body art and crafting workshops
from Re-creating Olaf to tiara making.
14 Days of Fun and Prizes when you shop
In September 2014, Sembawang Shopping Centre organised a Bingo game where eligible shoppers
redeemed a seven-piece cookware set. These shoppers stood a chance to win S$800 worth of
CapitaVouchers. An auction was also held where shoppers bid for a variety of items at heavily
discounted prices.
TAMPINES MALL
Spring Kyushu Fair
The popular Kyushu Fair returned to the mall for the fifth consecutive year. Organised in partnership
with Isetan, this iconic event offered Kyushus major agricultural products such as Sugi Yohoen
(Japanese honey), Umebiyori Taimatsu (pickled plum), Kikuya (fresh roll cake and pudding roll),
Imodarake (steamed sweet potato) and Aji No Kuraya Fuka Fuka (steamed brown sugar cake).
Summer Hokkaido Fair
Another of Tampines Malls iconic events that celebrated its ninth anniversary was the Summer
Hokkaido Fair. Jointly organised with Isetan, it offered shoppers an exciting array of Hokkaido
delicacies such as Minoya ramen from Otaru Takuyo (pan-fried fish cake), Shinori (Hakodate souffle)
and Andes R (Hokkaido milk cookie).

Leading with Confidence | 91

Marketing & Promotions


Art & Craft Bazaar
Tampines Mall held its inaugural Art & Craft Bazaar during the Hari Raya Puasa weekend in 2014 with
over 30 stalls, offering a wide variety of unique products including handmade crafts, gifts and
accessories, and decorative plants. By day, the area was abuzz with selling activities and by night,
the mood was transformed with ambient lighting, which created a night street feel.
Peter Pan, The Never Ending Story
Tampines Mall and Junction 8, in partnership with Resorts World Sentosa, brought the cast of Peter
Pan, The Never Ending Story, to the mall for a meet-and-greet session in November 2014.
Characters such as Peter Pan, Wendy, Tinkerbell and Captain Hook sang their hit songs, as well as
interacted and took photos with shoppers. The top 50 CAPITASTAR spenders at Tampines Mall were
each rewarded with a pair of tickets to Peter Pan, The Never Ending Story.
WESTGATE
Great Singapore Sale Greatness Flows at Westgate
In conjunction with the Great Singapore Sale, a series of art and digital exhibits was installed for
shoppers appreciation and interaction. These included an innovative sure-win digital game kiosk
that rewarded shoppers with STAR$ and attractive prizes, as well as an art and fashion exhibition
a visual merchandising competition co-organised with Raffles Merchandising Institution. Shoppers
voted for their favourite display and stood to win S$200 worth of shopping vouchers. In addition,
creative optical illusion trick art pieces were also installed for shoppers to take interesting photos.
Christmas Under A Big Top
In celebration of Westgates first anniversary, a series of exciting circus performances was staged
during the year-end holiday season. Shoppers enjoyed the gravity-defying stunts and graceful poise
of professional Australian circus performers.

92 | CapitaMall Trust Annual Report 2014

Investor & Media Relations


We are committed to providing the investment and media communities with timely and transparent
information on CMTs business and performance.
The manager of CMT (Manager) regularly meets existing and potential investors and analysts in
one-on-one or group meetings, local and overseas conferences and roadshows. In 2014, we met or
held conference calls with about 300 institutional investors globally and took part in investor
conferences and roadshows in Singapore, Hong Kong, Japan, United Kingdom and Europe. We
constantly engage our growing base of debt investors, given CMTs diversified sources of debt
funding. In August 2014, we participated in the CapitaLand Debt Investors Day, which was well
received and attended.
We made conscious efforts to engage more retail investors as well through large group seminars.
During the year, we participated in the UOB Kay Hian Seminar to educate retail investors on CMTs
investment proposition. The audience had the opportunity to ask questions and interact with the Chief
Executive Officer of the Manager at the seminar. Currently, 21 local and foreign brokerage firms have
research coverage on CMT.
Approximately 16,000 registered Unitholders owned CMT units as at 31 December 2014. About
55.52% of the units in CMT were held by institutional investors. CapitaLand Limited held, through its
subsidiaries, 27.69% of the units in CMT while retail investors constituted the remaining 16.79%.
Investors from Singapore (excluding CapitaLands stake), United States and United Kingdom held
the largest portions of unitholdings in CMT at 14.22%, 12.39% and 13.15% respectively. Investors
from Hong Kong, Europe (excluding United Kingdom), Australia and other parts of Asia accounted
for the rest of the unitholdings.
Joint media and analysts results briefings are held every six months to provide updates on CMTs
half-year and full-year financial and operational performance. The briefings are webcast live and
viewers of the webcasts can send in questions online to be addressed by the management team on
the spot. In line with our commitment to deliver accurate and timely information to Unitholders and
the general public, financial results announcements are made within 23 days from the end of each
quarter during the year.
In addition, the annual general meeting (AGM) provides an important channel for communication
between the management and Unitholders. CMT convened its AGM in April 2014 with Unitholders
approving all resolutions tabled at the event. Voting for all the AGM resolutions were conducted via
polls.
General information on CMT including annual reports, property portfolio details and investor
presentations are updated regularly on the corporate website for investors and the general public.
All news releases and legal announcements are also made available on the Singapore Exchange
Securities Trading Limited (SGX-ST) website. Mall tours are regularly conducted for analysts,
investors and journalists who are keen to visit CMTs properties to better understand the
performances of the various malls and the asset enhancement initiatives which are completed.
As part of our proactive corporate governance efforts and in line with the Monetary Authority of
Singapores Code of Corporate Governance 2012, we have put in place a Unitholders
communication and investor relations policy to promote regular, effective and fair communication
with Unitholders. The detailed policy can be located on CMTs corporate website under the Investor
Relations section.

Leading with Confidence | 93

Investor & Media Relations


INVESTOR RELATIONS AND CORPORATE GOVERNANCE AWARDS IN 2014

Securities Investors Association (Singapore) Investors Choice Awards 2014

Winner, Most Transparent Company Award


(REITs & Business Trusts Category)

Winner, Singapore Corporate Governance Award


(REITs & Business Trusts Category)

IR Magazine South East Asia Awards 2014

Certificate of Excellence in Investor Relations

INVESTOR & MEDIA RELATIONS CALENDAR 2014

1st

Quarter
Media & Analysts Results Briefing cum live Webcast for Full Year 2013 Results
Post-Full Year 2013 Results Investors Lunch hosted by Standard Chartered Bank
Bank of America Merrill Lynch Stars Conference 2014 (Singapore)
Credit Suisse 17th Annual Asian Investment Conference (Hong Kong)
DBS Non-deal Roadshow (Hong Kong)

2nd

Quarter
J.P. Morgan Asia Pacific Real Estate Conference 2014 (Singapore)
Annual General Meeting
Post-1Q 2014 Results Investors Breakfast hosted by HSBC Limited
Nomura Investment Forum Asia 2014 (Singapore)
Citi Asean Investor Conference 2014 (Singapore)

3rd

Quarter
UOB Kay Hian Seminar (Singapore)
Media & Analysts Results Briefing cum live Webcast for Half Year 2014 Results
Post-Half Year 2014 Results Investors Lunch hosted by BNP Paribas
UBS Securities Non-deal Roadshow (Japan)
HSBC Limited Non-deal Roadshow (Japan)
CapitaLand Debt Investors Day 2014 (Singapore)
Macquarie ASEAN Conference 2014 (Singapore)

4th

Quarter
Post-3Q 2014 Results Investors Luncheon hosted by DBS
Morgan Stanley Thirteenth Annual Asia Pacific Summit (Singapore)
Credit Suisse Non-deal Roadshow (Europe)

94 | CapitaMall Trust Annual Report 2014

Financial Calendar
2014

2015
(tentative)

First Quarter Results Announcement

23 Apr 2014

Apr 2015

First Quarter Distribution to Unitholders

30 May 2014

May 2015

Second Quarter Results Announcement

23 Jul 2014

Jul 2015

Second Quarter Distribution to Unitholders

29 Aug 2014

Aug 2015

Third Quarter Results Announcement

17 Oct 2014

Oct 2015

Third Quarter Distribution to Unitholders

28 Nov 2014

Nov 2015

Full Year Results Announcement

23 Jan 2015

Jan 2016

Final Distribution to Unitholders

27 Feb 2015

Feb 2016

UNITHOLDERS ENQUIRIES
If you have any enquiries or would like to find out more about CMT, please contact:
The Manager
Ms Audrey Tan
Investor Relations
Mr Lim Seng Jin
Corporate Communications
Tel: +65 6713 2888
Fax: +65 6713 2999
Email: ask-us@capitamall.com
Website: www.capitamall.com
Unit Registrar
Boardroom Corporate and Advisory Services Pte. Ltd.
50 Raffles Place
#32-01 Singapore Land Tower
Singapore 048623
Tel: +65 6536 5355
Fax: +65 6536 1360
Website: www.boardroomlimited.com
For depository-related matters such as change of details pertaining to Unitholders investment
records, please contact:
The Central Depository (Pte) Limited
9 North Buona Vista Drive
#01-19/20 The Metropolis
Singapore 138588
Tel: +65 6535 7511
Fax: +65 6534 3501
Email: asksgx@sgx.com
Website: www.sgx.com/cdp

Leading with Confidence | 95

Unit Price Performance


Uncertainties in the global macroeconomic environment remain. In the Euro zone, there were
concerns that weak growth and low inflation could lead to a deflationary environment which would
tamper demand for goods and services. In the United States, concerns about the uneven pace of
economic recovery resulted in the Federal Reserve holding back its decision to raise the federal
funds rate, which created uncertainty in the global financial market, and weighed down business
sentiment. China registered a slight decrease in growth rate, while the country continued its
restructuring efforts to reorient the economy towards consumption. On-going geopolitical tensions
involving Russia and Ukraine, and key oil producers in the Middle East and North Africa pose
downside risks to the global economy.
During the year, CMTs unit price increased 7.1% to close at S$2.040, compared to S$1.905 at the
beginning of the year and outperformed the Straits Times Index (STI) and FTSE ST Real Estate (RE)
Index, which rose 6.2% and 6.8% respectively at the end of 2014. The FTSE ST Real Estate
Investment Trusts (REIT) Index ended the year 9.2% higher.
As at 31 December 2014, CMTs market capitalisation was approximately S$7.1 billion. The stocks
trading volume in 2014 reached approximately 2.0 billion units, translating to an average daily trading
volume of approximately 7.9 million units.
Trading Data by Year
2005

2006

2007

2008

2009

2010

2011

2012

2013

2014

Highest

2.66

2.93

4.32

3.75

1.87

2.15

2.00

2.20

2.38

2.09

Lowest

1.73

2.01

2.76

1.38

0.98

1.67

1.64

1.71

1.82

1.80

Average Closing

2.25

2.40

3.64

2.78

1.50

1.91

1.85

1.91

2.05

1.95

Last Done at Year-end

2.24

2.91

3.46

1.59

1.80

1.95

1.70

2.13

1.905

2.04

Unit Price (S$)

Trading Volume (million units)


Average Daily Trading Volume
(million units)
Net Asset Value Per Unit
1

353.7

549.6 1,111.6 1,380.6 2,554.8 1,435.3 1,672.9 1,877.2 2,137.5 1,994.9

1.4

2.2

4.5

5.5

10.2

5.7

6.7

7.5

8.5

7.9

1.64

1.87

2.21

2.41

1.54

1.53

1.56

1.64

1.71

1.79

Excluding the distribution to be paid for the last quarter of the respective financial year.

96 | CapitaMall Trust Annual Report 2014

CMTs Monthly Trading Performance


400

2.5

Trading Volume (million units)

2.0
300
250

1.5

200
1.0

150
100

0.5

Highest and Lowest Unit Prices (S$)

350

50
0

0
Jan
2014

Feb
2014

Mar
2014

Apr
2014

Trading Volume (million units)

May
2014

Jun
2014

Jul
2014

Aug
2014

Sep
2014

Oct
2014

Nov
2014

Dec
2014

Highest and Lowest Unit Prices (S$)

Comparative Price Trends


CMT

STI

Closing
Unit
Price
(S$)

Index1

Dec 2013

1.905

100.0

3,167.43

Jan 2014

1.870

98.2

Feb 2014

1.900

Mar 2014

FTSE ST RE Index

Closing
Index Rebased
Value
Index1

Closing
Index
Value

100.0

3,027.22

99.7

1.890

Apr 2014

FTSE ST REIT Index

Rebased
Index1

Closing
Index
Value

Rebased
Index1

707.72

100.0

714.00

100.0

95.6

684.15

96.7

701.54

98.3

3,110.78

98.2

701.51

99.1

714.18

100.0

99.2

3,188.62

100.7

708.26

100.1

720.18

100.9

1.995

104.7

3,264.71

103.1

751.32

106.2

747.30

104.7

May 2014

2.070

108.7

3,295.85

104.1

764.34

108.0

777.81

108.9

Jun 2014

1.975

103.7

3,255.67

102.8

749.79

105.9

766.61

107.4

Jul 2014

1.970

103.4

3,374.06

106.5

766.85

108.4

772.09

108.1

Aug 2014

2.000

105.0

3,327.09

105.0

759.90

107.4

773.41

108.3

Sep 2014

1.910

100.3

3,276.74

103.5

739.90

104.5

750.01

105.0

Oct 2014

1.970

103.4

3,274.25

103.4

747.24

105.6

763.85

107.0

Nov 2014

1.980

103.9

3,350.50

105.8

759.24

107.3

778.01

109.0

Dec 2014

2.040

107.1

3,365.15

106.2

755.98

106.8

779.50

109.2

Source: Bloomberg.
1

Illustrates the change from the base value as at end-December 2013.

Leading with Confidence | 97

Unit Price Performance


Comparative Price Trends
(%)
9.2
7.1
6.8
6.2

0.0

Dec
2013

Jan
2014
CMT

STI

Feb
2014

Mar
2014

FTSE ST RE Index

Apr
2014

May
2014

Jun
2014

Jul
2014

Aug
2014

Sep
2014

Oct
2014

Nov
2014

Dec
2014

FTSE ST REIT Index

Changes in CMTs Unit Price and Index Values


(%)
(From 31 December 2013 to 31 December 2014)

CMT

7.1

STI

6.2

FTSE ST RE Index

6.8

FTSE ST REIT Index

9.2

Comparative Yields
(%)
(as at 31 December 2014)
5.3

4.0

Yield
spread:
300 basis
points

3.3

2.5
2.3

1.6

0.3

CMT 2014
DPU Yield 1

10-year Govt
Bond Yield

5-year Govt
Bond Yield

CPF Ordinary
Account Savings

12-month (S$)
Fixed Deposit

STI
12-month Yield

FTSE ST RE
12-month Yield

Sources: Bloomberg, Central Provident Fund (CPF) Board, Monetary Authority of Singapore.
1

Based on the distribution per unit (DPU) of 10.84 cents for the period 1 January 2014 to 31 December 2014 and the closing
unit price of S$2.040 on 31 December 2014.

98 | CapitaMall Trust Annual Report 2014

Constituent of Key Indices


FTSE4Good Global Index
FTSE/ASEAN Index
FTSE EPRA1/NAREIT2 Global Real Estate Index
FTSE All-World Index
FTSE Straits Times (ST) Index
FTSE ST All Share Index
FTSE ST Financials Index
FTSE ST Real Estate Index
FTSE ST Real Estate Investment Trusts Index
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
1
2
3
4
5

General Index
General ex-US Index
General Far East Index
General Far East ex-Japan Index
General Singapore Index
General Quoted Index
General Quoted ex-US Index
General Quoted Far East Index
General Quoted Far East ex-Japan Index
General Quoted Singapore Index
250 Index
250 ex-US Index
250 Asia Index
250 Asia ex-Japan Index
250 Asia Pacific Index
250 Asia Pacific ex-Japan Index

GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3
GPR3

250
250
250
250
250
250
250
250
250
250

South-Eastern Asia Index


Singapore Index
REIT Index
REIT ex-US Index
REIT Asia Index
REIT Asia ex-Japan Index
REIT Asia Pacific Index
REIT Asia Pacific ex-Japan Index
REIT South-Eastern Asia Index
REIT Singapore Index

MSCI4 Singapore Standard Index


MSCI4 World Standard Index
S&P5
S&P5
S&P5
S&P5
S&P5
S&P5

BMI Global Index


Global Property Index
Global REIT Index
GIVI Index
Low Beta Developed Index (US Dollar)
Intrinsic Value Weighted Global Index

Dow Jones
Dow Jones
Index
Dow Jones
Dow Jones

Sustainability World Developed Index


Global Select Real Estate Securities
Global Total Stock Market Index
Global Index

European Public Real Estate Association.


National Association of Real Estate Investment Trusts.
Global Property Research.
Morgan Stanley Capital International.
Standard & Poors.

Leading with Confidence | 99

Singapore REIT Sector


OVERVIEW
In 2014, Singapore real estate investment trust (S-REIT) sector was resilient despite the volatile
market condition. The FTSE Straits Times REIT Index appreciated 9.2% in 2014, outperforming the
Straits Times Index which grew 6.2% over the same period. The average distribution yield of S-REITs
increased to 6.4% as at 31 December 2014 from 6.1% as at 31 December 2013. This was
approximately 400 basis points above the Singapore Government 10-year bond yield of 2.3% as at
31 December 2014. Compared to other Asian REITs, S-REITs yield spread was the highest.
Asian REITs Yield Spread
(%)

6.4

Singapore

2.3

6.3

Malaysia

4.1

5.1

Hong Kong

Japan

1.9

3.6
0.3
2.1

Taiwan

1.6

REITs' Weighted Average Distribution Yield

Country

Government 10-Year Bond Yield

Yield Spread (bps)

Singapore

407

Japan

331

Hong Kong

315

Malaysia

223

Taiwan

50

Source: Bloomberg, 31 December 2014.

From a regulatory standpoint, the Monetary Authority of Singapore (MAS) released a consultation
paper in October 2014 with proposals aimed at fostering stronger corporate governance practices,
better aligning the interests of REIT managers and unitholders, as well as providing REITs with more
operational flexibility.
The REIT Association of Singapore (REITAS) which aims to be the representative voice of the S-REIT
industry, was officially launched on 17 November 2014. Since its inception, the association actively
gathered feedback from stakeholders on the MAS consultation paper for greater engagement with
the regulators and has been planning numerous initiatives to promote the industry.
Singapore has established itself as a major Asian hub for real estate investment. In 2014, there were
five new S-REITs and real estate business trusts listed on the Singapore Exchange, with the
introduction of new asset classes with the listing of Keppel DC REIT, which focuses on data centres
100 | CapitaMall Trust Annual Report 2014

and Accordia Golf Trust which focuses on golf courses. IREIT Global, the first S-REIT with a
European-centric investment portfolio was also listed. However, Singapore faces competition from
other regional markets as they are establishing their own REIT and business trust frameworks and will
compete increasingly for listings.
In the United States, there are uncertainties over when and the pace at which the Federal Reserve
will raise the federal funds rate. An increase in the federal funds target rate may influence the
Singapore Government 10-year bond yield and Singapore Interbank Offered Rate (SIBOR) to
increase, and S-REITs may face a corresponding increase in borrowing costs when financing new
acquisitions and refinancing existing debts. To compensate for the higher borrowing costs and
achieve better yields, S-REITs will now have to look at how best to achieve organic growth. In
addition, S-REITs need to re-examine and be more pro-active in their capital management. This would
include scrutinising the hedging policies and debt strategies.
In the 2015 Budget delivered on 23 February 2015, the Singapore Government announced the
following extension or enhancement to the tax concessions for listed REITs:

that the reduced withholding tax of 10.0% on distributions of taxable income to qualifying
non-tax resident non-individual unitholders will continue to apply to distributions made from
1 April 2015 to 31 March 2020 (both dates inclusive);

that the tax exemption on qualifying foreign-sourced income derived from overseas properties
will apply so long as the overseas properties are acquired by a REIT or its wholly-owned
Singapore tax resident subsidiaries on or before 31 March 2020;

that the Goods and Services Tax (GST) concession that allows S-REITs to claim GST incurred on
the setting up of their various tiers of special purpose vehicles (SPVs) that hold overseas
properties, GST incurred by their SPVs on the acquisition and holding of overseas properties,
and GST incurred on qualifying business expenses will continue to apply in respect of GST on
qualifying expenses incurred up to 31 March 2020. In addition, the GST concession will be
enhanced to allow S-REITs to claim GST on business expenses incurred by S-REITs from 1 April
2015 to 31 March 2020 to set up SPVs that are used solely to raise funds for the S-REITs.

The stamp duty remission on the transfer of a Singapore immovable property to a REIT or the transfer
of 100.0% of the issued share capital of a Singapore-incorporated company that holds immovable
properties situated outside Singapore to a REIT will be allowed to lapse after 31 March 2015. Stamp
duty at approximately 3.0% on the consideration or the market value, whichever is the higher, will
have to be paid by a REIT on any contract, agreement or instrument executed on or after 1 April 2015
for the acquisition of immovable property in Singapore.
LOOKING FORWARD
The framework for S-REITs has been continually refined since the public listing of the first S-REIT in
2002. We believe that we will continue to see efforts in strengthening and refining the existing S-REIT
regime as Singapore seeks to stay ahead of the competition.

Leading with Confidence | 101

Sustainability
Environmental, social and governance (ESG) issues are critical to creating a sustainable future for
CMT, our stakeholders and society. By integrating ESG considerations into our operations, we believe
that we can manage our business better and create long-term value for all stakeholders.
Our approach to sustainability incorporates considerations relating to:
Environmental

Effective management of processes to mitigate key


environmental risks

Social

Superior policies and practices to recruit and retain


employees
Improvement of workplace health and safety
Maintenance of strong community relations

Governance

Integrity in all aspects and commitment to the highest


standards of good governance, transparency and
accountability

Since September 2007, CMT has been a constituent of FTSE4Good Global Index, which was
designed to facilitate investment in companies that meet globally recognised corporate responsibility
standards.
To shape our understanding of the ESG issues that we must address in our everyday business, we
continually keep abreast of developments in our industry and engage our stakeholders. We cultivate
our stakeholder relationships through regular and systematically planned forms of dialogue such as
conferences, workshops, roadshows and surveys and sometimes, through informal ways as well.
Stakeholder Engagement
Stakeholders and
Why We Engage
Shoppers

To understand our
shoppers needs and
improve the appeal of
CMTs malls

Issues/Interests

How We Engage
(Examples)

Shopping malls with


family-friendly facilities
Easy access to public
transport
Greater convenience to
enhance shopping
experience

Opening of new shops


or malls
Learn from successful
companies
Knowledge sharing

Tenants

To understand our
tenants needs and
concerns as well as help
drive shopper traffic to
their stores

102 | CapitaMall Trust Annual Report 2014

Advertisements and
promotional events
Focus groups and
surveys
Online and mobile
platforms
Social media
Loyalty programmes
Informal tenant
gatherings
Biz+ Series events
Joint promotions and
partnerships
Retailer forums

Stakeholders and
Why We Engage
Investors

To create an informed
perception of CMT,
manage investors
expectations and
promote a positive
investment environment

Issues/Interests

Business performance
Business expectations
and strategy
Economic, social and
environmental concerns

How We Engage
(Examples)

Employees

To develop employees to
achieve their optimal
levels, align their
personal goals with
company performance
and create a positive
work environment for
them

Communicating business
strategy and
developments
Reward and recognition
Training and
development
Employee wellness

Community

To contribute to the
communities in which we
operate

Philanthropy
Environment

Annual general meetings


SGXNet announcements
Annual reports, results
briefings to analysts and
media, webcasts
Website updates
Roadshows, conferences
and meetings
Tours of CMTs malls
Intranet, emails, staff
communication and
informal breakfast
sessions
Recreational and team
building activities
Employee engagement
surveys
Performance appraisals
Employee volunteerism
Donations to non-profit
organisations
Management of
environmental, social and
governance issues

ENVIRONMENT
To ensure that our actions in operating CMTs malls are environmentally friendly and that we follow
green practices in the office, we have adopted an Environmental Management System (EMS) which
was certified to the ISO 14001 international standards in 2007. ISO 14001 is an internationally
recognised standard for the environmental management of businesses. We review new or update
existing legal requirements for the EMS every quarter and evaluate compliance annually. In 2014, we
complied fully with the environmental laws and regulations in Singapore and there was no
environmental non-conformance.
As part of the CapitaLand group, we adhere to the groups Green Buildings Guidelines (GBG) which
is an in-house guide developed since 2007 and regularly reviewed to ensure continual improvement.
We strive to implement the GBG at all stages of a development project, from feasibility, design,
procurement and construction to operations.
The GBG includes an Environmental Impact Assessment (EIA) which is carried out during the
feasibility stage of any development project. The EIA helps to identify any environmental threats or
opportunities related to the project site and its surroundings, including aspects such as air quality,
noise, possible floods, biodiversity, connectivity, heritage and resources. All significant findings of
the EIA and their cost implications have to be tabled as part of the investment project paper
submitted to the Board of Directors for approval. At the procurement stage, in accordance with the

Leading with Confidence | 103

Sustainability
GBG, all main contractors appointed for projects with a gross floor area of at least 2,000 square
metres, have to be ISO 14001 and Occupational Health & Safety Assessment Series (OHSAS) 18001
certified or they have to implement Environmental, Health and Safety (EHS) measures on site to
comply fully with EHS legislations equivalent. The OHSAS 18001 is an internationally recognised
standard for the occupational health and safety management of businesses.
We use an Environmental Tracking System (ETS), developed in-house by CapitaLand, to track the
monthly energy and water usage, carbon dioxide emission and waste generation for CMTs malls.
This ETS is audited annually by CapitaLands Technical Services Unit.
Our long-term energy and water reduction targets (using 2008 as base year) are:

To reduce energy and water usage by 15.0% by 2015


To reduce energy and water usage by 20.0% by 2020

In 2014, we managed to further reduce our energy and water consumptions, as well as carbon
dioxide emissions.
Energy, Water and Carbon Dioxide Emission
2008

2009

2010

2011

2012

2013

2014

20.56

20.24

19.84

18.51

16.96

17.77

16.63

(10.0)

(17.5)

(13.6)

(19.1)

Energy
EEI kWh/m 2/mth
% change against 2008

(1.6)

(3.5)

Water
WEI m 3/m 2/mth 1
% change against 2008

0.217

0.183

0.193

0.189

0.177

0.159

0.137

(15.9)

(11.2)

(14.1)

(18.4)

(26.7)

(36.8)

9.11

8.93

8.33

7.64

8.87

7.48

(15.8)

(17.4)

(23.0)

(29.3)

(17.9)

(30.8)

Carbon Dioxide Emission


kg/m 2/mth
% change against 2008

10.81

EEI: Energy Efficiency Index


kWh/m2/mth: kilowatts-hour per square metre per month
WEI: Water Efficiency Index
m3/m2/mth: cubic metre per square metre per month
kg/m2/mth: kilogramme per square metre per month
1

After adjusting for shopper traffic count using 2008 as base year.

Green Initiatives
All CMTs malls marked Earth Hour by switching off their facade lights and non-essential lighting for
extended hours throughout the night, beginning at 8.30 p.m. on 29 March 2014. This was the seventh
year that we participated in this annual global sustainability movement to promote awareness of
energy conservation.
As part of our effort to reduce waste, Funan DigitaLife Mall launched an e-waste recycling
programme in May 2014 with the support of the National Environment Agency. This recycling
programme allows eco-conscious consumers to dispose their e-waste properly in a central location.

104 | CapitaMall Trust Annual Report 2014

Members of the public can drop off their e-waste, such as computers, printers, mobile phones and
home appliances, at the malls customer service counter during operating hours. The e-waste
collected at the mall will be handled by local e-waste specialist Cimelia Resource Recovery, which
operates a dedicated recycling facility in Tuas that recycles 100.0% of e-waste collected.
Green Awards Achieved To Date
As at 31 December 2014, 11 CMTs malls have garnered Green Mark awards from the Building and
Construction Authority (BCA). The BCA Green Mark was introduced in January 2005. It is a scheme
that assesses the environmental performance and impact of buildings and promotes energy
efficiency, water savings, a healthier indoor environment and waste reduction.
Property

Award Category

Year of Award

Bugis Junction

Platinum

2014

Westgate

Platinum

2013

Bugis+

Platinum

2012

Junction 8

Platinum

2012

Tampines Mall

Gold

2014

Raffles City Singapore

Gold

2014

Bukit Panjang Plaza

Gold

2012

Plaza Singapura

Gold

2012

Lot One Shoppers Mall

Gold

2012

Sembawang Shopping Centre

Gold

2012

The Atrium@Orchard (Retail)

Gold

2011

Health and Safety


We have a duty of care to ensure occupational health and safety of all employees and monitor our
operations to ensure safety risks are controlled.
We have adopted an Occupational Health and Safety (OHS) Management System which was certified
to OHSAS 18001 international standards in 2009. The OHS Management System is audited by a third
party accredited certification body.
Our OHS objectives are:

Zero incidents resulting in staff permanent disability or fatality


All main contractors for major projects have to be OHSAS 18001 certified (or equivalent).

We complied fully with local OHS laws and regulations in 2014. During the year, we reported zero staff
work-related permanent disability or fatality. All the main contractors that we appointed in 2014 were
OHSAS 18001 certified.
In line with CapitaLands policy to select contractors and suppliers who are committed to high
environmental and occupational safety standards, the majority of our vendors and service providers
are certified bizSAFE Level 3 and above.

Leading with Confidence | 105

Sustainability
For CMTs malls, we strive to mitigate key OHS hazards in facilities, operations and contractor
management. For instance, service providers such as cleaning companies need to submit material
safety data sheets to show that materials used are approved by authorities for use in Singapore. At
our corporate office, OHS issues guidelines that include office ergonomics, safety issues and general
employees well-being.
SHOWCASE OF A GREEN BUILDING: BUGIS JUNCTION
Bugis Junction is part of an integrated development situated on Victoria Street and directly above the
Bugis Mass Rapid Transit (MRT) Station. It is located in the heart of Singapores civic and cultural
district.
Bugis Junction is a four-storey shopping mall that is connected to a 15-storey office tower. The
integrated development achieved a Green Mark Platinum award from BCA in 2014 for bringing green
and sustainability programmes under one roof, creating awareness and offering intangible benefits
such as enhanced user comfort and setting a benchmark for integrated developments.
Examples of environmental features at the integrated development include:

Estimated energy savings: 5,804,205 kWh/year


Estimated water savings: 1,072 m 3/year
Chiller plant system with estimated efficiency of 0.6 KW/tonne
Green initiatives with Go Green Committee including lamp recycling, tenant-centric sustainable
programmes (such as recycling of paper, aluminium cans, toner and printer cartridges, mobile
phones, books, spectacles), organising lunch talks on green, sustainability and environment as
well as use of compost recycling for horticulture waste
Maximum use of natural light such as sky atrium in the shopping mall
Use of renewable energy with the installation of solar panels
Installation of private water meters to monitor major water usage

COMMUNITY INVOLVEMENT
Heritage and Arts
Lot One Shoppers Mall hosted The Choa Chu Kang Got Talent Search in May and June 2014. This
talent search provided the platform for residents of Choa Chu Kang to showcase their talents. During
the audition and finals, there were many talents from the neighbourhood.
In June 2014, MediaCorp Oli 96.8FM unveiled its new logo at Bukit Panjang Plaza with a series of
spectacular song and dance stage performances fronted by popular Oli DJs and Vasantham artistes
to the delight of the Indian community.
At Westgate, the National Gallery Singapore commemorated Singapores 50 years of independence
with the Portraits of the People, a travelling community engagement programme, where
Singaporeans are called upon to contribute their personal reflections on the National Pledge and
provide a self-portrait sketch as a unique signature to affirm their response.
Care for Animals
The Heart for Animals event at Lot One Shoppers Mall in June 2014 featured many fun
family-friendly activities. Organised by Republic Polytechnic and supported by the Agri-Food &
Veterinary Authority of Singapore, the event aimed to promote responsible pet ownership and family
bonding in Singapore. Pets such as dogs, cats and rabbits were brought in by various animal welfare
organisations including the Society for the Prevention of Cruelty to Animals.

106 | CapitaMall Trust Annual Report 2014

Health and Well-being


Lot One Shoppers Mall, together with the Health Promotion Board, hosted aerobics sessions every
first and last Tuesday of the month. The hour-long workout sessions offered fun exercises for
shoppers to tone up and get their hearts pumping.
Bukit Panjang Plaza hosted a myriad of activities at the Garden Plaza that benefitted the community
and added vibrancy to the mall. Besides the regular Qigong, Dance Fit and Line Dance cum
Jamming sessions by North West Community Development Council and Senja-Cashew Community
Club, the mall also worked closely with other organisations to organise events. In May 2014, the
Health Promotion Board held the Million Kg Challenge event that aims to help Singaporeans lose one
million kilogrammes collectively. In conjunction with this challenge, celebrity artiste Patricia Mok,
hosted a two-day event that featured aerobic dance workouts, as well as useful tips on healthy living
through fun activities and interactive games.
Youth Support
Delta League is an island-wide youth engagement programme jointly organised by the Singapore
Police Force and National Crime Prevention Council. Delta League held the flag off of the Community
Day at JCube with their community partners and representatives from the Football Association of
Singapore. Delta League used the ubiquitous football as a key platform to keep youths meaningfully
occupied and away from crime.
My Schoolbag Programme
CapitaLands key annual corporate social responsibility programme My Schoolbag continued to
reach out to the community in 2014. Together with five Community Development Councils, student
and staff volunteers, we reached out to children from low-income families. The programme was held
at Junction 8, Lot One Shoppers Mall and Westgate, as well as two CapitaLands malls (Bedok Mall
and The Star Vista). Each child was given a school bag and was accompanied by volunteers to shop
for stationery, school shoes and daily necessities at participating tenants. In 2014, this meaningful
programme benefitted 1,000 underprivileged children in Singapore.
PROGRAMMES FOR TENANTS
Initiated in 2006, the Biz+ Series is a tenant engagement programme comprising seminars,
workshops and networking sessions which are organised with the aim to add value to our tenants
businesses and partner their growth. In 2014, we conducted three Biz+ Series seminars and our third
CEO Breakfast Roundtable for our tenants. These well received events were good platforms for
networking and knowledge sharing of the current industry trends. The topics were centred on service
excellence and improving productivity to help tenants expand knowledge and address challenges in
the retail industry.

Leading with Confidence | 107

People & Talent Management


As an externally managed real estate investment trust, CMT has no employees and is managed by
CapitaMall Trust Management Limited (CMTML), which is an indirect wholly-owned subsidiary of
CapitaLand Limited.
We adopt an integrated human capital strategy to recruit, develop and motivate employees because
we recognise that people are our greatest asset and they contribute to the success of our business.
TALENT MANAGEMENT
We actively seek innovative, dynamic and talented employees both internally and externally to
strengthen our bench strength and to support our growth in Singapore. As part of our talent
management strategy, talents are recruited at different points in their careers, from fresh graduates
to young, mid-career professionals and industry veterans. We continually build our management
bench strengths through identification of high potential talents as part of the regular succession
planning process.
At the core of our development plan is a systematic programme for all new hires to learn more about
our business operations, strategies, core values and management philosophy. All employees also
undergo an annual performance review where they can openly discuss their performance and future
aspirations with their supervisors. They broach topics such as possible career moves and
recommended training plans.
We believe in talent cross-fertilisation and leverage on CapitaLands Human Resource function to
build people. As part of career development, employees are given opportunities to rotate to different
properties, functions, cities or countries within CapitaLands portfolio.
COMPETITIVE COMPENSATION & BENEFITS
We offer all employees comprehensive and competitive remuneration packages. These include
short-term cash bonus and long-term equity-based reward plans such as restricted share and
performance share programmes. Such equity-based reward plans help to strengthen the link
between reward and performance, as well as to retain talent.
All employees receive staff benefits including a flexible benefits plan and leave entitlements for
maternity, paternity and volunteer reasons. We recognise that employees have diverse needs, and a
flexible benefits plan enables staff to complement their personal medical and insurance needs with
those provided by the company. Employees can thus customise their benefits for themselves and
their families.
To ensure that we can continue to attract and retain talent, we regularly engage external human
resource consultants to benchmark our compensation and benefits packages against other peers
and industries in Singapore. We also constantly seek innovations in our compensation strategies for
staff.
DEVELOPING OUR PEOPLE
In line with our belief that continual learning is a fundamental building block of growth, we offer
comprehensive training and development programmes for employees to acquire relevant knowledge
and skills to achieve business excellence.
In 2014, about 3.0% of our annual payroll was allocated for programmes relating to employee
learning and growth. We already have in place training roadmaps and a wide variety of courses,
ranging from project financing and real estate to soft skill subjects such as communications and
presentation skills. Staff have direct access to a year-long training calendar, which comprises a

108 | CapitaMall Trust Annual Report 2014

series of pre-evaluated training courses, via CapitaLands intranet. In addition, we have established
an online learning platform which offers more than 400 programmes, to encourage staff to learn
continually and offer them wider choices in terms of courses.
In 2014, staff clocked an average of 52 training hours per employee, which was well above the
recommended industry guide of 40 hours. Approximately 98.1% of staff attended at least one training
event. We encourage employees to upgrade themselves by attending courses or obtaining
professional qualifications relevant to their work. Employees are granted paid examination leave for
their studies. For full-time staff, examination leave is up to 10 days per calendar year.
Throughout the year, our employees also participated in study visits to overseas malls in China and
Malaysia to network and gain insights to interesting retail concepts outside Singapore.
For members of the senior management team with proven track records and leadership potential, we
partner with CapitaLand Institute of Management and Business (CLIMB) to provide leadership and
management programmes to sharpen their management, leadership and business skills.
ENGAGING OUR PEOPLE
We believe it is important to integrate and engage staff across Singapore through regular
communication. Staff communication sessions by senior management are conducted at least twice
a year. During these staff communication sessions, information on financial results and key business
focus are shared with employees. These sessions include a question and answer session, where
employees can ask questions and management seeks to gather feedback from them.
The CapitaLands intranet is a valuable platform for employees to find out the details of employment
terms, benefits, human resource policies and practices including the whistle-blowing policy, as well
as ethics and code of business conduct policies. CapitaLand also publishes an e-newsletter
iConnect to provide quarterly updates to employees on the latest development within CapitaLand,
including highlights of the staff communication sessions, key strategies and shareholder
engagement efforts.
We regularly organise recreational, team building events and brainstorming workshops to reinforce
organisational cohesiveness as part of our concerted efforts to engage our workforce. In 2014,
activities such as complimentary health screenings, free flu vaccinations and health-related activities
were organised to encourage a well-balanced and healthy lifestyle among employees. Recreational
activities also included a family day and an annual dinner and dance party.
We also supported annual national campaign Eat with Your Family Day in May 2014 by giving
employees time off to leave offices earlier to dine with their families.
To provide our employees with a better work-life balance, we have a flexible work arrangement policy
which permits flexible working hours, working from home or part-time work arrangements.
PROMOTING FAIRNESS AND DIVERSITY
We define our human resource policy on equal opportunities and fair employment practices and all
job applicants are treated fairly regardless of ethnicity, age or gender. As part of the CapitaLand
group, we adhere to the groups policies on non-discriminatory employment practices. CapitaLand
has signed the Employers Pledge for Fair Employment Practices with The Tripartite Alliance for Fair
Employment Practices and also upholds the spirit of international human rights conventions, such as
the Universal Declaration of Human Rights and the International Labour Organisation Conventions,
against discrimination in any form and coerced labour.

Leading with Confidence | 109

People & Talent Management


In 2014, 65.5% of our workforce was between the age of 30 and 50, 23.1% less than 30 years old and
11.4% more than 50 years old. Over 63.0% of the employees hold tertiary qualifications and above
(this includes holders of diploma, and bachelors and masters degree qualifications).
Our workforce comprises an almost equal proportion of male and female employees. The female
employees are well represented at the middle and senior management levels. For the past three
years, more than half of the managerial employees were female. In 2014, about 62.0% of senior
management, comprising those at Vice President level and above, were female.

110 | CapitaMall Trust Annual Report 2014

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Portfolio Summary
Tampines Mall

Junction 81

Funan DigitaLife
Mall

IMM
Building

Plaza Singapura

Bugis Junction

Sembawang
Shopping Centre

Rivervale Mall

JCube

Raffles City
Singapore

Lot One
Shoppers Mall

Bukit Panjang
Plaza

The Atrium@
Orchard

Clarke Quay

Bugis+

Westgate2

Gross Floor Area


(sq ft)

506,321

376,298

482,097

1,426,504

757,031

577,546

206,087

109,243

316,815

3,449,727

326,152

247,545

576,972

367,318

320,044

593,928

Net Lettable Area


(NLA) (sq ft)

355,310

252,712

298,716

Retail: 422,819
Non-Retail:
529,697
Total: 952,516

482,784

397,016

142,596

81,159

205,509

Retail: 420,383
Office: 381,006
Total: 801,389

219,830

163,323

Retail: 137,061
Office: 252,308
Total: 389,369

291,165

214,239

408,339

Number of Leases

174

183

185

600

246

243

73

65

181

275

157

118

102

71

96

252

Car Park Lots

637

305

338

1,324

695

648

165

178

341

1,045

324

332

127

424

325

600

Title

Leasehold tenure
of 99 years with
effect from
1 September 1992

Leasehold tenure
of 99 years with
effect from
1 September 1991

Leasehold tenure
of 99 years with
effect from
12 December
1979

Leasehold tenure
of 30 + 30 years
with effect from
23 January 1989

Freehold

Leasehold tenure
of 99 years with
effect from
10 September
1990

Leasehold tenure
of 999 years with
effect from 26
March 1885

Leasehold
tenure of
99 years with
effect from
6 December
1997

Leasehold
tenure of
99 years
with effect from
1 March 1991

Leasehold tenure
of 99 years with
effect from
16 July 1979

Leasehold
tenure of
99 years with
effect from
1 December
1993

Leasehold
tenure of
99 years with
effect from
1 December
1994

Leasehold
tenure of 99
years with effect
from 15 August
2008

Leasehold
tenure of
99 years with
effect from
13 January 1990

Leasehold
tenure of
60 years with
effect from
30 September
2005

Leasehold tenure
of 99 years with
effect from
29 August 2011

Acquisition Year

2002

2002

2002

2003

2004

2005

2005

2007

2005

2006

2007

2007

2008

2010

2011

20113

Purchase Price
(S$ million)

409.0

295.0

191.0

247.4

710.0

605.8

78.0

65.2

68.0

2,166.0
(100.00%)
866.4
(40.00% interest)

243.8

161.3

839.8

268.0

295.0

969.0
(100.00%)
290.7
(30.00% interest)

Market Valuation
(S$ million)

922.0

662.0

361.0

603.0

1,223.0

951.0

106.0

116.0

335.0

3,109.5
(100.00%)
1,243.8
(40.00% interest)

503.0

292.0

728.0

371.0

337.0

1,094.0
(100.00%)
328.2
(30.00% interest)

As % of Portfolio
Valuation

10.1%

7.3%

4.0%

6.6%

13.5%

10.5%

1.2%

1.3%

3.7%

13.7%

5.5%

3.2%

8.0%

4.1%

3.7%

3.6%

Gross Revenue
(S$ million)

74.8

57.2

33.5

76.7

88.9

79.0

<

23.9

>

32.1

93.0
(40.00% interest)

42.7

26.4

52.4

38.6

32.7

22.3
(30.00% interest)

Net Property
Income
(S$ million)

55.0

40.7

21.7

50.3

66.6

53.9

<

14.4

>

15.9

68.1
(40.00% interest)

29.5

17.1

37.8

23.1

22.4

13.6
(30.00% interest)

Committed
Occupancy

99.5%

100.0%

97.9%

Retail: 96.0%
Non-retail: 96.6%
Total: 96.3%

100.0%

100.0%

100.0%

100.0%

96.0%

Retail: 100.0%
Office: 100.0%
Total: 100.0%

100.0%

100.0%

Retail: 99.6%
Office: 100.0%
Total: 99.9%

95.9%

100.0%

97.7%

Annual Shopper
Traffic (million)

25.6

31.2

7.8

15.2

24.7

40.5

4.9

9.9

13.3

34.4

17.0

13.0

25.4

12.1

21.1

33.8

Key Tenants
(by gross rental
income)

NTUC, Isetan,
Golden Village,
Kopitiam,
McDonalds

BHG, NTUC, Best


Denki, Golden
Village, Wing Tai
Clothing

Challenger,
Newstead
Technologies,
Pertama
Merchandising,
Auric Pacific, Cold
Storage

Cold Storage, Best


Denki, Kopitiam,
Daiso, Teck Kee
Management
Pte Ltd

Robinson & Co,


Golden Village,
Cold Storage,
StarHub, Spotlight

BHG, Wing Tai


Clothing, Auric
Pacific, Cold
Storage, TKA
Amusement

Cold Storage,
Yamaha, Daiso,
Auric Pacific,
Esprit

NTUC, Daiso,
McDonalds,
United
Overseas Bank,
Nihon Mura

Cold Storage,
Shaw Theatre,
Kopitiam,
Watami,
McDonalds

Robinson & Co,


Wing Tai
Clothing, Jay Gee
Enterprises,
Minor Food
Group, Auric
Pacific

NTUC, Auric
Pacific, BHG,
Courts, Euro
Group

NTUC,
Kopitiam,
KFC/Pizza Hut,
McDonalds,
Cold Storage

Temasek
Holdings, F J
Benjamin, Wing
Tai Clothing,
Auric Pacific,
Fullerton Fund
Mgt

Luminox, The
Quayside
Group,
Shanghai Dolly,
Katrina
Holdings, Attica

Jay Gee
Enterprises,
Hansfort
Investments,
Wing Tai
Clothing, RSH
Singapore Pte
Ltd, Komars
Management
Pte Ltd

Isetan, BreadTalk,
Courts, Samsung,
Fashion Retail
Pte. Ltd.

N.A.: Not Applicable.

Excludes Community / Sports Facilities Scheme (CSFS) space for gross floor area, NLA and committed occupancy.

Data as at 31 December 2014.

All information (except the purchase price) reflect only the retail component of the integrated development. The purchase price reflects the total
land price of the integrated retail and office development.

Refers to the year in which the development site was acquired.

Gross Revenue, Net Property Income and Annual Shopper Traffic figures were for the year ended 31 December 2014.

112 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 113

PORTFOLIO SUMMARY
Tampines Mall

Junction 81

Funan DigitaLife
Mall

IMM
Building

Plaza Singapura

Bugis Junction

Sembawang
Shopping Centre

Rivervale Mall

JCube

Raffles City
Singapore

Lot One
Shoppers Mall

Bukit Panjang
Plaza

The Atrium@
Orchard

Clarke Quay

Bugis+

Westgate2

Gross Floor Area


(sq ft)

506,321

376,298

482,097

1,426,504

757,031

577,546

206,087

109,243

316,815

3,449,727

326,152

247,545

576,972

367,318

320,044

593,928

Net Lettable Area


(NLA) (sq ft)

355,310

252,712

298,716

Retail: 422,819
Non-Retail:
529,697
Total: 952,516

482,784

397,016

142,596

81,159

205,509

Retail: 420,383
Office: 381,006
Total: 801,389

219,830

163,323

Retail: 137,061
Office: 252,308
Total: 389,369

291,165

214,239

408,339

Number of Leases

174

183

185

600

246

243

73

65

181

275

157

118

102

71

96

252

Car Park Lots

637

305

338

1,324

695

648

165

178

341

1,045

324

332

127

424

325

600

Title

Leasehold tenure
of 99 years with
effect from
1 September 1992

Leasehold tenure
of 99 years with
effect from
1 September 1991

Leasehold tenure
of 99 years with
effect from
12 December
1979

Leasehold tenure
of 30 + 30 years
with effect from
23 January 1989

Freehold

Leasehold tenure
of 99 years with
effect from
10 September
1990

Leasehold tenure
of 999 years with
effect from 26
March 1885

Leasehold
tenure of
99 years with
effect from
6 December
1997

Leasehold
tenure of
99 years
with effect from
1 March 1991

Leasehold tenure
of 99 years with
effect from
16 July 1979

Leasehold
tenure of
99 years with
effect from
1 December
1993

Leasehold
tenure of
99 years with
effect from
1 December
1994

Leasehold
tenure of 99
years with effect
from 15 August
2008

Leasehold
tenure of
99 years with
effect from
13 January 1990

Leasehold
tenure of
60 years with
effect from
30 September
2005

Leasehold tenure
of 99 years with
effect from
29 August 2011

Acquisition Year

2002

2002

2002

2003

2004

2005

2005

2007

2005

2006

2007

2007

2008

2010

2011

20113

Purchase Price
(S$ million)

409.0

295.0

191.0

247.4

710.0

605.8

78.0

65.2

68.0

2,166.0
(100.00%)
866.4
(40.00% interest)

243.8

161.3

839.8

268.0

295.0

969.0
(100.00%)
290.7
(30.00% interest)

Market Valuation
(S$ million)

922.0

662.0

361.0

603.0

1,223.0

951.0

106.0

116.0

335.0

3,109.5
(100.00%)
1,243.8
(40.00% interest)

503.0

292.0

728.0

371.0

337.0

1,094.0
(100.00%)
328.2
(30.00% interest)

As % of Portfolio
Valuation

10.1%

7.3%

4.0%

6.6%

13.5%

10.5%

1.2%

1.3%

3.7%

13.7%

5.5%

3.2%

8.0%

4.1%

3.7%

3.6%

Gross Revenue
(S$ million)

74.8

57.2

33.5

76.7

88.9

79.0

<

23.9

>

32.1

93.0
(40.00% interest)

42.7

26.4

52.4

38.6

32.7

22.3
(30.00% interest)

Net Property
Income
(S$ million)

55.0

40.7

21.7

50.3

66.6

53.9

<

14.4

>

15.9

68.1
(40.00% interest)

29.5

17.1

37.8

23.1

22.4

13.6
(30.00% interest)

Committed
Occupancy

99.5%

100.0%

97.9%

Retail: 96.0%
Non-retail: 96.6%
Total: 96.3%

100.0%

100.0%

100.0%

100.0%

96.0%

Retail: 100.0%
Office: 100.0%
Total: 100.0%

100.0%

100.0%

Retail: 99.6%
Office: 100.0%
Total: 99.9%

95.9%

100.0%

97.7%

Annual Shopper
Traffic (million)

25.6

31.2

7.8

15.2

24.7

40.5

4.9

9.9

13.3

34.4

17.0

13.0

25.4

12.1

21.1

33.8

Key Tenants
(by gross rental
income)

NTUC, Isetan,
Golden Village,
Kopitiam,
McDonalds

BHG, NTUC, Best


Denki, Golden
Village, Wing Tai
Clothing

Challenger,
Newstead
Technologies,
Pertama
Merchandising,
Auric Pacific, Cold
Storage

Cold Storage, Best


Denki, Kopitiam,
Daiso, Teck Kee
Management
Pte Ltd

Robinson & Co,


Golden Village,
Cold Storage,
StarHub, Spotlight

BHG, Wing Tai


Clothing, Auric
Pacific, Cold
Storage, TKA
Amusement

Cold Storage,
Yamaha, Daiso,
Auric Pacific,
Esprit

NTUC, Daiso,
McDonalds,
United
Overseas Bank,
Nihon Mura

Cold Storage,
Shaw Theatre,
Kopitiam,
Watami,
McDonalds

Robinson & Co,


Wing Tai
Clothing, Jay Gee
Enterprises,
Minor Food
Group, Auric
Pacific

NTUC, Auric
Pacific, BHG,
Courts, Euro
Group

NTUC,
Kopitiam,
KFC/Pizza Hut,
McDonalds,
Cold Storage

Temasek
Holdings, F J
Benjamin, Wing
Tai Clothing,
Auric Pacific,
Fullerton Fund
Mgt

Luminox, The
Quayside
Group,
Shanghai Dolly,
Katrina
Holdings, Attica

Jay Gee
Enterprises,
Hansfort
Investments,
Wing Tai
Clothing, RSH
Singapore Pte
Ltd, Komars
Management
Pte Ltd

Isetan, BreadTalk,
Courts, Samsung,
Fashion Retail
Pte. Ltd.

N.A.: Not Applicable.

Excludes Community / Sports Facilities Scheme (CSFS) space for gross floor area, NLA and committed occupancy.

Data as at 31 December 2014.

All information (except the purchase price) reflect only the retail component of the integrated development. The purchase price reflects the total
land price of the integrated retail and office development.

Refers to the year in which the development site was acquired.

Gross Revenue, Net Property Income and Annual Shopper Traffic figures were for the year ended 31 December 2014.

112 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 113

Portfolio Details
TAMPINES MALL
Located in the densely populated residential area of Tampines, Tampines Mall is one of Singapores
leading suburban malls. It is conveniently situated within the Tampines Regional Centre, the first and
most developed regional centre in Singapore, and accessible via the Tampines Mass Rapid Transit
(MRT) Station and bus interchange. To meet the needs of middle-income consumers living and
working around the bustling Tampines Regional Centre, Tampines Mall provides a wide variety of
shopping, dining and entertainment options for families, professionals and young adults.
In 2014, Tampines Mall commenced its asset enhancement initiatives (AEI) which includes
converting its Level 5 roof area into new leasable space to house enrichment schools and
educational tenants, and reconfiguring levels 2 and 3 to enhance the fashion offerings. There will also
be rejuvenation works including a new facade and covered walkway from Tampines MRT Station. The
AEI is expected to be completed in the fourth quarter of 2015. This will bring about an improvement
to the overall aesthetics of the mall and add variety to the existing trade mix with a new education
hub on Level 5.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
38.9
35.0

34.2

30.7

19.9

22.0

10.5

8.8
0.0

2015
% of total Net Lettable Area

2016

2017

2018

0.0

2019 & beyond

% of total Gross Rental Income

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage
Beauty & Health
Fashion
Services
Gifts / Toys & Hobbies / Books / Sporting Goods
Jewellery & Watches
Supermarket
Department Store
Shoes & Bags
Leisure & Entertainment / Music & Video
Information Technology
Electrical & Electronics
Education
Total
1
2

Based on committed leases.


Excludes gross turnover rent.

114 | CapitaMall Trust Annual Report 2014

30.1
11.3
10.5
8.2
7.2
6.5
5.9
5.4
4.4
3.9
2.3
2.2
2.1
100.0

JUNCTION 8
Junction 8 is located in the densely populated residential area of Bishan, being well served by the
Bishan MRT Interchange Station and bus interchange. It extends its reach well beyond its immediate
vicinity. As the only shopping mall in Bishan, Junction 8 is positioned as a one-stop shopping, dining
and entertainment destination catering to the needs of residents from the surrounding estates, office
workers in the area and students from nearby schools.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
38.3

28.8

26.4

26.2

28.0

18.9
14.6
9.3
5.5

4.0

2015
% of total Net Lettable Area

2016

2017

2018

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income 2
Food & Beverage

27.0

Fashion

15.5

Beauty & Health

11.9

Services

6.8

Gifts / Toys & Hobbies / Books / Sporting Goods

6.0

Department Store

5.4

Leisure & Entertainment / Music & Video

5.4

Supermarket

5.4

Electrical & Electronics

4.6

Shoes & Bags

3.4

Jewellery & Watches

3.1

Information Technology

2.3

Office

1.6

Houseware & Furnishings

1.1

Education

0.5

Total
1
2

100.0

Based on committed leases.


Excludes gross turnover rent.

Leading with Confidence | 115

Portfolio Details
FUNAN DIGITALIFE MALL
Funan DigitaLife Mall (Funan) enjoys an excellent location in the downtown core and tourist belt of
Singapore. Located in the heart of the citys Civic and Cultural District, it is within walking distance
of the City Hall MRT Interchange Station and the Clarke Quay MRT Station, which places it in close
proximity to the riverside dining and entertainment precincts such as Clarke Quay.
Funan is one of Singapores choice destination in Singapore for information technology, gaming,
digital and lifestyle products. Coupled with a unique mix of reputable retailers that offer genuine
products and quality customer service, Funan has established itself as a household name for digital
and lifestyle products among Singaporeans and tourists alike.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
39.4
28.9

30.2

33.1
25.8
20.2
11.5

10.9

0.0
2015
% of total Net Lettable Area

2016

2017

2018

0.0

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Information Technology
Food & Beverage
Electrical & Electronics
Beauty & Health
Gifts / Toys & Hobbies / Books / Sporting Goods
Services
Houseware & Furnishings
Education
Shoes & Bags
Leisure & Entertainment / Music & Video
Jewellery & Watches
Supermarket
Fashion
Total
1
2

Based on committed leases.


Excludes gross turnover rent.

116 | CapitaMall Trust Annual Report 2014

35.8
16.8
12.8
9.3
6.8
5.5
4.0
3.3
2.1
1.2
1.1
1.0
0.3
100.0

IMM BUILDING
IMM Building (IMM) is located in the west of Singapore, within walking distance of the Jurong East MRT
Interchange Station and bus interchange. Besides its proximity to the surrounding residential estates,
IMM is close to major office and industrial developments. Shoppers to IMM enjoy the convenience of free
shuttle bus services that ply between the mall, JCube and Westgate.
IMM completed phase one of its repositioning exercise in mid-2013 as a value-focused mall. It is
currently the largest outlet mall in Singapore. To enhance the outlet shopping experience, IMM is
undergoing phase two of this repositioning exercise to further increase the number of outlet stores.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
38.4
33.2

34.4

28.1
25.0
19.5
12.8
6.1
1.6

0.9
2015
% of total Net Lettable Area

2016

2017

2018

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage

19.2

Warehouse / Office

16.6

Houseware & Furnishings

14.7

Fashion

8.7

Supermarket

7.0

Electrical & Electronics

6.0

Services

5.7

Beauty & Health

5.6

Gifts / Toys & Hobbies / Books / Sporting Goods

5.5

Shoes & Bags

4.4

Jewellery & Watches

3.5

Department Store

1.5

Information Technology

1.1

Leisure & Entertainment / Music & Video

0.5

Total
1
2

100.0

Based on committed leases.


Excludes gross turnover rent.

Leading with Confidence | 117

Portfolio Details
PLAZA SINGAPURA
Plaza Singapura is located along Orchard Road, Singapores main shopping belt, and in the Civic
and Cultural District. The mall boasts a direct Basement 2 link to the Dhoby Ghaut MRT Interchange
Station, which connects three MRT lines the North South Line, the North East Line and the Circle
Line.
The malls broad-based positioning, coupled with its wide range of consumer goods and services to
cater to the needs of families and friends, allows it to attract a wide range of shoppers from all over
Singapore. Plaza Singapura is seamlessly connected to the retail podium of The Atrium@Orchard via
internal walkways on levels 1, 3 and 4.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
31.1

30.3

31.0

27.6
24.2

24.4
19.4

9.4

1.7

0.9
2015
% of total Net Lettable Area

2016

2017

2018

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage
Beauty & Health
Fashion
Services
Department Store
Shoes & Bags
Gifts / Toys & Hobbies / Books / Sporting Goods
Houseware & Furnishings
Leisure & Entertainment / Music & Video
Supermarket
Jewellery & Watches
Education
Information Technology
Electrical & Electronics
Total
1
2

Based on committed leases.


Excludes gross turnover rent.

118 | CapitaMall Trust Annual Report 2014

22.9
11.5
10.7
9.6
8.2
7.9
6.7
6.0
5.5
3.9
3.1
2.5
0.9
0.6
100.0

BUGIS JUNCTION
Located in the heart of Singapores Civic and Cultural District, Bugis Junction enjoys direct
connectivity to the Bugis MRT Interchange Station from the basement level, and is well served by
major public bus routes. In line with its close proximity to the Singapore Management University,
LASALLE College of the Arts and School of the Arts, Bugis Junction is positioned as a modern fashion
destination mall with exciting dining choices for young adults and professionals. Bugis Junction also
has Singapores first and only air-conditioned sky-lit shopping streets flanked by charming historic
shophouses, representing a showcase of new and old-world integration.
Bugis Junction is directly connected by an overhead link-bridge to Bugis+. The integration of the two malls
further strengthens its overall attractiveness to shoppers with a combined net lettable area of more than
600,000 sq ft of retail space.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
30.5

30.5
28.0
21.7

21.1
17.4

16.6

15.1
9.3

2015
% of total Net Lettable Area

2016

2017

9.8

2018

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage

29.8

Fashion

21.6

Department Store

11.4

Beauty & Health

9.4

Gifts / Toys & Hobbies / Books / Sporting Goods

5.9

Jewellery & Watches

4.8

Shoes & Bags

4.5

Services

4.2

Leisure & Entertainment / Music & Video

3.4

Supermarket

2.7

Information Technology

1.8

Electrical & Electronics

0.4

Office

0.1

Total
1
2

100.0

Based on committed leases.


Excludes gross turnover rent.

Leading with Confidence | 119

Portfolio Details
SEMBAWANG SHOPPING CENTRE
Sembawang Shopping Centre (SSC) is situated in close proximity to Yishun and Sembawang MRT
stations. The mall provides free shuttle bus services which ply between SSC and the neighbouring
towns including Sembawang, Yishun and Woodlands. On weekdays, SSC also operates free
lunch-time shuttle bus services to the nearby industrial estates.
With its positioning as a one-stop family-oriented necessity shopping destination, SSC brings to its
shoppers a good mix of food and beverage (F&B) tenants, established retailers and a hypermarket,
which appeals to the residents from the surrounding estates, uniformed personnel from nearby
military camps, as well as workers from the neighbouring industrial parks. The mall also holds a
strong cluster of renowned enrichment and educational tenants. This offers a wide variety of
developmental classes for children and students of all levels, strengthening its focus on being a
family-oriented mall.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
41.9

43.0
39.5

38.2

14.0
9.0
3.3

1.5
2015
% of total Net Lettable Area

2016

2017

2018

4.6

5.0

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage
Supermarket
Beauty & Health
Education
Fashion
Houseware & Furnishings
Gifts / Toys & Hobbies / Books / Sporting Goods
Department Store
Shoes & Bags
Services
Electrical & Electronics
Leisure & Entertainment / Music & Video
Jewellery & Watches
Information Technology
Total
1
2

Based on committed leases.


Excludes gross turnover rent.

120 | CapitaMall Trust Annual Report 2014

28.8
16.6
12.6
9.0
8.6
5.8
4.5
4.3
2.6
2.2
1.6
1.5
1.4
0.5
100.0

RIVERVALE MALL
Rivervale Mall is located at the junction of Rivervale Drive and Rivervale Crescent in Sengkang New
Town. The mall is strategically situated beside the Rumbia Light Rail Transit (LRT) Station, which is
linked to the Sengkang MRT Station. Rivervale Mall also provides free shuttle bus services within the
Sengkang estate.
With its accessible location, the three-storey mall serves as a convenient shopping destination for
families and the local community.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
65.2
53.9

26.1
18.1

16.7

20.0

0.0
2015
% of total Net Lettable Area

2016

2017

0.0
2018

0.0

0.0

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage

28.7

Services

22.2

Supermarket

16.3

Beauty & Health

15.1

Department Store

6.0

Education

5.6

Shoes & Bags

2.1

Gifts / Toys & Hobbies / Books / Sporting Goods

1.5

Fashion

1.0

Electrical & Electronics

0.8

Jewellery & Watches

0.7

Total
1
2

100.0

Based on committed leases.


Excludes gross turnover rent.

Leading with Confidence | 121

Portfolio Details
JCUBE
Located across the road from the Jurong East MRT Interchange Station and bus interchange, JCube
is a leisure and entertainment hotspot with Singapores only Olympic-size ice rink and the first IMAX
theatre in the suburbs. JCube has recently launched J.Avenue, a retail zone offering chic and
affordable merchandise and featuring a street shopping ambience. The retail concepts at J.Avenue
will be refreshed throughout the year so that shoppers will continue to discover something new every
season.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
65.3

48.3

28.1

11.2

2015
% of total Net Lettable Area

13.3
6.9

6.4

2016

2017

8.2

6.0
2018

6.3
2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage

35.6

Beauty & Health

13.8

Fashion

12.2

Gifts / Toys & Hobbies / Books / Sporting Goods

10.7

Leisure & Entertainment / Music & Video

8.3

Services

6.0

Shoes & Bags

3.9

Supermarket

3.8

Education

2.0

Information Technology

1.4

Houseware & Furnishings

1.3

Jewellery & Watches

1.0

Total
1
2

Based on committed leases.


Excludes gross turnover rent.

122 | CapitaMall Trust Annual Report 2014

100.0

RAFFLES CITY SINGAPORE


Raffles City Singapore (RCS) is a large integrated development in Singapore. A prime landmark, it is located
in the downtown core, at the fringe of Singapores Central Business District, and within the Civic and Cultural
District. RCS is served by three main train lines, directly connected to the City Hall MRT Interchange Station
and the Esplanade MRT Station. The mixed-use development comprises Raffles City Shopping Centre,
Raffles City Convention Centre, 42-storey Raffles City Tower, 73-storey Swisstel The Stamford and
28-storey Fairmont Singapore.
CapitaCommercial Trust (CCT) and CMT jointly own the integrated development through RCS Trust,
the special purpose trust that holds RCS. RCS Trust was constituted on 18 July 2006 and is 60.00%
owned by CCT and 40.00% owned by CMT.
Lease Expiry Profile By Committed Gross Rental Income 1 (%)
(As at 31 December 2014)
32.1

17.2
12.3

9.8
6.8

8.0

6.0

4.8

1.4
2015
Retail

2016
Office

2017

0.3
2018

1.3
2019 & beyond

Hotel

Major Usage Mix (%)


(For the month of December 2014)
By Gross Rental Income1
Retail
Hotels & Convention Centre
Office
Total

48.7
32.1
19.2
100.0

Trade Sector Analysis Retail Only (%)


(For the month of December 2014)
By Gross Rental Income1
Food & Beverage
Fashion
Department Store
Others2
Beauty & Health
Shoes & Bags
Sundry & Services
Supermarket
Gifts & Souvenirs
Jewellery / Watches / Pen
Total
1
2

28.8
23.3
13.5
9.2
8.1
7.0
5.1
2.3
1.4
1.3
100.0

Excludes gross turnover rent.


Others include Luxury, Books & Stationery, Sporting Goods & Apparel, Electrical & Electronics, Houseware & Furnishings, Art
Gallery, Music & Video, Toys & Hobbies and Information Technology.

Leading with Confidence | 123

Portfolio Details
LOT ONE SHOPPERS MALL
Lot One Shoppers Mall is situated in the heart of the Choa Chu Kang housing estate, in the
north-western region of Singapore. The mall is well connected by major arterial roads and is next to
the Choa Chu Kang MRT/LRT stations and bus interchange.
The mall enjoys a large shopper catchment, comprising residents from the Choa Chu Kang, Bukit
Panjang, Bukit Batok and Upper Bukit Timah precincts, uniformed personnel from military camps in
the vicinity, as well as students from nearby schools.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
41.9
35.1
31.0

30.1

20.4
16.1
10.1

9.9

3.6
2015
% of total Net Lettable Area

2016

2017

2018

1.8

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage

30.8

Beauty & Health

15.5

Fashion

14.2

Services

8.4

Gifts / Toys & Hobbies / Books / Sporting Goods

5.3

Supermarket

4.1

Leisure & Entertainment / Music & Video

3.9

Department Store

3.8

Shoes & Bags

3.5

Electrical & Electronics

3.4

Jewellery & Watches

3.0

Education

1.8

Information Technology

1.5

Houseware & Furnishings

0.8

Total
1
2

Based on committed leases.


Excludes gross turnover rent.

124 | CapitaMall Trust Annual Report 2014

100.0

BUKIT PANJANG PLAZA


Bukit Panjang Plaza (BPP) is located in the high-density residential area of Bukit Panjang in the
north-western region of Singapore. Besides the surrounding estates of Bukit Panjang, Cashew Park,
Chestnut Drive and Hillview, BPP also caters to families and residents from Teck Whye, Choa Chu
Kang and Upper Bukit Timah precincts.
The mall is conveniently located between the Bukit Panjang and Senja LRT stations, and is adjacent
to the Bukit Panjang Bus Interchange. This bus interchange will be redeveloped and integrated with
the new Bukit Panjang MRT Station serving the Downtown Line. The planned transportation hub is
scheduled to open in 2015.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
44.2
39.1

24.2

26.8
20.6

17.1

14.9
10.9

1.0
2015
% of total Net Lettable Area

2016

2017

2018

1.2

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage

40.8

Beauty & Health

15.5

Services

10.7

Supermarket

9.8

Fashion

6.4

Gifts / Toys & Hobbies / Books / Sporting Goods

3.8

Jewellery & Watches

2.5

Electrical & Electronics

2.4

Education

2.1

Department Store

1.9

Shoes & Bags

1.5

Houseware & Furnishings

1.3

Leisure & Entertainment / Music & Video

0.7

Information Technology

0.6

Total
1
2

100.0

Based on committed leases.


Excludes gross turnover rent.

Leading with Confidence | 125

Portfolio Details
THE ATRIUM@ORCHARD
Following the completion of an AEI in October 2012, The Atrium@Orchard has been transformed from
a predominantly office building into a mixed-use development.
The retail podium serves as an extension to Plaza Singapura through direct links at levels 1, 3 and
4, and offers more than 135,000 sq ft of additional shopping space. The development also enjoys
direct connectivity to the Dhoby Ghaut MRT Interchange Station, which connects three MRT lines
the North South Line, the North East Line, and the Circle Line.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
65.2

45.0
28.3
17.1

18.5
12.1
8.2

5.6
2015
% of total Net Lettable Area

2016

0.0
2017

0.0
2018

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income 2
Office

42.2

Fashion

17.3

Food & Beverage

15.6

Beauty & Health

12.5

Services

4.8

Shoes & Bags

4.5

Gifts / Toys & Hobbies / Books / Sporting Goods

1.6

Houseware & Furnishings

0.9

Electrical & Electronics

0.4

Jewellery & Watches

0.2

Total
1
2

Based on committed leases.


Excludes gross turnover rent.

126 | CapitaMall Trust Annual Report 2014

100.0

CLARKE QUAY
Clarke Quay is a unique conserved historical landmark located along the Singapore River and at the
fringe of Singapores Central Business District. It is within walking distance of the Clarke Quay MRT
Station, making it accessible by public transportation. Comprising five blocks of restored
shophouses and warehouses, Clarke Quay plays host to a wide range of restaurants, wine bars, and
entertainment spots.
Clarke Quay was crowned the best nightspot in the AsiaOne Peoples Choice Awards 2014. Clarke
Quay has close to 20 pubs and clubs in traditional shophouses infused with funky art-deco structures
along the Singapore River, and has become an attraction for both locals and tourists over the years.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)

30.3

32.0
28.6
26.0
20.2
15.3

14.2

12.9

9.5

2015
% of total Net Lettable Area

2016

2017

2018

11.0

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income 2
Food & Beverage

50.9

Leisure & Entertainment / Music & Video

43.1

Office

5.6

Services

0.4

Total
1
2

100.0

Based on committed leases.


Excludes gross turnover rent.

Leading with Confidence | 127

Portfolio Details
BUGIS+
Bugis+ is strategically located within Singapores Civic and Cultural District directly opposite Bugis
Junction. It is directly connected by an overhead link-bridge to the second storey of Bugis Junction
which allows easy access to the Bugis MRT Station.
With the completion of its AEI to improve its efficiency and layout in 2012, Bugis+ is now a vibrant
mall with endless entertainment, exciting F&B and stylish fashion offerings, creating a dynamic
magnet for fun-seeking trendy youths in the heart of Bugis.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)

49.7

50.1

27.6
18.0

15.3

16.1

14.8
3.0

2.2
2015
% of total Net Lettable Area

2016

2017

2018

3.2
2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income 2
Leisure & Entertainment / Music & Video 3

38.0

Fashion

32.0

Food & Beverage

12.2

Gifts / Toys & Hobbies / Books / Sporting Goods

6.7

Beauty & Health

5.9

Shoes & Bags

2.7

Services

1.9

Jewellery & Watches

0.6

Total
1
2
3

Based on committed leases.


Excludes gross turnover rent.
Includes tenants approved as thematic dining, entertainment and a performance centre.

128 | CapitaMall Trust Annual Report 2014

100.0

WESTGATE
Westgate, the premier family and lifestyle mall in the west of Singapore, opened on 2 December
2013. The mall offers a city lifestyle shopping experience with many popular brands. Strategically
located in Jurong Gateway, Singapores upcoming largest regional centre, it caters to a catchment
population of over a million.
Westgate is the only mall with direct connections to both the Jurong East MRT Interchange Station
and bus interchange, and amenities such as the Ng Teng Fong General Hospital. The mall offers a
holistic shopping experience with many unique features such as the naturally ventilated The
Courtyard, an array of alfresco dining options and two thematic childrens playgrounds.
Westgate, IMM and JCube together create a 3-in-1 mega mall that brings lifestyle, value and
entertainment experiences to our shoppers.
Lease Expiry Profile 1 (%)
(As at 31 December 2014)
66.5
52.8

28.5

13.2
2.0

0.7

5.7

3.5

2015
% of total Net Lettable Area

15.0

12.1

2016

2017

2018

2019 & beyond

% of total Gross Rental Income2

Trade Sector Analysis (%)


(For the month of December 2014)
By Gross Rental Income2
Food & Beverage

31.0

Fashion

17.6

Beauty & Health

11.5

Services

10.7

Department Store

5.8

Gifts / Toys & Hobbies / Books / Sporting Goods

5.3

Shoes & Bags

4.0

Education

3.1

Electrical & Electronics

3.1

Supermarket

2.8

Information Technology

2.3

Jewellery & Watches

2.0

Houseware & Furnishings

0.8

Total
1
2

100.0

Based on committed leases.


Excludes gross turnover rent.

Leading with Confidence | 129

CapitaRetail China Trust


CMT holds 122.7 million units in CapitaRetail China Trust (CRCT), which translates to an approximate
14.82% stake as at 31 December 2014. The fair value of CMTs investment in CRCT represents 2.0%
of CMT and its subsidiaries (CMT Group) total asset size as at 31 December 2014. Through its
investment in CRCT, CMTs Unitholders are provided with an opportunity to enjoy the upside from
Chinas growth potential without CMTs risk profile being significantly altered.
CRCT is the first and only China shopping mall REIT listed in Singapore, with a portfolio of 10
income-producing shopping malls. Listed on the Singapore Exchange Securities Trading Limited
(SGX-ST) on 8 December 2006, it is established with the objective of investing in a diversified
portfolio of income-producing real estate used primarily for retail purposes and located primarily in
China, Hong Kong and Macau.
CRCTs geographically diversified portfolio of quality shopping malls is located in six cities in China.
The malls are CapitaMall Xizhimen, CapitaMall Wangjing, CapitaMall Grand Canyon, CapitaMall
Anzhen and CapitaMall Shuangjing in Beijing; CapitaMall Qibao in Shanghai; CapitaMall Erqi in
Zhengzhou, Henan Province; CapitaMall Saihan in Huhhot, Inner Mongolia; CapitaMall Wuhu in
Wuhu, Anhui Province; and CapitaMall Minzhongleyuan in Wuhan, Hubei Province. As at
31 December 2014, the total asset size of CRCT was approximately S$2.4 billion.
All the malls in the portfolio are positioned as one-stop family-oriented shopping, dining and
entertainment destinations for the sizeable population catchment areas in which they are located,
and are accessible via major transportation routes or access points. A significant portion of the
properties tenancies consists of major international and domestic retailers such as Beijing Hualian
Group and Carrefour under master leases or long-term leases, which provide CRCT Unitholders with
stable and sustainable returns. The anchor tenants are complemented by popular specialty brands
such as KFC, Paris Baguette, Pizza Hut, Sephora, UNIQLO, Vero Moda, Watsons and Zara.
CRCT has long-term growth potential from its right of first refusal arrangements to acquire assets held
by CapitaMalls China Income Fund, CapitaMalls China Income Fund II (previously known as
CapitaMalls China Incubator Fund), CapitaMalls China Income Fund III (previously known as
CapitaMalls China Development Fund II), CapitaMalls China Development Fund III, as well as
CapitaMalls Asia, which is a wholly-owned subsidiary of CapitaLand Limited, one of Asias largest
real estate companies headquartered and listed in Singapore.
CRCT delivered a strong set of results for the financial year 2014 (FY 2014). Gross revenue and net
property income were RMB987.6 million (S$203.3 million) and RMB643.1 million (S$132.4 million), up
24.2% and 25.7% respectively from that for financial year 2013. Distributable income grew 15.4%
year-on-year to S$80.9 million. Distribution per unit (DPU) in FY 2014 was 9.82 Singapore cents.
Shopper traffic and tenants sales at CRCTs malls grew 3.9% 1 and 16.2% 1 respectively compared to
the previous year. Across the portfolio, CRCT achieved strong rental reversion of 23.1% and operated
at a high occupancy rate of 95.9%.

Consists of shoppers at multi-tenanted malls except CapitaMall Minzhongleyuan, as asset enhancement works was completed
on 30 April 2014 and CapitaMall Grand Canyon as the acquisition was completed on 30 December 2013.

130 | CapitaMall Trust Annual Report 2014

Financial
Statements

Report of the Trustee

132

Statement by the Manager

133

Independent Auditors Report

134

Statements of Financial Position

135

Statements of Total Return

136

Distribution Statements

137

Statements of Movements in Unitholders Funds

139

Portfolio Statements

140

Statements of Cash Flows

145

Notes to the Financial Statements

147

Leading with Confidence | 131

Report of the Trustee


Year ended 31 December 2014
HSBC Institutional Trust Services (Singapore) Limited (the Trustee) is under a duty to take into
custody and hold the assets of CapitaMall Trust (the Trust) and its subsidiaries (the Group) in trust
for the Unitholders. 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 CapitaMall Trust Management Limited (the Manager) for compliance with the limitations
imposed on the investment and borrowing powers as set out in the deed of trust dated 29 October
2001 constituting the Trust (as amended) 1 between the Manager and the Trustee (the Trust Deed)
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 135 to 213 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

Antony Wade Lewis


Director
Singapore
12 February 2015

As amended by the First Supplemental Deed dated 26 December 2001, the Second Supplemental Deed dated 28 June 2002,
the Amending and Restating Deed dated 29 April 2003, the Fourth Supplemental Deed dated 18 August 2003, the Second
Amending and Restating Deed dated 9 July 2004, the Sixth Supplemental Deed dated 18 March 2005, the Seventh
Supplemental Deed dated 21 July 2005, the Eighth Supplemental Deed dated 13 October 2005, the Ninth Supplemental Deed
dated 20 April 2006, the Third Amending and Restating Deed dated 25 August 2006, the Eleventh Supplemental Deed dated
15 February 2007, the Twelfth Supplemental Deed dated 31 July 2007, the Thirteenth Supplemental Deed dated 20 May 2008,
the Fourteenth Supplemental Deed dated 13 April 2010, the Fifteenth Supplemental Deed dated 25 March 2013 and the
Sixteenth Supplemental Deed dated 3 February 2014.

132 | CapitaMall Trust Annual Report 2014

Statement by the Manager


Year ended 31 December 2014
In the opinion of the directors of CapitaMall Trust Management Limited, the accompanying financial
statements set out on pages 135 to 213 comprising the Statements of Financial Position and Portfolio
Statements of the Group and the Trust as at 31 December 2014, and the Statements of Total Return,
Distribution Statements, Statements of Movements in Unitholders Funds and Statements of Cash
Flows of the Group and of the Trust for the year then ended, and a summary of significant accounting
policies and other explanatory information of the Group and of the Trust, are drawn up so as to
present fairly, in all material respects, the financial position of the Group and of the Trust as at 31
December 2014, and the total return, distributable income, movements in Unitholders funds and
cash flows of the Group and of the Trust for the year then ended in accordance with the
recommendations of Statement of Recommended Accounting Practice 7 Reporting Framework for
Unit Trusts 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,


CapitaMall Trust Management Limited

Tan Wee Yan, Wilson


Director
Singapore
12 February 2015

Leading with Confidence | 133

Independent Auditors Report


Unitholders of CapitaMall Trust
(Established in the Republic of Singapore pursuant to a Trust Deed dated 29 October 2001 (as
amended))
REPORT ON THE FINANCIAL STATEMENTS
We have audited the accompanying financial statements of CapitaMall Trust (the Trust) and its
subsidiaries (the Group), which comprise the Statements of Financial Position and Portfolio
Statements of the Group and the Trust as at 31 December 2014, and the Statements of Total Return,
Distribution Statements, Statements of Movements in Unitholders Funds and Statements of Cash
Flows of the Group and the Trust for the year then ended, and a summary of significant accounting
policies and other explanatory information, as set out on pages 135 to 213.
Managers responsibility for the financial statements
The Manager of the Trust is responsible for the preparation and fair presentation of these financial
statements in accordance with the recommendations of Statement of Recommended Accounting
Practice 7 Reporting Framework for Unit Trusts issued by the Institute of Singapore Chartered
Accountants, and for such internal control as the Manager of the Trust determines is necessary to
enable the preparation of financial statements that are free from material misstatements, whether due
to fraud or error.
Auditors responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We
conducted our audit in accordance with Singapore Standards on Auditing. Those standards require
that we comply with ethical requirements and plan and perform the audit to obtain reasonable
assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures
in the financial statements. The procedures selected depend on the auditors judgement, including
the assessment of the risks of material misstatement of the financial statements, whether due to fraud
or error. In making those risk assessments, the auditor considers internal control relevant to the
Trusts preparation and fair presentation of the financial statements 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 Trusts internal control. An audit also includes evaluating the
appropriateness of accounting policies used and the reasonableness of accounting estimates made
by the Manager of the Trust, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our audit opinion.
Opinion
In our opinion, the consolidated financial statements of the Group and the financial statements of the
Trust present fairly, in all material respects, the financial position of the Group and of the Trust as at
31 December 2014 and the total return, distributable income, movements in Unitholders funds and
cash flows of the Group and of the Trust for the year then ended in accordance with the
recommendations of Statement of Recommended Accounting Practice 7 Reporting Framework for
Unit Trusts issued by the Institute of Singapore Chartered Accountants.

KPMG LLP
Public Accountants and
Chartered Accountants

Singapore
12 February 2015

134 | CapitaMall Trust Annual Report 2014

Statements of Financial Position


As at 31 December 2014

2014

Group
2013
2012
(Restated) (Restated)
$000
$000

Trust
2014

Note

$000

4
5
6

2,143
7,510,000

2,210
7,276,000

7
8

1,134,026
57,488

1,085,811
4,530

8,703,657

8,368,551

25,098
1,129,552

21,546
829,861

21,068
25,098
1,108,154 1,129,458

21,546
829,718

1,154,650

851,407

1,129,222 1,154,556

851,264

9,858,307

9,219,958

8
11

35,801
155,422

5,132
141,600

211,116

155,409

5,132
141,540

12
13

61,992
762,275

37

41,118
150,000
348,349
494

48,379
300,000
105,188
45

61,992
799,500

37

41,118
150,000
348,349
494

1,015,527

686,693

664,728 1,016,938

686,633

66,744
2,407,044

116,607
2,307,004

86,553

100,910

2,560,341

2,524,521

2,792,017 2,519,817 2,515,991

Total liabilities

3,575,868

3,211,214

3,456,745 3,536,755 3,202,624

Net assets

6,282,439

6,008,744

5,702,926 5,966,654 5,767,530

6,282,439

6,008,744

5,702,926 5,966,654 5,767,530

3,462,180

3,459,157

3,456,421 3,462,180 3,459,157

$
1.81

$
1.74

Non-current assets
Plant and equipment
Investment properties
Subsidiaries
Associate and joint
ventures
Financial derivatives

Current assets
Trade and other
receivables
Cash and cash equivalents

9
10

Total assets
Current liabilities
Financial derivatives
Trade and other payables
Current portion of security
deposits
Interest-bearing borrowings
Convertible bonds
Provision for taxation

Non-current liabilities
Financial derivatives
Interest-bearing borrowings
Convertible bonds
Non-current portion of
security deposits

8
12
13

$000

2013
$000

2,002
2,143
2,210
7,031,000 7,510,000 7,276,000

80
80
997,447

836,630

840,600

8,030,449 8,348,853 8,118,890

9,159,671 9,503,409 8,970,154

153,168

2,208,562 2,433,264 2,415,081


342,789

87,498

86,553

100,910

Represented by:
Unitholders funds
Units in issue (000)

Net asset value per unit

14

$
1.65

$
1.72

$
1.67

The accompanying notes form an integral part of these financial statements.

Leading with Confidence | 135

Statements of Total Return


Year ended 31 December 2014

Note
Gross revenue
Property operating expenses

15
16

Net property income


Interest and other income
Investment income
Asset management fees
Professional fees
Valuation fees
Trustees fees
Audit fees
Finance costs
Other expenses

17
18
19

20

Net income before share of results


of associate and joint ventures
Share of results (net of tax) of:
Associate
Joint ventures
Net income
Net change in fair value of
financial derivative
Net change in fair value of investment
properties
Dilution (loss)/gain of interest in
associate
Total return for the year before tax
Income tax expense

21

Diluted

$000

2013
$000

637,590
(198,875)

658,851
(210,488)

637,590
(198,875)

448,363

438,715

448,363

438,715

14,697

(41,728)
(449)
(867)
(1,198)
(345)
(113,957)
(1,722)

3,964

(39,015)
(502)
(860)
(1,123)
(331)
(106,628)
(861)

11,475
96,927
(41,728)
(444)
(867)
(1,198)
(335)
(113,957)
(1,736)

6,503
65,065
(39,015)
(447)
(860)
(1,123)
(324)
(106,628)
(871)

302,794

293,359

396,500

361,015

20,094
129,125

25,721
78,478

452,013

397,558

396,500

361,015

5,132

6,946

5,132

6,946

162,006

169,717

162,006

169,717

646

618,912
(37)

574,867
(501)

563,638
(37)

537,678
(501)

618,875

574,366

563,601

537,177

17.88

16.61

16.29

15.53

17.77

16.26

16.19

15.24

22

The accompanying notes form an integral part of these financial statements.

136 | CapitaMall Trust Annual Report 2014

Trust
2014

658,851
(210,488)

(239)

Total return for the year


Earnings per unit (cents)
Basic

Group
2014
2013
(Restated)
$000
$000

Distribution Statements
Year ended 31 December 2014
Group
2014
2013
(Restated)
$000
$000
Amount available for distribution to
Unitholders at beginning of year
Net income before share of results of
associate and joint ventures
Net tax adjustments (Note A)
Premium paid on the redemption of
convertible bonds (Note B)
Dividend income from subsidiary
Distribution income from:
Associate
Joint ventures
Net loss of subsidiary
Amount available for distribution to Unitholders
Distributions to Unitholders during the year:
Distribution of 0.81 cents per unit for period
from 30/11/2012 to 31/12/2012
Distribution of 2.46 cents per unit for period
from 01/01/2013 to 31/03/2013
Distribution of 2.53 cents per unit for period
from 01/04/2013 to 30/06/2013
Distribution of 2.56 cents per unit for period
from 01/07/2013 to 30/09/2013
Distribution of 2.72 cents per unit for period
from 01/10/2013 to 31/12/2013
Distribution of 2.57 cents per unit for period
from 01/01/2014 to 31/03/2014
Distribution of 2.69 cents per unit for period
from 01/04/2014 to 30/06/2014
Distribution of 2.72 cents per unit for period
from 01/07/2014 to 30/09/2014

Trust
2014

2013

$000

$000

100,146

33,016

100,146

33,016

302,794
12,548

293,359
17,996

396,500
15,770

361,015
15,453

(9,147)
3,538

(9,147)

11,436
85,491
1
412,270

7,595
53,932
48
367,321

412,270

367,321

512,416

400,337

512,416

400,337

(27,997)

(27,997)

(85,044)

(85,044)

(87,481)

(87,481)

(88,536)

(88,536)

(94,089)

(94,089)

(88,920)

(88,920)

(93,092)

(93,092)

(94,151)
(370,252)

(289,058)

(94,151)
(370,252)

(289,058)

Amount retained for general corporate and


working capital purposes (Note C)

(36,936)

(11,133)

(36,936)

(11,133)

Amount available for distribution to


Unitholders at end of the year

105,228

100,146

105,228

100,146

10.84

10.27

10.84

10.27

Distribution per unit (cents)*


*

The Distribution per unit relates to the distributions in respect of the relevant financial year. The distribution relating to the last
quarter of 2014 will be paid after 31 December 2014.

The accompanying notes form an integral part of these financial statements.

Leading with Confidence | 137

Distribution Statements
Year ended 31 December 2014
Note A Net tax adjustments comprise:
Group
2014
2013
(Restated)
$000
$000
Non-tax deductible items:
trustees fees
non-deductible interest expenses
other items
Tax deductible items:
capital allowances/balancing allowances
Net tax adjustments

Trust
2014

2013

$000

$000

1,198
7,583
11,485

1,123
7,076
16,443

1,198
10,805
11,485

1,123
4,533
16,443

(7,718)

(6,646)

(7,718)

(6,646)

12,548

17,996

15,770

15,453

Note B
Amount relates to 9.31% premium paid on the remaining $98.25 million in principal amount of the
$650.0 million 1.0% Convertible Bonds due 2013 upon maturity on 2 July 2013. In deriving the
distributable income, the premium is eligible for tax deduction upon payment.
Note C
Amount retained for general corporate and working capital in financial year 2014 relates to the capital
distribution and tax-exempt income received from CapitaRetail China Trust (CRCT) of $11.4 million.
In addition, the Trust has received partial distribution of $30.0 million from Infinity Office Trust relating
to the profit arising from the sale of office strata units in Westgate Tower, of which $4.5 million has
been released as one-off other gain distribution while the balance of $25.5 million has been retained
for general corporate and working capital purposes.
For financial year 2013, this relates to the capital distribution and tax-exempt income received from
CRCT of $7.6 million and tax-exempt special preference dividend income from CapitaRetail
Singapore Limited of $3.5 million.

The accompanying notes form an integral part of these financial statements.

138 | CapitaMall Trust Annual Report 2014

Statements of Movements in Unitholders Funds


Year ended 31 December 2014
Group
2014
$000

2013
$000

Trust
2014
$000

2013
$000

6,008,744

5,702,926

5,767,530

5,513,826

618,875

574,366

563,601

537,177

Hedging reserves
Effective portion of changes in fair value of
cashflow hedges

23,899

7,515

Movement in foreign currency translation


reserves

(5,204)

6,925

485

Net assets at beginning of the year


Operations
Total return for the year

Movement in general reserves


Unitholders transactions
Creation of units
Units issued in respect of RCS Trusts asset
management fees
Distributions to Unitholders
Net decrease in net assets resulting from
Unitholders transactions
Net assets at end of the year

602

5,775
(370,252)

5,585
(289,058)

5,775
(370,252)

5,585
(289,058)

(364,477)

(283,473)

(364,477)

(283,473)

6,282,439

6,008,744

5,966,654

5,767,530

The accompanying notes form an integral part of these financial statements.

Leading with Confidence | 139

Portfolio Statements
As at 31 December 2014
Group
Occupancy Rates
as at 31 December

Description of Property

Tenure of
Land

Term of
Lease

Remaining
Term of
Lease

Location

Existing Use

At Valuation

2014

2013

2014

$000

2013
(Restated)
$000

Percentage of
Total Net Assets
2014

2013

Investment properties in Singapore


Tampines Mall

Leasehold

99 years

77 years

4 Tampines Central 5, Singapore

Commercial

99.5

100.0

922,000

852,000

14.7

14.2

Junction 8

Leasehold

99 years

76 years

9 Bishan Place, Singapore

Commercial

100.0

99.4

662,000

636,000

10.5

10.6

Funan DigitaLife Mall

Leasehold

99 years

64 years

109 North Bridge Road, Singapore

Commercial

97.9

98.2

361,000

358,000

5.7

6.0

IMM Building

Leasehold

60 years

34 years

2 Jurong East Street 21, Singapore

Commercial
Warehouse

96.0
96.6

99.0
96.3

603,000

632,000

9.6

10.5

Freehold

68 Orchard Road, Singapore

Commercial

100.0

100.0

1,223,000

1,168,000

19.5

19.4

Bugis Junction

Leasehold

99 years

75 years

200 Victoria Street, Singapore

Commercial

100.0

100.0

951,000

901,000

15.1

15.0

Sembawang Shopping
Centre

Leasehold

999
years

869
years

604 Sembawang Road, Singapore

Commercial

100.0

100.0

106,000

96,000

1.7

1.6

JCube

Leasehold

99 years

75 years

2 Jurong East Central 1, Singapore

Commercial

96.0

100.0

335,000

360,000

5.3

6.0

Lot One Shoppers Mall

Leasehold

99 years

78 years

21 Choa Chu Kang Avenue 4,


Singapore

Commercial

100.0

100.0

503,000

485,000

8.0

8.1

Bukit Panjang Plaza

Leasehold

99 years

79 years

1 Jelebu Road, Singapore

Commercial

100.0

99.8

292,000

274,000

4.6

4.5

Rivervale Mall

Leasehold

99 years

82 years

11 Rivervale Crescent, Singapore

Commercial

100.0

100.0

116,000

115,000

1.8

1.9

The Atrium@Orchard

Leasehold

99 years

93 years

60A & 60B Orchard Road, Singapore

Commercial

99.9

99.5

728,000

722,000

11.6

12.0

Clarke Quay

Leasehold

99 years

74 years

3A/B/C/D/E River Valley Road,


Singapore

Commercial

95.9

100.0

371,000

347,000

5.9

5.8

Bugis+

Leasehold

60 years

51 years

201 Victoria Street, Singapore

Commercial

100.0

100.0

337,000

330,000

5.4

5.5

Investment properties, at valuation

7,510,000

7,276,000

119.4

121.1

Investment in associate and joint ventures (Note 7)

1,134,026

1,085,811

18.1

18.1

8,644,026

8,361,811

137.5

139.2

(2,361,587)

(2,353,067)

(37.5)

(39.2)

6,282,439

6,008,744

100.0

100.0

Plaza Singapura

Other assets and liabilities (net)


Net assets

The accompanying notes form an integral part of these financial statements.


140 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 141

Portfolio Statements
As at 31 December 2014
Group
Occupancy Rates
as at 31 December

Description of Property

Tenure of
Land

Term of
Lease

Remaining
Term of
Lease

Location

Existing Use

At Valuation

2014

2013

2014

$000

2013
(Restated)
$000

Percentage of
Total Net Assets
2014

2013

Investment properties in Singapore


Tampines Mall

Leasehold

99 years

77 years

4 Tampines Central 5, Singapore

Commercial

99.5

100.0

922,000

852,000

14.7

14.2

Junction 8

Leasehold

99 years

76 years

9 Bishan Place, Singapore

Commercial

100.0

99.4

662,000

636,000

10.5

10.6

Funan DigitaLife Mall

Leasehold

99 years

64 years

109 North Bridge Road, Singapore

Commercial

97.9

98.2

361,000

358,000

5.7

6.0

IMM Building

Leasehold

60 years

34 years

2 Jurong East Street 21, Singapore

Commercial
Warehouse

96.0
96.6

99.0
96.3

603,000

632,000

9.6

10.5

Freehold

68 Orchard Road, Singapore

Commercial

100.0

100.0

1,223,000

1,168,000

19.5

19.4

Bugis Junction

Leasehold

99 years

75 years

200 Victoria Street, Singapore

Commercial

100.0

100.0

951,000

901,000

15.1

15.0

Sembawang Shopping
Centre

Leasehold

999
years

869
years

604 Sembawang Road, Singapore

Commercial

100.0

100.0

106,000

96,000

1.7

1.6

JCube

Leasehold

99 years

75 years

2 Jurong East Central 1, Singapore

Commercial

96.0

100.0

335,000

360,000

5.3

6.0

Lot One Shoppers Mall

Leasehold

99 years

78 years

21 Choa Chu Kang Avenue 4,


Singapore

Commercial

100.0

100.0

503,000

485,000

8.0

8.1

Bukit Panjang Plaza

Leasehold

99 years

79 years

1 Jelebu Road, Singapore

Commercial

100.0

99.8

292,000

274,000

4.6

4.5

Rivervale Mall

Leasehold

99 years

82 years

11 Rivervale Crescent, Singapore

Commercial

100.0

100.0

116,000

115,000

1.8

1.9

The Atrium@Orchard

Leasehold

99 years

93 years

60A & 60B Orchard Road, Singapore

Commercial

99.9

99.5

728,000

722,000

11.6

12.0

Clarke Quay

Leasehold

99 years

74 years

3A/B/C/D/E River Valley Road,


Singapore

Commercial

95.9

100.0

371,000

347,000

5.9

5.8

Bugis+

Leasehold

60 years

51 years

201 Victoria Street, Singapore

Commercial

100.0

100.0

337,000

330,000

5.4

5.5

Investment properties, at valuation

7,510,000

7,276,000

119.4

121.1

Investment in associate and joint ventures (Note 7)

1,134,026

1,085,811

18.1

18.1

8,644,026

8,361,811

137.5

139.2

(2,361,587)

(2,353,067)

(37.5)

(39.2)

6,282,439

6,008,744

100.0

100.0

Plaza Singapura

Other assets and liabilities (net)


Net assets

The accompanying notes form an integral part of these financial statements.


140 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 141

Portfolio Statements
As at 31 December 2014
Trust

Description of Property

Tenure of
Land

Term of
Lease

Remaining
Term of
Lease

Occupancy Rates as at 31
December
Location

Existing Use

2014
%

2013
%

At Valuation
2014
$000

2013
$000

Percentage of Total
Net Assets
2014
%

2013
%

Investment properties in Singapore


Tampines Mall

Leasehold

99 years

77 years

4 Tampines Central 5, Singapore

Commercial

99.5

100.0

922,000

852,000

15.5

14.8

Junction 8

Leasehold

99 years

76 years

9 Bishan Place, Singapore

Commercial

100.0

99.4

662,000

636,000

11.1

11.0

Funan DigitaLife Mall

Leasehold

99 years

64 years

109 North Bridge Road, Singapore

Commercial

97.9

98.2

361,000

358,000

6.1

6.2

IMM Building

Leasehold

60 years

34 years

2 Jurong East Street 21, Singapore

Commercial
Warehouse

96.0
96.6

99.0
96.3

603,000

632,000

10.1

11.0

Freehold

68 Orchard Road, Singapore

Commercial

100.0

100.0

1,223,000

1,168,000

20.5

20.3

Bugis Junction

Leasehold

99 years

75 years

200 Victoria Street, Singapore

Commercial

100.0

100.0

951,000

901,000

15.9

15.6

Sembawang Shopping
Centre

Leasehold

999
years

869
years

604 Sembawang Road, Singapore

Commercial

100.0

100.0

106,000

96,000

1.8

1.7

JCube

Leasehold

99 years

75 years

2 Jurong East Central 1, Singapore

Commercial

96.0

100.0

335,000

360,000

5.6

6.2

Lot One Shoppers Mall

Leasehold

99 years

78 years

21 Choa Chu Kang Avenue 4,


Singapore

Commercial

100.0

100.0

503,000

485,000

8.4

8.4

Bukit Panjang Plaza

Leasehold

99 years

79 years

1 Jelebu Road, Singapore

Commercial

100.0

99.8

292,000

274,000

4.9

4.8

Rivervale Mall

Leasehold

99 years

82 years

11 Rivervale Crescent, Singapore

Commercial

100.0

100.0

116,000

115,000

1.9

2.0

The Atrium@Orchard

Leasehold

99 years

93 years

60A & 60B Orchard Road, Singapore

Commercial

99.9

99.5

728,000

722,000

12.2

12.5

Clarke Quay

Leasehold

99 years

74 years

3A/B/C/D/E River Valley Road,


Singapore

Commercial

95.9

100.0

371,000

347,000

6.2

6.0

Bugis+

Leasehold

60 years

51 years

201 Victoria Street, Singapore

Commercial

100.0

100.0

337,000

330,000

5.6

5.7

7,510,000

7,276,000

125.8

126.2

836,710

840,680

14.0

14.5

8,346,710

8,116,680

139.8

140.7

(2,380,056)

(2,349,150)

(39.8)

(40.7)

5,966,654

5,767,530

100.0

100.0

Plaza Singapura

Investment properties, at valuation


Investments in subsidiaries, associate and joint ventures
(Notes 6 and 7)

Other assets and liabilities (net)


Net assets

The accompanying notes form an integral part of these financial statements.


142 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 143

Portfolio Statements
As at 31 December 2014
Trust

Description of Property

Tenure of
Land

Term of
Lease

Remaining
Term of
Lease

Occupancy Rates as at 31
December
Location

Existing Use

2014
%

2013
%

At Valuation
2014
$000

2013
$000

Percentage of Total
Net Assets
2014
%

2013
%

Investment properties in Singapore


Tampines Mall

Leasehold

99 years

77 years

4 Tampines Central 5, Singapore

Commercial

99.5

100.0

922,000

852,000

15.5

14.8

Junction 8

Leasehold

99 years

76 years

9 Bishan Place, Singapore

Commercial

100.0

99.4

662,000

636,000

11.1

11.0

Funan DigitaLife Mall

Leasehold

99 years

64 years

109 North Bridge Road, Singapore

Commercial

97.9

98.2

361,000

358,000

6.1

6.2

IMM Building

Leasehold

60 years

34 years

2 Jurong East Street 21, Singapore

Commercial
Warehouse

96.0
96.6

99.0
96.3

603,000

632,000

10.1

11.0

Freehold

68 Orchard Road, Singapore

Commercial

100.0

100.0

1,223,000

1,168,000

20.5

20.3

Bugis Junction

Leasehold

99 years

75 years

200 Victoria Street, Singapore

Commercial

100.0

100.0

951,000

901,000

15.9

15.6

Sembawang Shopping
Centre

Leasehold

999
years

869
years

604 Sembawang Road, Singapore

Commercial

100.0

100.0

106,000

96,000

1.8

1.7

JCube

Leasehold

99 years

75 years

2 Jurong East Central 1, Singapore

Commercial

96.0

100.0

335,000

360,000

5.6

6.2

Lot One Shoppers Mall

Leasehold

99 years

78 years

21 Choa Chu Kang Avenue 4,


Singapore

Commercial

100.0

100.0

503,000

485,000

8.4

8.4

Bukit Panjang Plaza

Leasehold

99 years

79 years

1 Jelebu Road, Singapore

Commercial

100.0

99.8

292,000

274,000

4.9

4.8

Rivervale Mall

Leasehold

99 years

82 years

11 Rivervale Crescent, Singapore

Commercial

100.0

100.0

116,000

115,000

1.9

2.0

The Atrium@Orchard

Leasehold

99 years

93 years

60A & 60B Orchard Road, Singapore

Commercial

99.9

99.5

728,000

722,000

12.2

12.5

Clarke Quay

Leasehold

99 years

74 years

3A/B/C/D/E River Valley Road,


Singapore

Commercial

95.9

100.0

371,000

347,000

6.2

6.0

Bugis+

Leasehold

60 years

51 years

201 Victoria Street, Singapore

Commercial

100.0

100.0

337,000

330,000

5.6

5.7

7,510,000

7,276,000

125.8

126.2

836,710

840,680

14.0

14.5

8,346,710

8,116,680

139.8

140.7

(2,380,056)

(2,349,150)

(39.8)

(40.7)

5,966,654

5,767,530

100.0

100.0

Plaza Singapura

Investment properties, at valuation


Investments in subsidiaries, associate and joint ventures
(Notes 6 and 7)

Other assets and liabilities (net)


Net assets

The accompanying notes form an integral part of these financial statements.


142 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 143

Portfolio Statements
As at 31 December 2014
On 31 December 2014, independent valuations of Plaza Singapura, Sembawang Shopping Centre,
Lot One Shoppers Mall, Bukit Panjang Plaza, Rivervale Mall, The Atrium@Orchard and Clarke Quay
were undertaken by CBRE Pte Ltd (CBRE) while the independent valuations of Tampines Mall,
Junction 8, Funan DigitaLife Mall, IMM Building, Bugis Junction, JCube and Bugis+ were undertaken
by Knight Frank Pte Ltd (Knight Frank).
On 31 December 2013, the carrying amount of Tampines Mall, IMM Building, JCube, Lot One
Shoppers Mall, Bukit Panjang Plaza and Rivervale Mall were based on independent valuations
undertaken by CBRE while the carrying amount of Junction 8, Funan DigitaLife Mall, Plaza Singapura,
Bugis Junction, Sembawang Shopping Centre, The Atrium@Orchard, Clarke Quay and Bugis+ were
based on independent valuations undertaken by Knight Frank.
The valuations were based on discounted cash flow and capitalisation approaches for CBRE and
Knight Frank. The Manager believes that the independent valuers have appropriate professional
qualifications and experience in the location and category of the properties being valued. The net
change in fair value of the properties has been recognised in the Statement of Total Return.
Investment properties comprise commercial properties that are leased to external customers.
Generally, the leases contain an initial non-cancellable period of three years. Subsequent renewals
are negotiated with the lessees. Contingent rents recognised in the Statement of Total Return of the
Group and the Trust is $33,879,000 (2013: $34,165,000).

The accompanying notes form an integral part of these financial statements.

144 | CapitaMall Trust Annual Report 2014

Statements of Cash Flows


Year ended 31 December 2014
Group
2014
2013
(Restated)
$000
$000
Cash flows from operating activities
Net income
Adjustments for:
Interest income
Investment income
Finance costs
Assets written off
Gain on disposal of plant and equipment
Depreciation and amortisation
Receivables written off
Share of results (net of tax) of:
Associate
Joint ventures
Operating income before working
capital changes
Changes in working capital:
Trade and other receivables
Trade and other payables
Security deposits
Income tax paid
Cash flows from operating activities
Cash flows from investing activities
Interest received
Interest received from a joint venture
Dividend received from subsidiary
Distributions received from:
Associate
Joint ventures
Capital expenditure on investment properties
Purchase of plant and equipment
Proceeds from disposal of plant and
equipment
Loan to joint ventures
Repayment of loan from a joint venture
Cash flows from/(used in) investing
activities
Balance carried forward

Trust
2014

2013

$000

$000

452,013

397,558

396,500

361,015

(14,681)

113,957
2
(2)
1,417
34

(3,964)

106,628
1

1,249
21

(11,459)
(96,927)
113,957
2
(2)
1,417
34

(6,503)
(65,065)
106,628
1

1,249
21

(20,094)
(129,125)

(25,721)
(78,478)

403,521

397,294

(2,498)
1,686
6,517
(494)

(1,072)
13,141
6,151
(52)

403,522

397,346

(2,121)
1,357
6,517
(494)

72
11,953
6,151
(52)

408,732

415,462

408,781

415,470

4,963
2,198

4,164

4,963
2,198

4,159

3,538

11,436
85,114
(64,679)
(697)

7,595
52,787
(99,267)
(1,084)

11,436
85,114
(64,679)
(697)

7,595
52,787
(99,267)
(1,084)

3
(13,775)
26,075

1
(31,090)

3
(13,775)
26,075

1
(31,090)

50,638

(66,894)

50,638

(63,361)

459,370

348,568

459,419

352,109

The accompanying notes form an integral part of these financial statements.

Leading with Confidence | 145

Statements of Cash Flows


Year ended 31 December 2014
Group
2014
2013
(Restated)
$000
$000
Balance brought forward

Trust
2014

2013

$000

$000

459,370

348,568

459,419

352,109

Cash flows from financing activities


Payment of issue and financing expenses
Proceeds from interest-bearing borrowings
Repayment of interest-bearing borrowings
Redemption of convertible bonds
Distributions to Unitholders
Interest paid

(5,084)
820,300
(150,000)
(350,000)
(370,252)
(104,643)

(1,485)
226,000
(300,000)
(107,397)
(340,695)
(103,284)

(5,084)
820,300
(150,000)
(350,000)
(370,252)
(104,643)

(1,485)
226,000
(300,000)
(107,397)
(340,695)
(103,284)

Cash flows used in financing activities

(159,679)

(626,861)

(159,679)

(626,861)

299,691

(278,293)

299,740

(274,752)

Net increase/(decrease) in cash and


cash equivalents
Cash and cash equivalents at beginning of
the year
Cash and cash equivalents at end of
the year (Note 10)

829,861

1,108,154

829,718

1,104,470

1,129,552

829,861

1,129,458

829,718

Note:
(A) Significant Non-Cash Transaction
During the financial year ended 31 December 2014, 3,023,618 (2013: 2,736,018) units were
issued as payment for the asset management fees payable in units, amounting to a value of
$5,775,000 (2013: $5,585,000).

The accompanying notes form an integral part of these financial statements.

146 | CapitaMall Trust Annual Report 2014

Notes to the Financial Statements


Year ended 31 December 2014
These notes form an integral part of the financial statements.
The financial statements were authorised for issue by the Manager and the Trustee on 12 February
2015.
1

GENERAL
CapitaMall Trust (the Trust) is a Singapore-domiciled unit trust constituted pursuant to the trust
deed dated 29 October 2001 (as amended) (the Trust Deed) between CapitaMall Trust
Management Limited (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 in trust for the
holders (Unitholders) of units in the Trust (the Units).
The Trust was formally admitted to the Official List of the Singapore Exchange Securities Trading
Limited (SGX-ST) on 17 July 2002 (Listing Date) and was included under the Central
Provident Fund (CPF) Investment Scheme on 13 September 2002.
The principal activity of the Trust is to invest in income producing real estate, which is used or
substantially used for retail purposes with the primary objective of achieving an attractive level
of return from rental income and for long-term capital growth. The principal activities of the
subsidiaries, associate and joint ventures are set out in Notes 6 and 7.
The consolidated financial statements relate to the Trust and its subsidiaries (the Group) and
the Groups interest in its associate and joint ventures.
The Trust has entered into several service agreements in relation to management of the Trust and
its property operations. The fee structures of these services are as follows:
1.1

Property management fees


Under the property management agreement, property management fees are charged as
follows:
(a)

2.00% per annum of the gross revenue of the properties;

(b) 2.00% per annum of the net property income of the properties; and
(c)

0.50% per annum of the net property income of the properties, in lieu of leasing
commissions.

The property management fees are payable monthly in arrears.


1.2

Asset management fees


Pursuant to the Trust Deed, the asset management fees shall not exceed 0.70% per
annum of the Deposited Property or such higher percentage as may be fixed by an
Extraordinary Resolution at a meeting of Unitholders. Deposited Property refers to all the
assets of the Trust, including all its Authorised Investments (as defined in the Trust Deed)
for the time being held or deemed to be held upon the trusts of the Trust Deed.

Leading with Confidence | 147

Notes to the Financial Statements


Year ended 31 December 2014
1

GENERAL (continued)
1.2 Asset management fees (continued)
The asset management fees comprise:
(a)

in respect of Authorised Investments which are in the form of real estate, a base
component of 0.25% per annum of Deposited Property and a performance
component of 2.85% per annum of gross revenue of the Trust for each financial year;
and

(b) in respect of all other Authorised Investments which are not in the form of real estate,
0.5% per annum of the investment value of the Authorised Investment, unless such
Authorised Investment is an interest in a property fund (either a real estate investment
trust or private property fund) wholly managed by a wholly-owned subsidiary of
CapitaLand Limited, in which case no asset management fee shall be payable in
relation to such Authorised Investment.
In respect of all Authorised Investments which are in the form of real estate acquired by
the Trust:
(a)

the base component shall be paid to the Manager in the form of cash and/or Units (as
the Manager may elect); and

(b) the performance component shall be paid to the Manager in the form of cash, in the
form of Units or a combination of both (as the Manager may elect).
When paid in the form of Units, the Manager shall be entitled to receive such number of
Units as may be purchased for the relevant amount of the asset management fee at the
market price (as defined in the Trust Deed). The asset management fees are payable
quarterly in arrears.
The Manager is also entitled to receive acquisition fee at the rate of 1.0% of the purchase
price and a divestment fee of 0.5% of the sale price on all future acquisitions or disposals
of properties or investments.
1.3

Trustees fees
Pursuant to the Trust Deed, the Trustees fees shall not exceed 0.10% per annum of the
Deposited Property (subject to a minimum sum of $6,000 per month) payable out of the
Deposited Property of the Trust. The Trustee is also entitled to reimbursement of expenses
incurred in the performance of its duties under the Trust Deed.
The Trustees fees are payable quarterly in arrears.

148 | CapitaMall Trust Annual Report 2014

BASIS OF PREPARATION
2.1 Statement of compliance
The financial statements have been prepared in accordance with the Statement of
Recommended Accounting Practice (RAP) 7 Reporting Framework for Unit Trusts issued
by the Institute of Singapore Chartered Accountants (ISCA), and the applicable
requirements of the Code on Collective Investment Schemes (CIS Code) issued by the
Monetary Authority of Singapore (MAS) and the provisions of the Trust Deed. RAP 7
requires that accounting policies adopted generally comply with the principles relating to
recognition and measurement of the Singapore Financial Reporting Standards (FRS).
2.2

Basis of measurement
The financial statements are prepared on the historical cost basis, except for investment
properties, derivative financial instruments and certain financial assets and financial
liabilities which are measured at fair value.

2.3

Functional and presentation currency


The financial statements are presented in Singapore dollars, which is the Groups
functional currency. All financial information presented in Singapore dollars has been
rounded to the nearest thousand, unless otherwise stated.

2.4

Use of estimates and judgements


The preparation of financial statements in conformity with RAP 7 requires management to
make judgements, estimates and assumptions that affect the application of policies and
reported amounts of assets, liabilities, income and expenses. Actual results may differ
from these estimates.
Estimates and underlying assumptions 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.
Information about critical judgement in applying accounting policies that have the most
significant effect on the amount recognised in the financial statements is described in the
following notes:

Note 5
Note 7

Classification of investment properties


Classification of associate and joint ventures

Information about assumptions and estimation, uncertainty that have the most significant
risk of resulting in a material adjustment within the next financial year are included in
following notes:

Note 5
Note 25

Valuation of investment properties


Valuation of financial instruments

Measurement of fair values


A number of the Groups accounting policies and disclosures require the measurement of
fair values, for both financial and non-financial assets and liabilities.

Leading with Confidence | 149

Notes to the Financial Statements


Year ended 31 December 2014
2

BASIS OF PREPARATION (continued)


2.4 Use of estimates and judgements (continued)
Measurement of fair values (continued)
When measuring the fair value of an asset or a liability, the Group uses market observable
data as far as possible. Fair values are categorised into different levels in a fair value
hierarchy based on the inputs used in the valuation techniques as follows:

Level 1: Quoted prices (unadjusted) in active markets for identical assets or


liabilities;

Level 2: Inputs other than quoted prices included in 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 data).

If the inputs
in different
categorised
input that is

used to measure the fair value of an asset or a liability might be categorised


levels of the fair value hierarchy, then the fair value measurement is
in its entirety in the same level of the fair value hierarchy as the lowest level
significant to the entire measurement (with Level 3 being the lowest).

The Group recognises transfers between levels of the fair value hierarchy as of the end of
the reporting period during which the change has occurred.
Further information about the assumptions made in measuring fair values is included in
the following notes:

2.5

Note 5
Note 25

Valuation of investment properties


Valuation of financial instruments

Changes in accounting policies


Joint Arrangements
From 1 January 2014, as a result of FRS 111 Joint Arrangements, the Group has changed
its accounting policy for its interests in joint arrangements. Under FRS 111, the Group has
classified its interests in joint arrangements as either joint operations (if the Group has
rights to the assets, and obligations for the liabilities, relating to an arrangement) or joint
ventures (if the Group has rights only to the net assets of an arrangement). When making
this assessment, the Group considered the structure of the arrangements, the legal form
of any separate vehicles, the contractual terms of the arrangements and other facts and
circumstances. Previously, the structure of the arrangement was the sole focus of
classification.
At 31 December 2013, the Group had investments under joint arrangements. RCS Trust,
Infinity Mall Trust and Infinity Office Trust were accounted for as jointly-controlled entities
using the proportionate consolidation method.

150 | CapitaMall Trust Annual Report 2014

BASIS OF PREPARATION (continued)


2.5 Changes in accounting policies (continued)
Joint Arrangements (continued)
The Group has re-evaluated the rights and obligations of the parties to these joint
arrangements and has determined that the parties in these joint arrangements have rights
to the net assets of the joint arrangements. Accordingly, these joint arrangements have
been reclassified as joint ventures under FRS 111 and are accounted for using the equity
method. The quantitative impact of the change is as follows:
Impact on Statement of Financial Position Group
As at 1 January 2013
As at 31 December 2013
As
As
Joint
As
previously
Joint
As previously
reported arrangements
restated
reported arrangements
restated
$000
$000
$000
$000
$000
$000
Non-current assets
Plant and equipment

2,085

(83)

2,002

3,249

(1,160,800) 7,031,000

8,799,400

Investment properties

8,191,800

Investment properties
under development

336,027

(336,027)

Associate and joint


ventures

227,476

Financial derivative

8,757,388

(1,039)

2,210

(1,523,400) 7,276,000

769,971

997,447

275,455

810,356

1,085,811

4,530

4,530

(726,939) 8,030,449

9,082,634

(714,083) 8,368,551

Current assets
Inventories
Development property
for sale
Trade and other
receivables
Cash and cash
equivalents

Total assets

218

(218)

244

(244)

91,106

(91,106)

12,845

8,223

21,068

10,828

10,718

21,546

1,118,270

(10,116) 1,108,154

832,687

(2,826)

829,861

1,131,333

(2,111) 1,129,222

934,865

(83,458)

851,407

9,888,721

(729,050) 9,159,671 10,017,499

(797,541) 9,219,958

Current liabilities
Financial derivative
Trade and other
payables
Current portion of
security deposits

5,132

5,132

235,135

(24,019)

211,116

169,973

(28,373)

141,600

54,017

(5,638)

48,379

45,225

(4,107)

41,118

Interest-bearing
borrowings

300,000

300,000

150,000

150,000

Convertible bonds

105,188

105,188

348,349

348,349

45

45

494

494

664,728

719,173

Provision for taxation

694,385

(29,657)

(32,480)

686,693

Leading with Confidence | 151

Notes to the Financial Statements


Year ended 31 December 2014
2

BASIS OF PREPARATION (continued)


2.5 Changes in accounting policies (continued)
Joint Arrangements (continued)
Impact on Statement of Financial Position Group (continued)
As at 1 January 2013
As at 31 December 2013
As
As
Joint
As
previously
Joint
As previously
reported arrangements
restated
reported arrangements
restated
$000
$000
$000
$000
$000
$000
Non-current liabilities
Financial derivatives
Interest-bearing
borrowings

156,041
2,819,319

Convertible bonds

342,789

(2,873)

153,168

118,552

(610,757) 2,208,562

2,952,260

342,789

(1,945)

116,607

(645,256) 2,307,004

Amounts owing to joint


venture partners

78,749

(78,749)

102,292

(102,292)

Non-current portion of
security deposits

94,512

(7,014)

87,498

113,535

(12,625)

100,910

2,943

(2,943)

3,491,410

(699,393) 2,792,017

3,289,582

(765,061) 2,524,521

Total liabilities

4,185,795

(729,050) 3,456,745

4,008,755

(797,541) 3,211,214

Net assets

5,702,926

5,702,926

6,008,744

6,008,744

5,702,926

5,702,926

6,008,744

6,008,744

Other payables

Represented by:
Unitholders funds

152 | CapitaMall Trust Annual Report 2014

BASIS OF PREPARATION (continued)


2.5 Changes in accounting policies (continued)
Joint Arrangements (continued)
Impact on Statement of Total Return Group
Year ended 31 December 2013
As
previously
reported
$000
Gross revenue
Property operating expenses
Net property income
Interest income
Asset management fees
Professional fees
Valuation fees
Trustees fees
Audit fees
Finance costs
Other expenses
Net income before share of results of
associate and joint ventures
Share of results (net of tax) of:
Associate
Joint ventures
Net income

Joint
arrangements
$000

As
restated
$000

729,162

(91,572)

637,590

(226,463)

27,588

(198,875)

502,699

(63,984)

438,715

3,983
(44,646)
(514)
(944)
(1,272)
(373)
(120,738)
(860)

(19)
5,631
12
84
149
42
14,110
(1)

3,964
(39,015)
(502)
(860)
(1,123)
(331)
(106,628)
(861)

337,335

(43,976)

293,359

25,721

78,478

25,721
78,478

363,056

34,502

397,558

6,946

6,946

Net change in fair value of financial


derivative
Net change in fair value of investment
properties
Net change in fair value of investment
properties under development
Dilution gain of interest in associate

204,923
(704)
646

704

Total return for the year before tax


Income tax expense

574,867
(501)

574,867
(501)

Total return for the year

574,366

574,366

Earnings per unit (cents)


Basic

16.61

16.61

Diluted

16.26

16.26

(35,206)

169,717

646

Leading with Confidence | 153

Notes to the Financial Statements


Year ended 31 December 2014
2

BASIS OF PREPARATION (continued)


2.5 Changes in accounting policies (continued)
Joint Arrangements (continued)
Impact on Distribution Statement Group
Year ended 31 December 2013
As
previously
Joint
reported arrangements
$000
$000
Amount available for distribution to
Unitholders at beginning of year
Net income before share of results of
associate and joint ventures 1
Net tax adjustments (Note A)
Premium paid on the redemption of
convertible bonds
Dividend income from subsidiary
Distribution income from:
Associate
Joint venture
Net loss of joint ventures/subsidiaries
Amount available for distribution to
Unitholders
Distributions to Unitholders during the year:
Distribution of 0.81 cents per unit for
period from 30/11/2012 to 31/12/2012
Distribution of 2.46 cents per unit for
period from 01/01/2013 to 31/03/2013
Distribution of 2.53 cents per unit for
period from 01/04/2013 to 30/06/2013
Distribution of 2.56 cents per unit for
period from 01/07/2013 to 30/09/2013

33,016
337,335
24,867
(9,147)
3,538
7,595

3,133
367,321

(43,976)
(6,871)

53,932
(3,085)

As
restated
$000
33,016
293,359
17,996
(9,147)
3,538
7,595
53,932
48
367,321

400,337

400,337

(27,997)

(27,997)

(85,044)

(85,044)

(87,481)

(87,481)

(88,536)
(289,058)

(88,536)
(289,058)

Amount retained for general corporate and


working capital purposes

(11,133)

(11,133)

Amount available for distribution to


Unitholders at end of the year

100,146

100,146

The amount $337,335,000 as previously reported refers to net income before share of results of associate.

Note A Net tax adjustments comprise:


Non-tax deductible items:
asset management fees paid/payable in units
trustees fees
non-deductible interest expenses
other items
Tax deductible items:
capital allowances/balancing allowances
Net tax adjustments

154 | CapitaMall Trust Annual Report 2014

5,631
1,272
7,002
17,611
(6,649)
24,867

(5,631)
(149)
74
(1,168)
3
(6,871)

1,123
7,076
16,443
(6,646)
17,996

BASIS OF PREPARATION (continued)


2.5 Changes in accounting policies (continued)
Joint Arrangements (continued)
Impact on Statement of Cash Flows Group
Year ended 31 December 2013

Cash flows from operating activities


Net income
Adjustments for:
Interest income
Finance costs
Assets written off
Gain on disposal of plant and equipment
Depreciation and amortisation
Receivables written off
Asset management fees paid/payable
in units
Share of results (net of tax) of:
Associate
Joint ventures
Operating income before working
capital changes
Changes in working capital:
Inventories
Trade and other receivables
Development property for sale
Trade and other payables
Security deposits
Income tax paid
Cash flows from operating activities
Cash flows from investing activities
Interest received
Distributions received from:
Associate
Joint venture
Capital expenditure on:
Investment properties under
development
Investment properties
Purchase of plant and equipment
Proceeds from disposal of plant and
equipment
Loan to joint ventures
Cash flows used in investing activities
Balance carried forward

As
previously
reported
$000

Joint
arrangements
$000

As
restated
$000

363,056

34,502

397,558

(3,983)
120,738
1
(5)
1,399
45

19
(14,110)

5
(150)
(24)

(3,964)
106,628
1

1,249
21

5,631

(5,631)

(25,721)

(78,478)

(25,721)
(78,478)

461,161

(63,867)

397,294

(26)
1,279
(5,883)
7,735
10,231
(52)

26
(2,351)
5,883
5,406
(4,080)

(1,072)

13,141
6,151
(52)

474,445

(58,983)

415,462

4,183

(19)

4,164

7,595

52,787

7,595
52,787

48,199
11,777
494

(99,267)
(1,084)

(5)
(31,090)

1
(31,090)

(149,037)

82,143

(66,894)

325,408

23,160

348,568

(48,199)
(111,044)
(1,578)
6

Leading with Confidence | 155

Notes to the Financial Statements


Year ended 31 December 2014
2

BASIS OF PREPARATION (continued)


2.5 Changes in accounting policies (continued)
Joint Arrangements (continued)
Impact on Statement of Cash Flows Group
Year ended 31 December 2013 (continued)

Balance brought forward


Cash flows from financing activities
Payment of issue and financing expenses
Proceeds from interest-bearing borrowings
Repayment of interest-bearing borrowings
Redemption of convertible bonds
due 2013
Distributions to Unitholders
Interest paid
Cash flows used in financing activities
Net decrease in cash and cash
equivalents
Cash and cash equivalents at beginning
of the year
Cash and cash equivalents at end of
the year
3

As
previously
reported
$000

Joint
arrangements
$000

As
restated
$000

325,408

23,160

348,568

(1,879)
259,305
(300,000)

394
(33,305)

(1,485)
226,000
(300,000)

(107,397)
(340,695)
(120,325)

17,041

(107,397)
(340,695)
(103,284)

(610,991)

(15,870)

(626,861)

(285,583)

7,290

(278,293)

1,118,270

(10,116)

1,108,154

832,687

(2,826)

829,861

SIGNIFICANT ACCOUNTING POLICIES


The accounting policies set out below have been applied consistently to all periods presented
in these financial statements, and have been applied consistently by the Group, except as
explained in Note 2.5 above, which addresses changes in accounting policies.
3.1

Consolidation
Subsidiaries
Subsidiaries are entities 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 subsidiaries are included in the consolidated financial statements from the date that
control commences until the date that control ceases.
Associate and joint ventures
Associate is an entity in which the Group has a significant influence, but not control, over
the financial and operating policies. 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.

156 | CapitaMall Trust Annual Report 2014

SIGNIFICANT ACCOUNTING POLICIES (continued)


3.1 Consolidation (continued)
Associate and joint ventures (continued)
Investments in an associate 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 Groups share of profit
or loss and other comprehensive income 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 Groups share of losses exceeds its interest in an equity-accounted investee, the
carrying amount of that investment (including any long-term investments) 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 investees operations or has made payment on behalf
of the investee.
Transactions eliminated on consolidation
Intra-group balances and transactions, and any unrealised income or 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 Groups interest in the investees.
Unrealised losses are eliminated in the same way as unrealised gains, but only to the
extent that there is no evidence of impairment.
Accounting for subsidiaries, associate and joint ventures by the Trust
Investments in subsidiaries, associate and joint ventures are stated in the Trusts
statement of financial position at cost less accumulated impairment losses.
3.2

Plant and equipment


Plant and equipment are measured at cost less accumulated depreciation and impairment
losses. Cost includes expenditure that is directly attributable to the acquisition of the
asset.
When parts of an item of plant and equipment have different useful lives, they are
accounted for as separate items (major components) of plant and equipment.
The cost of replacing part of an item of plant and equipment is recognised in the carrying
amount of the item if it is probable that the future economic benefits embodied within the
part will flow to the Group and its cost can be measured reliably. The costs of the
day-to-day servicing of plant and equipment are recognised in the Statement of Total
Return as incurred.
Depreciation is provided on a straight-line basis so as to write off items of plant and
equipment, and major components that are accounted for separately, over their estimated
useful lives as follows:
Furniture, fittings and equipment

2 to 5 years

Gain or loss arising from the retirement or disposal of plant and equipment is determined
by comparing the proceeds from disposal with the carrying amount of plant and
equipment and is recognised in the Statement of Total Return.

Leading with Confidence | 157

Notes to the Financial Statements


Year ended 31 December 2014
3

SIGNIFICANT ACCOUNTING POLICIES (continued)


3.2 Plant and equipment (continued)
Depreciation methods, useful lives and residual values are reviewed, and adjusted as
appropriate, at each reporting date.
3.3

Investment properties
Investment properties are properties held either to earn rental income or for capital
appreciation or both. Investment properties are accounted for as non-current assets and
are stated at initial cost on acquisition and at fair value thereafter. The cost of a purchased
property comprises its purchase price and any directly attributable expenditure including
capitalised borrowing costs. Transaction costs shall be included in the initial
measurement. Fair value is determined in accordance with the Trust Deed, which requires
the investment properties to be valued by independent registered valuers in the following
events:

in such manner and frequency required under the CIS Code issued by MAS; and

at least once 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 Statement of Total


Return as a net change in fair value of the investment properties.
When an investment property is disposed of, the resulting gain or loss recognised in the
Statement of Total Return is the difference between net disposal proceeds and the
carrying amount of the property.
Investment properties are not depreciated. The properties are subject to continued
maintenance and regularly revalued on the basis set out above. For income tax purposes,
the Group and the Trust may claim capital allowances on assets that qualify as plant and
machinery under the Income Tax Act.
3.4

Foreign currency transactions


Transactions in foreign currencies are translated to the respective functional currencies of
the Group at the exchange rate at the date of the transaction. Monetary assets and
liabilities denominated in foreign currencies at the end of the reporting date are
retranslated to the functional currency at the exchange rate at that date. Non-monetary
assets and liabilities denominated in foreign currencies that are measured at fair value are
retranslated to the functional currency at the exchange rate at the date on which the fair
value was determined.
Foreign currency differences arising on retranslation are recognised in Statement of Total
Return, except for the following differences which are recognised in Unitholders funds,
arising on the retranslation of:

available-for-sale equity instruments (except on impairment in which case foreign


currency differences that have been recognised in Unitholders funds are reclassified
to Statement of Total Return);

158 | CapitaMall Trust Annual Report 2014

SIGNIFICANT ACCOUNTING POLICIES (continued)


3.4 Foreign currency transactions (continued)

3.5

a financial liability designated as a hedge of the net investment in a foreign operation


to the extent that the hedge is effective; or

qualifying cash flow hedges to the extent the hedge is effective.

Financial instruments
Non-derivative financial assets
The Group initially recognises loans and receivables on the date that they are originated.
All other financial assets (including assets designated at fair value through profit or loss)
are recognised initially on the trade date at which the Group becomes a party to the
contractual provisions of the instrument.
The Group derecognises a financial asset when the contractual rights to the cash flows
from the asset expire, or it transfers the rights to receive the contractual cash flows on the
financial asset in a transaction in which substantially all the risks and rewards of
ownership of the financial asset are transferred. Any interest in transferred financial assets
that is created or retained by the Group is recognised as a separate asset or liability.
Financial assets and liabilities are offset and the net amount presented in the statement of
financial position when, and only when, the Group has a legal right to offset the amounts
and intends either to settle on a net basis or to realise the asset and settle the liability
simultaneously.
The Group has the following non-derivative financial assets: loans and receivables.
Loans and receivables
Loans and receivables are financial assets with fixed or determinable payments that are
not quoted in an active market. Such assets are recognised initially at fair value plus any
directly attributable transaction costs. Subsequent to initial recognition, loans and
receivables are measured at amortised cost using the effective interest method, less any
impairment losses.
Loans and receivables comprise trade and other receivables, loans to joint ventures and
cash and cash equivalents.
Cash and cash equivalents comprise cash balances and bank deposits.
Non-derivative financial liabilities
The Group initially recognises all other financial liabilities (including liabilities designated
at fair value through profit or loss) on the trade date at which the Group becomes a party
to the contractual provisions of the instrument.
The Group derecognises a financial liability when its contractual obligations are
discharged, cancelled or expired.
The Group has the following non-derivative financial liabilities: interest-bearing
borrowings, trade and other payables and security deposits.

Leading with Confidence | 159

Notes to the Financial Statements


Year ended 31 December 2014
3

SIGNIFICANT ACCOUNTING POLICIES (continued)


3.5 Financial instruments (continued)
Non-derivative financial liabilities (continued)
Such financial liabilities are recognised initially at fair value plus any directly attributable
transaction costs. Subsequent to initial recognition, these financial liabilities are measured
at amortised cost using the effective interest method.
Derivative financial instruments and hedging activities
The Group holds derivative financial instruments to hedge its foreign currency and interest
rate risk exposures. Embedded derivatives are separated from the host contract and
accounted for separately if the economic characteristics and risks of the host contract and
the embedded derivative are not closely related, a separate instrument with the same
terms as the embedded derivative would meet the definition of a derivative, and the
combined instrument is not measured at fair value through profit or loss. Multiple
embedded derivatives in a single instrument are treated as a single compound embedded
derivative if they share the same underlying risk exposures, are interdependent of each
other and are not readily separable.
On initial designation of the hedge, the Group formally documents the relationship
between the hedging instrument(s) and hedged item(s), including the risk management
objectives and strategy in undertaking the hedge transaction, together with the methods
that will be used to assess the effectiveness of the hedging relationship. The Group makes
an assessment, both at the inception of the hedge relationship as well as on an ongoing
basis, of whether the hedging instruments are expected to be highly effective in
offsetting the changes in the fair value or cash flows of the respective hedged items during
the period for which the hedge is designated, and whether the actual results of each
hedge are within a range of 80%-125%. For a cash flow hedge of a forecast transaction,
the transaction should be highly probable to occur and should present an exposure to
variations in cash flows that could ultimately affect reported Statement of Total Return.
Derivatives are recognised initially at fair value; attributable transaction costs are
recognised in the Statement of Total Return when incurred. Subsequent to initial
recognition, derivatives are measured at fair value, and changes therein are accounted for
as described below.
Cash flow hedges
When a derivative is designated as the hedging instrument in a hedge of the variability in
cash flows attributable to a particular risk associated with a recognised asset or liability
or a highly probable forecast transaction that could affect Statement of Total Return, the
effective portion of changes in the fair value of the derivative is recognised in Unitholders
funds and presented in the hedging reserve in equity. Any ineffective portion of changes
in the fair value of the derivative is recognised immediately in Statement of Total Return.
When the hedged item is a non-financial asset, the amount accumulated in Unitholders
funds is included in the carrying amount of the asset when the asset is recognised. In
other cases, the amount accumulated in Unitholders funds is reclassified to Statement of
Total Return in the same period that the hedged item affects Statement of Total Return. If
the hedging instrument no longer meets the criteria for hedge accounting, expires or is
sold, terminated or exercised, or the designation is revoked, then hedge accounting is
discontinued prospectively. If the forecast transaction is no longer expected to occur, then
the balance in Unitholders funds is reclassified to Statement of Total Return.

160 | CapitaMall Trust Annual Report 2014

SIGNIFICANT ACCOUNTING POLICIES (continued)


3.5 Financial instruments (continued)
Separable embedded derivatives
Changes in the fair value of separable embedded derivatives are recognised immediately
in the Statement of Total Return.
Other non-trading derivatives
When a derivative financial instrument is not designated in a hedge relationship that
qualifies for hedge accounting, all changes in its fair value are recognised immediately in
Statement of Total Return.
Convertible bonds
The Group has issued convertible bonds that comprise a liability for the principal and
interest amount and a derivative liability. The derivative liability is recognised at fair value
at inception. The carrying amount of the convertible bonds at initial recognition is the
difference between the gross proceeds from the convertible bonds issued and the fair
value of the derivative liability. Any directly attributable transaction costs are allocated to
the convertible bonds and derivative liability in proportion to their initial carrying amounts.
Subsequent to initial recognition, the convertible bonds are measured at amortised cost
using effective interest method. The derivative liability is measured at fair value through
profit or loss.
The Group has also issued convertible bonds that can be converted into Unitholders
funds at the option of the holder, where the number of units to be issued does not vary with
changes in their fair value are accounted for as compound financial instruments. The
gross proceeds are allocated to the equity and liability components, with the equity
component being assigned the residual amount after deducting the fair value of the
liability component from the fair value of the compound financial instrument. Subsequent
to initial recognition, the liability component of convertible bonds is measured at
amortised cost using the effective interest method. The equity component of convertible
bonds is not re-measured subsequent to initial recognition.
3.6

Impairment
Non-derivative financial assets
A financial asset not carried at fair value through profit or loss is assessed at each
reporting date to determine whether there is objective evidence that it is impaired. A
financial asset is impaired if objective evidence indicates that a loss event has occurred
after the initial recognition of the asset, and that the loss event had a negative effect on
the estimated future cash flows of that asset that can be estimated reliably.
Objective evidence that financial assets are impaired can include default or delinquency
by a debtor, restructuring of an amount due to the Group on terms that the Group would
not consider otherwise, indications that a debtor or issuer will enter bankruptcy. In
addition, for an investment in an equity security, a significant or prolonged decline in its
fair value below its cost is objective evidence of impairment.
The Group considers evidence of impairment for loans and receivables at both a specific
asset and collective level. All individually significant loans and receivables are assessed
for specific impairment. All individually significant loans and receivables found not to be
specifically impaired are then collectively assessed for any impairment that has been

Leading with Confidence | 161

Notes to the Financial Statements


Year ended 31 December 2014
3

SIGNIFICANT ACCOUNTING POLICIES (continued)


3.6 Impairment (continued)
Non-derivative financial assets (continued)
incurred but not yet identified. Loans and receivables that are not individually significant
are collectively assessed for impairment by grouping together loans and receivables with
similar risk characteristics.
In assessing collective impairment, the Group uses historical trends of the probability of
default, timing of recoveries and the amount of loss incurred, adjusted for the Managers
judgement as to whether current economic and credit conditions are such that the actual
losses are likely to be greater or less than suggested by historical trends.
An impairment loss in respect of a financial asset measured at amortised cost is
calculated as the difference between its carrying amount and the present value of the
estimated future cash flows discounted at the assets original effective interest rate.
Losses are recognised in the Statement of Total Return and reflected in an allowance
account against loans and receivables. Interest on the impaired asset continues to be
recognised through the unwinding of the discount. When a subsequent event causes the
amount of impairment loss to decrease, the decrease in impairment loss is reversed
through the Statement of Total Return.
Non-financial assets
The carrying amounts of the Groups 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
amount is estimated.
The recoverable amount of an asset or cash-generating unit (CGU) is the greater of its
value in use and its fair value less costs to sell. 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.
An impairment loss is recognised if the carrying amount of an asset or its CGU exceeds
its estimated recoverable amount. Impairment losses are recognised in the Statement of
Total Return.
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 assets 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.

162 | CapitaMall Trust Annual Report 2014

SIGNIFICANT ACCOUNTING POLICIES (continued)


3.7 Interest-bearing borrowings
Interest-bearing borrowings are recognised initially at fair value less attributable
transaction costs. Subsequent to initial recognition, interest-bearing borrowings are
stated at amortised cost with any difference between cost and redemption value being
recognised in the Statement of Total Return over the period of the borrowings on an
effective interest basis.
3.8

Unitholders funds
Unitholders funds represent the Unitholders residual interest in the Groups net assets
upon termination and is classified as equity.
Incremental costs directly attributable to the issue of units are recognised as a deduction
from Unitholders funds.

3.9

Revenue recognition
Rental income from operating leases
Rental income receivable under operating leases is recognised in the Statement of Total
Return on a straight-line basis over the term of the lease, except where an alternative
basis is more representative of the pattern of benefits to be derived from the leased
assets. Lease incentives granted are recognised as an integral part of the total rental to
be received. Contingent rentals, which include gross turnover rental, are recognised as
income in the accounting period on a receipt basis. No contingent rentals are recognised
if there are uncertainties due to the possible return of amounts received.
Car park income
Car park income is recognised as it accrues on a time apportioned basis.
Interest income
Interest income is recognised as it accrues, using the effective interest method.
Investment income
Investment income is recognised when the right to receive distribution income from an
associate or a joint venture is established.

3.10 Expenses
Property operating expenses
Property operating expenses consist of quit rents, property taxes, utilities, property
management fees, property management reimbursements, marketing, maintenance and
other property outgoings in relation to investment properties where such expenses are the
responsibility of the Group.
Property management fees are recognised on an accrual basis based on the applicable
formula, stipulated in Note 1.1.
Asset management fees
Asset management fees are recognised on an accrual basis using the applicable formula,
stipulated in Note 1.2.
Trustees fees
The Trustees fees are recognised on an accrual basis using the applicable formula,
stipulated in Note 1.3.
Leading with Confidence | 163

Notes to the Financial Statements


Year ended 31 December 2014
3

SIGNIFICANT ACCOUNTING POLICIES (continued)


3.11 Finance costs
Finance costs comprise interest expense on borrowings and convertible bonds,
amortisation of borrowings and convertible bonds related transaction costs and accretion
of convertible bonds interest which are recognised in the Statement of Total Return using
the effective interest method over the period of borrowings and the convertible bonds.
Finance costs also include gain/loss on remeasurement of financial derivatives.
3.12 Income tax
Income tax expense comprises current and deferred tax. Current and deferred tax is
recognised in the Statement of Total Return except to the extent that it relates to items
directly related to Unitholders funds, in which case it is recognised in Unitholders funds.
Current tax is the expected tax payable on the taxable income 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.
Deferred tax is recognised in respect of temporary differences between the carrying
amounts of assets and liabilities for financial reporting purposes and the amounts used for
taxation purposes. Deferred tax is not recognised for:

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; and

temporary differences related to investments in subsidiaries and joint ventures to the


extent that it is probable that they will not reverse in the foreseeable future.

The measurement of deferred taxes reflects the tax consequences that would follow the
manner in which the Group expects, at the end of the reporting period, to recover or settle
the carrying amount of its assets and liabilities. Deferred tax is measured at the tax rates
that are expected to be applied to the temporary differences when they reverse, based on
the laws that have been enacted or substantively enacted by the reporting date.
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.
A deferred tax asset is recognised only to the extent that it is probable that future taxable
profits will be available against which the temporary differences can be utilised. 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.

164 | CapitaMall Trust Annual Report 2014

SIGNIFICANT ACCOUNTING POLICIES (continued)


3.12 Income tax (continued)
In determining the amount of current and deferred tax, the Group takes into account the
impact of uncertain tax positions and whether additional taxes and interest may be due.
The Group believes that its accruals for tax liabilities are adequate for all open tax years
based on its assessment of many factors, including interpretations of tax law and prior
experience. This assessment relies on estimates and assumptions and may involve a
series of judgements about future events. New information may become available that
causes the Group to change its judgement regarding the adequacy of existing tax
liabilities; such changes to tax liabilities will impact tax expense in the period that such a
determination is made.
The Inland Revenue Authority of Singapore (the IRAS) has issued a tax ruling on the tax
treatment of the Trust. Subject to meeting the terms and conditions of the tax ruling which
includes a distribution of at least 90.0% of the taxable income of the Trust, the Trustee is
not subject to tax on the taxable income of the Trust to the extent of the amount distributed.
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 Trusts distributions.
This treatment is known as the tax transparency treatment.
Individuals and qualifying Unitholders, i.e. companies incorporated and tax resident in
Singapore, Singapore branches of foreign companies that have obtained waiver from the
IRAS from tax deducted at source in respect of the distributions from the Trust, and bodies
of persons registered or constituted in Singapore, are entitled to gross distributions from
the Trust. For distributions made to foreign non-individual Unitholders, the Trustee is
required to withhold tax at the reduced rate of 10.0%. For other types of Unitholders, the
Trustee is required to withhold tax at the prevailing corporate tax rate on the distributions
made by the Trust. Such other types of Unitholders are subject to tax on the regrossed
amounts of the distributions received but may claim a credit for the tax deducted at source
at the prevailing corporate tax rate by the Trustee.
The Trust has a distribution policy to distribute at least 90.0% of its taxable income, other
than gains from the sale of real estate properties that are determined by the IRAS to be
trading gains. For the taxable income that is not distributed, referred to as retained taxable
income, tax will be assessed on the Trustee. Where such retained taxable income is
subsequently distributed, the Trustee need not deduct tax at source.
3.13 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 Groups other components. All operating
segments operating results are reviewed and used by the management for strategic
decision making and resources allocation.
3.14 New standards, interpretations and revised recommended accounting practice not
yet adopted
A number of new standards, amendments to standards and interpretations are effective
for annual periods beginning after 1 January 2014, and have not been applied in
preparing these financial statements. The Group is presently assessing impact of the
adoption of these standards (including their consequential amendments). The Group does
not plan to adopt these standards early.
Leading with Confidence | 165

Notes to the Financial Statements


Year ended 31 December 2014
4

PLANT AND EQUIPMENT

Group and Trust

Furniture, fittings
and equipment
2014
2013
(Restated)
$000
$000

Cost
At 1 January

6,293

5,279

Additions

697

1,084

Disposals

(85)

(45)

Assets written off

(92)

(25)

At 31 December

6,813

6,293

4,083

3,277

Charge for the year

761

874

Disposals

(84)

(44)

Assets written off

(90)

(24)

Accumulated depreciation
At 1 January

At 31 December

4,670

4,083

At 1 January

2,210

2,002

At 31 December

2,143

2,210

Carrying amounts

INVESTMENT PROPERTIES
Group and Trust
2014
2013
(Restated)
$000
$000
At 1 January
Capital expenditure

Net change in fair value of investment properties


At 31 December

7,276,000

7,031,000

71,994

75,283

7,347,994

7,106,283

162,006

169,717

7,510,000

7,276,000

As at 31 December 2014 and 31 December 2013, all investment properties under the Group and
Trust are unencumbered.

166 | CapitaMall Trust Annual Report 2014

INVESTMENT PROPERTIES (continued)


Fair value hierarchy
The fair value of investment properties is determined by external, independent property valuers,
having appropriate recognised professional qualifications and recent experience in the location
and category of property being valued.
The fair value measurement for investment properties of $7,510,000,000 (2013: $7,276,000,000)
has been categorised as level 3 fair values based on inputs to the valuation techniques used.
Level 3 fair values
The investment properties are classified in level 3 of the fair value of the hierarchy.
Reconciliations from the beginning balances to the ending balances for fair value measurements
in level 3 of the fair value hierarchy are set out in the table above.
Valuation technique
Investment properties are stated at fair value based on valuations performed by independent
professional valuers. In determining the fair value, the valuations are prepared by considering
the estimated rental value of the property by applying i.e. the capitalisation method and
discounted cashflow method.
The capitalisation approach is an investment approach whereby the estimated gross passing
income (on both a passing and market rent basis) is adjusted to reflect anticipated operating
costs to produce a net income on a fully leased basis. The adopted fully leased net income is
capitalised over the remaining term of the lease from the valuation date at an appropriate
investment yield. The discounted cash flow method involves the estimation and projection of a
net income stream over a period and discounting the net income stream with an internal rate of
return to arrive at the market value. The discounted cash flow method requires the valuer to
assume a rental growth rate indicative of market and the selection of a target internal rate of
return consistent with current market requirements.
In determining the fair values of investment properties, the valuers have used the above
valuation methods which involve certain estimates. The Manager reviews the key valuation
parameters and underlying data including market-corroborated capitalisation rates and
discount rates adopted by the valuers and is of view that they are reflective of the market
conditions as at the reporting dates.
Significant unobservable inputs
The following table shows the key unobservable inputs used in the valuation models:
Group and Trust

Type

Key unobservable inputs

Investment property
Commercial properties for
leasing

Capitalisation rates from


4.0% to 7.5% (2013: from
4.0% to 7.5%)

Discount
rates
from
7.25% to 8.0% (2013:
from 7.5% to 8.25%)

Inter-relationship between
key unobservable inputs and
fair value measurement

The estimated fair value would


increase/(decrease) if the
capitalisation rates and
discount rates were
lower/(higher).

Leading with Confidence | 167

Notes to the Financial Statements


Year ended 31 December 2014
5

INVESTMENT PROPERTIES (continued)


Significant unobservable inputs (continued)
Significant unobservable inputs correspond to:

Capitalisation rate corresponds to a rate of return on investment properties based on the


expected income that the property will generate.

Discount rate, based on the risk-free rate for 10 year bonds issued by the government in
the relevant market, adjusted for a risk premium to reflect the increased risk of investing in
the asset class.

SUBSIDIARIES
Trust
2014
$000

2013
$000

80

80

80

80

Non-current assets
Equity investments at cost
Loan to a subsidiary

Less than $1,000

Details of the subsidiaries are as follows:


Effective equity interest held
by the Trust
2014
2013
%
%

Name of subsidiaries

Place of
incorporation/
business

CapitaRetail Singapore Limited

Singapore

100

Singapore

100

100

CMT MTN Pte. Ltd.


1

Audited by KPMG LLP Singapore

168 | CapitaMall Trust Annual Report 2014

SUBSIDIARIES (continued)
CapitaRetail Singapore Limited
CapitaRetail Singapore Limited (CRSL) which was placed under members voluntary
liquidation since 26 November 2013 was dissolved on 27 October 2014.
The dissolution of CRSL has no significant effect on the net asset value per unit of the Group for
the financial year ended 31 December 2014.
CMT MTN Pte. Ltd.
CMT MTN Pte. Ltd. (CMT MTN) was incorporated on 23 January 2007. The principal activity
of this subsidiary is to issue notes under unsecured multi-currency medium term note
programmes. The proceeds from such issuances will be used by CMT MTN and the Group to
refinance the existing borrowings of the Group, to finance the investments comprised in the
Trust, to on-lend to any trust, fund or entity in which the Trust has an interest, to finance any asset
enhancement works initiated in respect of the Trust or such trust, fund or entity, and to finance
the general corporate and working capital purposes in respect of the Group.
The Trust has provided a loan to CMT MTN amounting to $80,000 (2013: $80,000) which is
non-trade in nature, unsecured and interest-free. The settlement of the amount is neither
planned nor likely to occur in the foreseeable future. As this amount is, in substance, part of the
Trusts net investment in CMT MTN, it is stated at cost.

ASSOCIATE AND JOINT VENTURES


Group
2014
2013
(Restated)
$000
$000

Trust
2014

2013

$000

$000

Investment in associate

182,790

178,808

130,836

130,836

Investments in joint ventures

814,851

760,872

569,409

563,633

Loans to joint ventures

136,385

146,131

136,385

146,131

951,236

907,003

705,794

709,764

1,134,026

1,085,811

836,630

840,600

The loans to joint ventures are unsecured, with no fixed terms of repayment and are not
expected to be repaid in the next twelve months from the reporting date. The loan bears interest
rate of 2.12% to 3.40% (2013: 2.12%) per annum. Interest rate is repriced at intervals of less than
twelve months.

Leading with Confidence | 169

Notes to the Financial Statements


Year ended 31 December 2014
7

ASSOCIATE AND JOINT VENTURES (continued)


Details of the associate and joint ventures are as follows:

Name of associate and joint ventures

Place of
constitution/
incorporation/
business

Effective equity interest


held by the Trust
2014
2013
%
%

Associate
CapitaRetail China Trust 1

Singapore

14.8 2

15.3

Infinity Mall Trust 1 and Infinity Office Trust 1

Singapore

30.0

30.0

RCS Trust 1

Singapore

40.0

40.0

Joint ventures

1
2

Audited by KPMG LLP Singapore


The dilution of interest in associate is mainly due to the issuance of new units under the distribution reinvestment plan
on 27 March 2014 and 25 September 2014 by CapitaRetail China Trust in which the Trust did not participate.

Associate
CapitaRetail China Trust
CapitaRetail China Trust (CRCT) is a real estate investment trust constituted in Singapore by
a trust deed dated 23 October 2006 (as amended). CRCT was formally admitted to SGX-ST on
8 December 2006. CRCT is established with the objective of investing on a long term basis in
a diversified portfolio of income producing real estate and primarily for retail purposes and
located primarily in the Peoples Republic of China (China).
On a recurring basis, as the results of CRCT are not expected to be announced in sufficient time
to be included in the Groups results for the same calendar quarter, the Group will equity account
the results of CRCT based on a 3-month lag time.
At the reporting date, the fair value of both the Groups and the Trusts investment in CRCT is
$198,169,000 (2013: $163,198,000).

170 | CapitaMall Trust Annual Report 2014

ASSOCIATE AND JOINT VENTURES (continued)


Associate (continued)
CapitaRetail China Trust (continued)
The following summarises the financial information of the associate based on its consolidated
financial statements prepared in accordance with RAP 7.
CRCT
2014
$000
Revenue

2013
$000

192,887

157,715

93,496

83,110

Total return after tax for the year

140,611

163,473

Attributable to non-controlling interests


Attributable to investees unitholders

3,531
137,080

3,255
160,218

Net return after transfer to general reserve

133,089

157,247

Total assets
Total liabilities

2,217,919
(957,635)

1,874,600
(677,924)

Net assets

1,260,284

1,196,676

Attributable to non-controlling interests


Attributable to investees unitholders

26,659
1,233,625

26,120
1,170,556

Net income

Groups interest in net assets of CRCT at 1 January


Groups share of total return for the year
Distributions received during the year
Dilution (loss)/gain of interest in CRCT
Groups share of movement in Unitholders funds

178,808
20,094
(11,436)
(239)
(4,437)

152,592
25,721
(7,595)
646
7,444

Carrying amount of interest in CRCT at 31 December

182,790

178,808

The Trust has accounted for CRCT as an associate. The Managers of both the Trust and CRCT,
CapitaMall Trust Management Limited (CMTML) and CapitaRetail China Trust Management
Limited (CRCTML) respectively, are wholly owned by CapitaMalls Asia Limited (CMA) which
has substantial interest in the Trust.

Leading with Confidence | 171

Notes to the Financial Statements


Year ended 31 December 2014
7

ASSOCIATE AND JOINT VENTURES (continued)


Associate (continued)
CapitaRetail China Trust (continued)
As the results of CRCT for the fourth quarter ended 31 December 2014 are not announced in
sufficient time to be included in the Groups results for the same calendar quarter, the assets and
liabilities recorded were based on CRCTs unaudited financial statements and distribution
announcement for the third quarter ended 30 September 2014 dated 24 October 2014. The
financial results recorded were based on CRCTs unaudited financial statements and distribution
announcements for the period from 1 October 2013 to 30 September 2014. The Group also
account for any significant transactions or events that occurred from 1 October 2014 to 31
December 2014.
Similarly, corresponding comparisons for previous financial year were based on CRCTs
unaudited financial statements and distribution announcement for the third quarter ended 30
September 2013 dated 23 October 2013 and on CRCTs unaudited financial statements and
distribution announcements for the period from 1 October 2012 to 30 September 2013. The
Group also account for any significant transactions or events that occurred from 1 October 2013
to 31 December 2013.
Joint Ventures
Infinity Mall Trust
Infinity Mall Trust is an unlisted special purpose trust established under a trust deed (Infinity
Mall Trust Trust Deed) dated 25 May 2011 entered into between the Trustee, CMA Singapore
Investments (4) Pte. Ltd., CL JM Pte. Ltd. and JG Trustee Pte. Ltd. (as trustee of Infinity Mall
Trust). Infinity Mall Trust is 30.0% owned by the Trust, 50.0% by CMA Singapore Investments (4)
Pte. Ltd. and 20.0% by CL JM Pte. Ltd.
Infinity Mall Trust owns Westgate which commenced operations on 2 December 2013.
Infinity Mall Trust has entered into property management agreement in relation to management
of Infinity Mall Trust and its property operations. The fee structures of these services are as
follows:
(a)

Property management fees


Under the property management agreement, property management fees are charged as
follows:
(i)

2.00% per annum of the gross revenue of the properties;

(ii)

2.00% per annum of the net property income of the properties; and

(iii) 0.50% per annum of the net property income of the properties, in lieu of leasing
commissions.
The property management fees are payable monthly in arrears.

172 | CapitaMall Trust Annual Report 2014

ASSOCIATE AND JOINT VENTURES (continued)


Joint Ventures (continued)
Infinity Mall Trust (continued)
(b) Trustee fees
Pursuant to the Infinity Mall Trust Trust Deed, the Infinity Mall Trust Trustees fees are $2,000
per annum. JG Trustee Pte. Ltd. is also entitled to reimbursement of expenses incurred in
the performance of its duties under Infinity Mall Trust Trust Deed.
JG Trustee Pte. Ltd.s fees are payable monthly in arrears.
Infinity Office Trust
Infinity Office Trust is an unlisted special purpose trust established under a trust deed (Infinity
Office Trust Trust Deed) dated 25 May 2011 entered into between the Trustee, CMA Singapore
Investments (5) Pte. Ltd., CL JO Pte. Ltd. and JG2 Trustee Pte. Ltd. (as trustee of Infinity Office
Trust). Infinity Office Trust is 30.0% owned by the Trust, 50.0% by CMA Singapore Investments
(5) Pte. Ltd. and 20.0% by CL JO Pte. Ltd.
On 23 January 2014, JG2 Trustee Pte. Ltd., in its capacity as trustee of Infinity Office Trust and
JG Trustee Pte. Ltd., in its capacity as trustee of Infinity Mall Trust entered into a sale and
purchase agreement to sell all the office strata units in Westgate Tower to Westgate Commercial
Pte. Ltd. and Westgate Tower Pte. Ltd. for an aggregate consideration of $579.4 million.
Westgate Tower obtained its temporary occupation permit on 9 October 2014.
RCS Trust
RCS Trust is an unlisted special purpose trust established under a trust deed (RCS Trust Trust
Deed) dated 18 July 2006 entered into between HSBC Institutional Trust Services (Singapore)
Limited as trustee-manager of RCS Trust (RCS Trust Trustee-Manager), HSBC Institutional
Trust Services (Singapore) Limited as trustee of CapitaCommercial Trust (CCT Trustee), the
Trustee, CapitaCommercial Trust Management Limited (CCTML as manager of CCT) and the
Manager. RCS Trust is 40.0% owned by the Trust and 60.0% owned by CCT.
RCS Trust has entered into several service agreements in relation to management of RCS Trust
and its property operations. The fee structures of these services are as follows:
(a)

Property management fees


Under the property management agreement, property management fees are charged as
follows:
(i)

2.00% per annum of the property income of the property; and

(ii)

2.50% per annum of the net property income of the property.

The property management fees are payable monthly in arrears.

Leading with Confidence | 173

Notes to the Financial Statements


Year ended 31 December 2014
7

ASSOCIATE AND JOINT VENTURES (continued)


Joint Ventures (continued)
RCS Trust (continued)
(b) Asset management fees
Pursuant to the RCS Trust Trust Deed, the asset management fees comprise a base
component of 0.25% per annum of the value of deposited property of RCS Trust and a
performance component of 4.00% per annum of the net property income of RCS Trust,
including all its authorised investments for the time being held or deemed to be held upon
the trusts of the RCS Trust Trust Deed.
The asset management fees shall be paid entirely in the form of units or, with the unanimous
approval of the Manager and CCTML, either partly in units and partly in cash or wholly in
cash.
The asset management fees are payable quarterly in arrears.
(c)

RCS Trust Trustee-Managers fees


Pursuant to the RCS Trust Trust Deed, the RCS Trust Trustee-Managers fees shall not
exceed 0.10% per annum of the value of Deposited Property of RCS Trust, as defined in the
RCS Trust Trust Deed (subject to a minimum sum of $15,000 per month), payable out of the
Deposited Property of RCS Trust. The RCS Trust Trustee-Manager is also entitled to
reimbursement of expenses incurred in the performance of its duties under the RCS Trust
Trust Deed.
The RCS Trust Trustee-Managers fees are payable quarterly in arrears.

The secured term loan and revolving credit facility by the RCS Trust were granted by a special
purpose company, Silver Oak Ltd. (Silver Oak).
Silver Oak has on 21 June 2011 granted RCS Trust a term loan facility of $1,000.0 million and
a revolving credit facility (RCF) of $300.0 million under the loan agreements between Silver
Oak and RCS Trust Trustee-Manager.
As at 31 December 2014, the total loans drawn down by RCS Trust from Silver Oak are $1,030.0
million (2013: $1,007.0 million).
The following summarises the financial information of the Groups material joint venture based
on its financial statements prepared in accordance with RAP 7. The table also includes
summarised financial information for the Groups interest in immaterial joint ventures, based on
amounts reported in the Groups consolidated financial statements.

174 | CapitaMall Trust Annual Report 2014

ASSOCIATE AND JOINT VENTURES (continued)


Joint Ventures (continued)

Revenue

Total return for the year

Includes:
depreciation and amortisation
interest income
interest expense
income tax expense

Net assets
(c)

(d)

907,003

28,051

16,182

44,233

800,527

150,709

951,236

120,490
(a)

Non-current assets
Current assets (b)
Non-current liabilities (c)
Current liabilities (d)

(b)

134,527

232,493

Net income

Total
$000

RCS
$000

2014

(a)

Immaterial
joint ventures
$000

Includes cash and cash equivalents


Includes non-current financial liabilities
(excluding trade and other payables and
provisions)
Includes current financial liabilities
(excluding trade and other payables and
provisions)

Groups interest in net assets of joint


ventures at beginning of the year
Groups share of total return for the year
Distributions received during the year
Groups share of movement in Unitholders
funds
Groups share of total return and movement in
Unitholders funds
Carrying amount of interest in joint
ventures at end of the year

194,418
(3,491)
9
(34,474)

3,110,389
16,590
(1,044,089)
(81,574)
2,001,316
9,163

(1,044,089)

(10,830)

772,476
77,767
(55,491)
5,775

Leading with Confidence | 175

Notes to the Financial Statements


Year ended 31 December 2014
7

ASSOCIATE AND JOINT VENTURES (continued)


Joint Ventures (continued)

Revenue

Total return for the year

Includes:
depreciation and amortisation
interest income
interest expense
income tax expense

Net assets
(c)

(d)

844,855

33,820

28,328

62,148

772,476

134,527

907,003

117,467
(a)

Non-current assets
Current assets (b)
Non-current liabilities (c)
Current liabilities (d)

(b)

106,199

225,787

Net Income

Total
$000

RCS
$000

2013

(a)

Immaterial
joint ventures
$000

Includes cash and cash equivalents


Includes non-current financial liabilities
(excluding trade and other payables and
provisions)
Includes current financial liabilities
(excluding trade and other payables and
provisions)

Groups interest in net assets of joint


ventures at beginning of the year
Groups share of total return for the year
Distributions received during the year
Groups share of movement in Unitholders
funds
Groups share of total return and movement in
Unitholders funds
Carrying amount of interest in joint
ventures at end of the year

205,417
(3,153)
42
(33,843)

3,018,792
14,472
(1,019,738)
(82,338)
1,931,188
6,447

(1,019,738)

(10,206)

738,656
82,167
(53,932)
5,585

As at 31 December 2014, the Groups share of its joint venture capital commitment amounted to
$6,264,000 (2013: $37,011,000). This commitment has not been recognised in the Groups
consolidated financial statements.

176 | CapitaMall Trust Annual Report 2014

FINANCIAL DERIVATIVES
Group
2014
2013
(Restated)
$000
$000

Trust
2014

2013

$000

$000

Non-current assets
Cross currency swaps

57,488

4,530

35,801

5,132

5,132

66,744

116,607

Current liabilities
Cross currency swap
Interest rate swap
Non-current liabilities
Cross currency swaps

Cross currency swaps


The Group enters into cross currency swaps (CCS) to manage its foreign currency risk arising
from its foreign currency borrowings. The Group has designated the cross currency swaps as
hedging instruments in cash flow hedges.
As at 31 December 2014, the Group held CCS with a total notional amount of $1,988,654,800
(2013: $1,818,354,800) to provide Singapore dollar fixed rate funding for terms of 5 to 10.5 years
(2013: 5 to 10 years).
Offsetting financial assets and financial liabilities
The disclosures set out in the tables below include financial assets and financial liabilities that
are subject to an enforceable master netting arrangement, irrespective of whether they are offset
in the Statement of Financial Position.
The Group entered into International Swaps and Derivatives Association (ISDA) Master
Agreements with various bank counterparties (ISDA Master Agreement). In certain
circumstances following the occurrence of a termination event as set out in an ISDA Master
Agreement, all outstanding transactions under such ISDA Master Agreement may be terminated
and the early termination amount payable to one party under such agreements may be offset
against amounts payable to the other party such that only a single net amount is due or payable
in settlement of all transactions.
In accordance with accounting standards, the swaps presented below are not offset in the
Statement of Financial Position as the right of set-off of recognised amounts is enforceable only
following the occurrence of a termination event as set out in such ISDA Master Agreement. In
addition the Group and its counterparties do not intend to settle on a net basis or to realise the
assets and settle the liabilities simultaneously.

Leading with Confidence | 177

Notes to the Financial Statements


Year ended 31 December 2014
8

FINANCIAL DERIVATIVES (continued)


Cross currency swaps (continued)
Offsetting financial assets and financial liabilities (continued)
Financial assets and financial liabilities that are subject to an enforceable master netting
arrangements

Group
31 December 2014
Financial assets

Net amounts of
financial assets
presented in the
Statement of
Financial
Position

Related
amounts not
offset in the
Statement of
Financial
Position
Financial
instruments

Net
amount

$000

$000

$000

$000

54,901

54,901

(54,901)

Gross amounts
of recognised
financial
liabilities

Gross amounts
of recognised
financial assets
offset in the
Statement of
Financial
Position

Net amounts of
financial
liabilities
presented in the
Statement of
Financial
Position

Related
amounts not
offset in the
Statement of
Financial
Position
Financial
instruments

Net
amount

$000

$000

$000

$000

$000

66,744

66,744

(54,901)

11,843

Gross amounts
of recognised
financial
liabilities offset
in the Statement
of Financial
Position

Net amounts of
financial assets
presented in the
Statement of
Financial
Position

Related
amounts not
offset in the
Statement of
Financial
Position
Financial
instruments

Net
amount

$000

$000

$000

$000

4,530

4,530

(4,530)

Gross amounts
of recognised
financial
liabilities

Gross amounts
of recognised
financial assets
offset in the
Statement of
Financial
Position

Net amounts of
financial
liabilities
presented in the
Statement of
Financial
Position

Related amounts
not offset in the
Statement of
Financial
Position
Financial
instruments

Net
amount

$000

$000

$000

$000

$000

48,820

48,820

(4,530)

44,290

Gross amounts
of recognised
financial assets
$000

Cross currency swaps


used for hedging
(Non-current)

Financial liabilities

Cross currency swaps


used for hedging
(Non-current)

Group
31 December 2013
Financial assets

Gross amounts
of recognised
financial assets
$000

Cross currency swaps


used for hedging
(Non-current)

Financial liabilities

Cross currency swaps


used for hedging
(Non-current)

178 | CapitaMall Trust Annual Report 2014

Gross amounts
of recognised
financial
liabilities offset
in the Statement
of Financial
Position

FINANCIAL DERIVATIVES (continued)


Cross currency swaps (continued)
Offsetting financial assets and financial liabilities (continued)
Financial assets and financial liabilities that are subject to an enforceable master netting
arrangements (continued)
The tables below reconcile the Net amounts of financial assets and financial liabilities
presented in Statement of Financial Position, as set out above, to the line items presented in the
Statement of Financial Position.

Group
31 December 2014
Financial assets

Net amounts of
financial assets
presented in the
Statement of
Financial Position

Carrying
amount in
Statement of
Financial
Position

Financial
assets not
in scope of
offsetting
disclosures

$000

$000

Non-current financial
derivatives

57,488

2,587

Line item in Statement


of Financial Position

Carrying
amount in
Statement of
Financial
Position

Financial
liabilities not
in scope of
offsetting
disclosures

$000

$000

Line item in Statement


of Financial Position

$000
Cross currency swaps used for
hedging

Financial liabilities

54,901

Net amounts of
financial liabilities
presented in the
Statement of
Financial Position
$000

Cross currency swaps used for


hedging

66,744

Group
31 December 2013
Financial assets

Net amounts of
financial assets
presented in the
Statement of
Financial Position

Current financial
derivatives
Non-current financial
derivatives

35,801

35,801

66,744

Line item in Statement


of Financial Position

Carrying
amount in
Statement of
Financial
Position

Financial
assets not
in scope of
offsetting
disclosures

$000

$000

Non-current financial
derivatives

4,530

Line item in Statement


of Financial Position

Carrying
amount in
Statement of
Financial
Position

Financial
liabilities not
in scope of
offsetting
disclosures

$000

$000

116,607

67,787

$000
Cross currency swaps used for
hedging

Financial liabilities

4,530

Net amounts of
financial liabilities
presented in the
Statement of
Financial Position
$000

Cross currency swaps used for


hedging

48,820

Non-current financial
derivatives

Leading with Confidence | 179

Notes to the Financial Statements


Year ended 31 December 2014
8

FINANCIAL DERIVATIVES (continued)


The following table indicates the periods of cash flows associated with financial derivatives:
Cash flows
Carrying
amount

Contractual
cash flows

Within
1 year

Within 1 to
5 years

More than
5 years

$000

$000

$000

$000

$000

1,182,024

35,680

641,014

505,330

(1,126,256)

(31,284)

(605,711)

(489,261)

55,768

4,396

35,303

16,069

1,009,438

680,609

135,136

193,693

(198,699)

(194,379)
(686)

Group
2014
Derivative financial assets
Cross currency swaps
(gross-settled)

57,488

Inflow
Outflow
57,488
Derivative financial
liabilities
Cross currency swaps
(gross-settled)

(102,545)

Inflow
Outflow

(1,116,089) (723,011)
(102,545)

(106,651)

(42,402)

(63,563)

582,610

18,858

563,752

(579,881)

(16,576)

(563,305)

2013
Derivative financial assets
Cross currency swaps
(gross-settled)

4,530

Inflow
Outflow
4,530

180 | CapitaMall Trust Annual Report 2014

2,729

2,282

447

FINANCIAL DERIVATIVES (continued)


Cash flows
Carrying
amount

Contractual
cash flows

Within
1 year

Within 1 to
5 years

More than
5 years

$000

$000

$000

$000

$000

1,379,438

41,988

704,013

633,437

(1,505,599)

(46,041)

(790,897)

(668,661)

(5,132)

(4,994)

(4,994)

(121,739)

(131,155)

(9,047)

Derivative financial
liabilities
Cross currency swaps
(gross-settled)

(116,607)

Inflow
Outflow
Interest rate swap
(net-settled)

(86,884)

(35,224)

Trust
2014
Interest rate swap
(net-settled)

2013
Interest rate swap
(net-settled)
9

(5,132)

(4,994)

(4,994)

TRADE AND OTHER RECEIVABLES


Group and Trust
2014
2013
(Restated)
$000
$000
Trade receivables
Deposits
Interest receivables
Amount due from related parties
Other receivables

6,082
668
2,186
14,679
1,002

5,049
681
442
14,287
355

Loans and receivables


Prepayments

24,617
481

20,814
732

25,098

21,546

Leading with Confidence | 181

Notes to the Financial Statements


Year ended 31 December 2014
9

TRADE AND OTHER RECEIVABLES (continued)


Concentration of credit risk relating to trade receivables is limited due to the Groups many
varied tenants. These tenants comprise retailers engaged in a wide variety of consumer trades.
The Groups historical experience in the collection of accounts receivable falls within the
recorded allowances. Due to these factors, the Manager believes that no additional credit risk
beyond amounts provided for collection losses is inherent in the Groups trade receivables.
The maximum exposure to credit risk for trade receivables at the reporting date (by type of
consumers) is:
Group and Trust
2014
2013
(Restated)
$000
$000
Retail customers

5,946

4,940

Warehouse

67

59

Office

69

50

6,082

5,049

The Groups most significant tenant, accounts for $405,487 (2013: $168,420) of the trade
receivables carrying amount as at the reporting date.
Impairment losses
The ageing of receivables at the reporting date is:
Group and Trust
Impairment
Gross
losses
$000
$000
2014
Not past due
Past due 31 60 days
Past due 61 90 days
Over 90 days

2013 (Restated)
Not past due
Past due 31 60 days
Past due 61 90 days
Over 90 days

182 | CapitaMall Trust Annual Report 2014

5,005
888
151
38

6,082

4,450
503
75
21

5,049

TRADE AND OTHER RECEIVABLES (continued)


Impairment losses (continued)
The Manager believes that no impairment allowance is necessary in respect of the trade
receivables as these receivables arose mainly from tenants that have good record with the
Group and have sufficient security deposits as collateral.

10

CASH AND CASH EQUIVALENTS


Group
2014
2013
(Restated)
$000
$000

$000

$000

8,516

8,907

8,422

8,764

Fixed deposits with financial institutions

1,121,036

820,954

1,121,036

820,954

Cash and cash equivalents in the


statements of cash flows

1,129,552

829,861

1,129,458

829,718

Cash at bank and in hand

Trust
2014

2013

The weighted average effective interest rate relating to cash and cash equivalents at the
reporting date for the Group and Trust is 0.88% per annum (2013: Group and Trust was 0.56%).
11

TRADE AND OTHER PAYABLES


Group
2014
2013
(Restated)
$000
$000

Trust
2014

2013

$000

$000

Trade payables and accrued operating


expenses

101,120

94,214

101,107

94,154

Amounts due to related parties (trade)

12,776

12,165

12,776

12,165

Deposits and advances

13,012

12,034

13,012

12,034

Interest payable

28,514

23,187

28,514

23,187

155,422

141,600

155,409

141,540

Included in amounts due to related parties of the Group and Trust are amounts due to the
Manager of $10,576,000 (2013: $10,028,000), the Property Manager (CapitaLand Retail
Management Pte Ltd) of $2,042,000 (2013: $2,039,000) and the Project Manager (CapitaLand
Retail Project Management Pte Ltd) of $74,000 (2013: $3,000).
Included in trade payables and accrued operating expenses of the Group and the Trust is an
amount due to the Trustee of $306,000 (2013: $290,000).

Leading with Confidence | 183

Notes to the Financial Statements


Year ended 31 December 2014
12

INTEREST-BEARING BORROWINGS
Group
2014
2013
(Restated)
$000
$000
Current liabilities
Term loans (unsecured)
Non-current liabilities
Term loans (unsecured)
Unamortised transaction costs

Total interest-bearing borrowings

Trust
2014

2013

$000

$000

762,275

150,000

799,500

150,000

2,412,935
(5,891)

2,310,277
(3,273)

2,439,155
(5,891)

2,418,354
(3,273)

2,407,044

2,307,004

2,433,264

2,415,081

3,169,319

2,457,004

3,232,764

2,565,081

Terms and debt repayment schedule


Terms and conditions of outstanding interest-bearing borrowings are as follows:
2014
Nominal
interest rate
%
Group
Unsecured
Retail bonds
3.08
USD fixed rate term
loans
3.73 4.32
JPY fixed rate term
loans
1.04 1.31
JPY floating rate
3 months JPY
term loan
LIBOR + 0.48
HKD fixed rate
term loans
3.25 3.76
SGD fixed rate
term loans
3.15 3.85

Year of maturity

Face
value
$000

Carrying
amount
$000

2021

350,000

348,300

2013
Carrying
Face
amount
value (Restated)
$000
$000

2015 to 2018 1,191,255 1,190,288 1,137,285 1,136,037


2019 to 2020

220,988

220,484

240,947

240,433

2021

55,247

55,133

2022 to 2025

457,720

456,681

332,045

331,215

2015 to 2024

900,000

898,433

750,000

749,319

3,175,210 3,169,319 2,460,277 2,457,004


Trust
Unsecured
Retail bonds
SGD fixed rate
term loans from
CMT MTN

3.08

2.79 3.85

2021

350,000

348,300

2015 to 2025 2,888,655 2,884,464 2,568,354 2,565,081


3,238,655 3,232,764 2,568,354 2,565,081

JPY LIBOR Japanese Yen London Interbank Offered Rate


184 | CapitaMall Trust Annual Report 2014

12

INTEREST-BEARING BORROWINGS (continued)


Terms and debt repayment schedule (continued)
The following are the expected contractual undiscounted cash outflows of financial liabilities
including interest payments and excluding the impact of netting agreements:
Cash flows
Carrying
amount
$000

Contractual
cash flows
$000

Within
1 year
$000

Within 1
to 5 years
$000

More
than
5 years
$000

348,300

420,174

10,780

43,150

366,244

1,190,288

1,274,520

696,226

578,294

220,484

235,117

2,594

120,878

111,645

JPY floating rate term loan

55,133

57,687

328

1,477

55,882

HKD fixed rate term loans

456,681

591,698

15,901

63,769

512,028

SGD fixed rate term loans

898,433

1,106,968

130,048

343,348

633,572

Trade and other payables

155,422

155,422

155,422

Security deposits

148,545

148,545

61,992

84,710

1,843

3,473,286

3,990,131

1,073,291

1,235,626

1,681,214

1,136,037

1,262,995

46,104

1,216,891

JPY fixed rate term loans

240,433

259,177

2,825

11,322

245,030

HKD fixed rate term loans

331,215

435,852

11,772

47,180

376,900

SGD fixed rate term loans

749,319

877,995

175,513

412,392

290,090

Convertible bonds

348,349

352,221

352,221

Trade and other payables

141,600

141,600

141,600

Security deposits

142,028

142,028

41,118

99,823

1,087

3,088,981

3,471,868

771,153

1,787,608

913,107

Group
2014
Non-derivative financial
liabilities
Unsecured
Retail bonds
USD fixed rate term loans
JPY fixed rate term loans

2013 (Restated)
Non-derivative financial
liabilities
Unsecured
USD fixed rate term loans

Leading with Confidence | 185

Notes to the Financial Statements


Year ended 31 December 2014
12

INTEREST-BEARING BORROWINGS (continued)


Terms and debt repayment schedule (continued)
Cash flows

Trust
2014
Non-derivative financial
liabilities
Unsecured
Retail bonds
SGD fixed rate term loans
Trade and other payables
Security deposits

2013
Non-derivative financial
liabilities
Unsecured
SGD fixed rate term loans
Convertible bonds
Trade and other payables
Security deposits

Carrying
amount
$000

Contractual
cash flows
$000

Within
1 year
$000

Within 1
to 5 years
$000

More
than
5 years
$000

348,300
2,884,464
155,409
148,545

420,174
3,349,313
155,409
148,545

10,780
884,343
155,409
61,992

43,150
1,147,759

84,710

366,244
1,317,211

1,843

3,536,718

4,073,441

1,112,524

1,275,619

1,685,298

2,565,081
348,349
141,540
142,028

2,963,477
352,221
141,540
142,028

238,130
352,221
141,540
41,118

1,766,595

99,823

958,752

1,087

3,196,998

3,599,266

773,009

1,866,418

959,839

The interest-bearing borrowings comprise the following:


(1)

Unsecured retail bonds of the Trust


On 20 February 2014, the Trustee issued $350.0 million in principal amount of bonds under
the $2.5 billion Retail Bond Programme which carry an interest of 3.08% per annum, fully
repayable on 20 February 2021.

(2)

Unsecured term loans of CMT MTN


The Group has a $2.5 billion Multicurrency Medium Term Note Programme (MTN
Programme) and a USD3.0 billion Euro-Medium Term Note Programme (EMTN
Programme).
Under the MTN Programme, CMT MTN may, subject to compliance with all relevant laws,
regulations and directives, from time to time issue notes in series or tranches in Singapore
dollars, United States dollars or any other currency (MTN Notes).
Under the EMTN Programme, CMT MTN may, subject to compliance with all relevant laws,
regulations and directives, from time to time issue notes in series or tranches in Euro,
Sterling, United States dollars, Singapore dollars and any other currency (EMTN Notes).

186 | CapitaMall Trust Annual Report 2014

12

INTEREST-BEARING BORROWINGS (continued)


Terms and debt repayment schedule (continued)
(2) Unsecured term loans of CMT MTN (continued)
Each series or tranche of notes may be issued in various amounts and tenors, and may bear
fixed, floating or variable rates of interest. Hybrid notes or zero coupon notes may also be
issued under the MTN Programme and EMTN Programme.
The MTN Notes and EMTN Notes shall constitute direct, unconditional, unsecured and
unsubordinated obligations of CMT MTN ranking pari passu, without any preference or
priority among themselves and pari passu with all other present and future unsecured
obligations at CMT MTN. All sums payable in respect of the notes will be unconditionally
and irrevocably guaranteed by the Trustee.
At 31 December 2014, notes issued by CMT MTN are as follows:

under the MTN Programme:


(i)

$900.0 million (2013: $750.0 million) of fixed rate notes maturing between 2015 to
2024;

(ii)

JPY10.0 billion (2013: JPY10.0 billion) of fixed rate notes maturing in 2020;

(iii) JPY5.0 billion (2013: Nil) of floating rate notes maturing in 2021; and
(iv) HKD650.0 million (2013: Nil) of fixed rate notes maturing in 2025.

under the EMTN Programme:


(i)

USD900.0 million (2013: USD900.0 million) of fixed rate notes maturing between
2015 to 2018;

(ii)

JPY10.0 billion (2013: JPY10.0 billion) of fixed rate notes maturing in 2019; and

(iii) HKD2.035 billion (2013: HKD2.035 billion) of fixed rate notes maturing between
2022 to 2023.
CMT MTN has entered into cross currency swaps to swap the abovementioned foreign
currency notes into Singapore dollars.
The proceeds from the issue of the MTN Notes and EMTN Notes will be used by CMT MTN
and the Group to refinance the existing borrowings of the Group, to finance the investments
comprised in the Trust, to on-lend to any trust, fund or entity in which the Trust has an
interest, to finance any asset enhancement works initiated in respect of the Trust or such
trust, fund or entity, and to finance the general corporate and working capital purposes in
respect of the Group.

Leading with Confidence | 187

Notes to the Financial Statements


Year ended 31 December 2014
13

CONVERTIBLE BONDS
Group and Trust
2014
2013
$000
$000
Debt component at 1 January

348,349

447,977

Amortisation of transaction costs

792

2,865

Interest accretion

859

4,904

Redemption of Convertible Bonds due 2014

(350,000)

Redemption of Convertible Bonds due 2013

(107,397)

Debt component at 31 December

348,349

Current liabilities

348,349

348,349

Convertible Bonds due 2014


On 19 April 2014, the $350.0 million principal amount of convertible bonds due 2014
(Convertible Bonds due 2014) at 2.125% per annum have been redeemed upon maturity. The
last day for any of the Convertible Bonds due 2014 to be converted into Units was 4 April 2014.
There has been no conversion of the Convertible Bonds due 2014 since the date of their issue.
Convertible Bonds due 2013
On 2 July 2013, the remaining $98.25 million of $650.0 million principal amount of convertible
bonds due 2013 (Convertible Bonds due 2013) issued on 2 July 2008 and carrying coupon
interest at 1.0% per annum were fully redeemed at 109.31% of the principal amount upon
maturity. Following the redemption, the legal mortgage over The Atrium@Orchard had been
discharged and released.
14

UNITS IN ISSUE
Group and Trust
2014
2013
000
000
Units in issue:
At 1 January

3,459,157

3,456,421

3,023

2,736

3,462,180

3,459,157

Units created:
as payment of asset management fees in relation to
the Trusts 40.0% interest in RCS Trust
Total issued units at 31 December

188 | CapitaMall Trust Annual Report 2014

14

UNITS IN ISSUE (continued)


Each unit in the Trust represents an undivided interest in the Trust. The rights and interests of
Unitholders are contained in the Trust Deed and include the right 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 asset (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 in 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 Unitholders 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 Unitholders 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 for indemnifying
the Trustee or any creditor of the Trustee in the event that liabilities of the Trust exceed its assets.
15

GROSS REVENUE
Group and Trust
2014
2013
(Restated)
$000
$000
Gross rental income

607,853

589,319

Car park income

17,981

18,174

Others

33,017

30,097

658,851

637,590

Leading with Confidence | 189

Notes to the Financial Statements


Year ended 31 December 2014
16

PROPERTY OPERATING EXPENSES


Group and Trust
2014
2013
(Restated)
$000
$000
Land rental

1,313

1,269

Property tax

55,439

55,590

Utilities

30,205

32,337

Property management fees

24,700

24,066

Property management reimbursements

32,390

30,696

Marketing

20,480

13,427

Maintenance

40,471

37,013

5,490

4,477

210,488

198,875

Others

17

INTEREST AND OTHER INCOME


Group
2014

Trust
2014

$000

2013
(Restated)
$000

2013

$000

$000

financial institutions

6,707

3,964

6,707

3,960

joint ventures

7,974

4,752

2,543

14,681

3,964

11,459

6,503

16

16

14,697

3,964

11,475

6,503

Interest income:

Other income

18

INVESTMENT INCOME
Trust
2014

2013

$000

$000

joint ventures

85,491

53,932

associate

11,436

7,595

3,538

96,927

65,065

Distribution income from:

Special preference dividend income from:


subsidiary

190 | CapitaMall Trust Annual Report 2014

19

ASSET MANAGEMENT FEES


Group and Trust
2014
2013
(Restated)
$000
$000
Base fees
Performance fees

20

22,314
19,414

20,807
18,208

41,728

39,015

FINANCE COSTS
Group and Trust
2014
2013
(Restated)
$000
$000
Interest expense
Transaction costs

21

109,969
3,988

98,384
8,244

113,957

106,628

INCOME TAX EXPENSE


Group
2014

Current tax expense


Current year
Under provision in prior
years 1

Reconciliation of
effective tax rate
Net income
Tax calculated using
Singapore tax rate
of 17%
Effects of results of equityaccounted investees
Non-tax deductible items
Income not subject to tax
Tax transparency
Under provision
in prior years

Trust
2014

$000

2013
(Restated)
$000

2013

$000

$000

37

501

37

501

37

501

37

501

452,013

397,558

396,500

361,015

76,842

67,585

67,405

61,373

(15,933)
2,133

(63,042)

(8,545)
1,512

(60,552)

2,681
(7,044)
(63,042)

1,072
(1,893)
(60,552)

37

501

37

501

37

501

37

501

In 2014 and 2013, these relate to tax assessed on the Trust by the Inland Revenue Authority of Singapore (IRAS) for
years of assessment 2010 and 2009 respectively. The IRAS has disallowed certain expenses incurred in the year ended
31 December 2009 and 31 December 2008 and did not allow such adjustments to be included under the rollover income
adjustment.

Leading with Confidence | 191

Notes to the Financial Statements


Year ended 31 December 2014
22

EARNINGS PER UNIT


(a)

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
2014
$000
Total return for the year

618,875

2013
$000
574,366

Trust
2014
$000
563,601

2013
$000
537,177

Group and Trust


Number of Units
2014
2013
000
000
Issued units at beginning of the year
Effect of creation of new units:
asset management fees in relation to the Trusts
40.0% interest in RCS Trust
Weighted average number of units at the end of the year

3,459,157

3,456,421

1,635

1,461

3,460,792

3,457,882

(b) Diluted earnings per unit


In calculating diluted earnings per unit, the total return for the year and weighted average
number of units during the year are adjusted for the effects of all dilutive potential units:
Group
2014
$000

2013
$000

Trust
2014
$000

2013
$000

Total return for the year


Impact of conversion of the dilutive
potential units

618,875

574,366

563,601

537,177

3,348

15,661

3,348

15,661

Adjusted total return for the year

622,223

590,027

566,949

552,838

Group and Trust


Number of Units
2014
2013
000
000
Weighted average number of units used in calculation of
basic earnings per unit
Weighted average number of unissued units from
convertible bonds
Weighted average number of units in issue (diluted)

192 | CapitaMall Trust Annual Report 2014

3,460,792

3,457,882

41,055

169,798

3,501,847

3,627,680

23

RELATED PARTIES
For the purposes of these financial statements, parties are considered to be related to the Group
if the Group has the ability, directly or indirectly, to control the parties or exercise significant
influence over the parties in making financial and operating decisions, or vice versa, or where
the Group and the parties are subject to common significant influence. Related parties may be
individuals or other entities. The Manager, Project Manager (CapitaLand Retail Project
Management Pte Ltd) and Property Manager (CapitaLand Retail Management Pte Ltd) are
subsidiaries of a substantial Unitholder of the Trust.
In the normal course of the operations of the Trust, asset management fees and trustees fees
have been paid or are payable to the Manager and Trustee respectively. The property
management fees and property management reimbursements are payable to the Property
Manager.
During the financial year, other than those disclosed elsewhere in the financial statements, the
following were significant related party transactions carried out in the normal course of business
on arms length commercial terms:
Group
2014
2013
(Restated)
$000
$000

$000

$000

Asset enhancement works and


consultancy fees paid/payable to
related companies of the Manager

2,786

2,463

2,786

2,463

Rental and other income


received/receivable from related
companies of the Manager

1,311

1,247

1,311

1,247

Interest paid/payable to subsidiary

93,267

81,774

869

869

4,067

3,447

4,081

3,459

Divestment fees payable to the Manager


Other expenses paid/payable to related
companies of the Manager

Trust
2014

2013

Leading with Confidence | 193

Notes to the Financial Statements


Year ended 31 December 2014
24

FINANCIAL RISK MANAGEMENT


Capital management
The Board of the Manager proactively reviews the Groups and the Trusts capital and debt
management and financing policy regularly so as to optimise the Groups and the Trusts funding
structure. Capital consists of Unitholders funds of the Group. The Board also monitors the
Groups and the Trusts exposure to various risk elements and externally imposed requirements
by closely adhering to clearly established management policies and procedures.
The Trust is subject to the aggregate leverage limit as defined in the Property Fund Appendix
of the CIS code. The CIS code stipulates that the total borrowings and deferred payments
(together the Aggregate Leverage) of a property fund should not exceed 35.0% of the funds
deposited property. The Aggregate Leverage of a property fund may exceed 35.0% of the funds
deposited property (up to a maximum of 60.0%) only if a credit rating of the property fund from
Fitch Inc., Moodys or Standard and Poors is obtained and disclosed to the public. The property
fund should continue to maintain and disclose a credit rating so long as its Aggregate Leverage
exceeds 35.0% of the funds deposited property.
The Trust has been assigned an A2 issuer rating in March 2013. The Trust has complied with
the Aggregate Leverage limit of 60.0% during the financial year. There were no changes in the
Groups and the Trusts approach to capital management during the financial year.
Overview of risk management
Risk management is integral to the whole business of the Group. The Group has a system of
controls in place to create an acceptable balance between the cost of risks occurring and the
cost of managing the risks. The Manager continually monitors the Groups risk management
process to ensure that an appropriate balance between risk and control is achieved. Risk
management policies and systems are reviewed regularly to reflect changes in market
conditions and the Groups activities.
The Audit Committee oversees how the Manager monitors compliance with the Groups risk
management policies and procedures and reviews the adequacy of the risk management
framework in relation to the risks faced by the Group. The Audit Committee is assisted in its
oversight role by Internal Audit. Internal Audit undertakes both regular and ad hoc reviews of
risk management controls and procedures, the results of which are reported to the Audit
Committee.
Credit risk
Credit risk is the potential financial loss resulting from the failure of a tenant or a counterparty
to settle its financial and contractual obligations to the Group, as and when they fall due.
The Manager has established credit limits for customers and monitors their balances on an
ongoing basis. Credit evaluations are performed by the Manager before lease agreements are
entered into with tenants.
The Manager establishes an allowance for impairment that represents its estimate of incurred
losses in respect of trade and other receivables. The main component of this allowance is a
specific loss component that relates to the individually significant exposure.

194 | CapitaMall Trust Annual Report 2014

24

FINANCIAL RISK MANAGEMENT (continued)


Credit risk (continued)
The allowance account in respect of trade and other receivables is used to record impairment
losses unless the Group is satisfied that no recovery of the amount owing is possible. At that
point, 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.
Cash and fixed deposits are placed with financial institutions which are regulated. The Group
limits its credit risk exposure in respect of investments by only investing in liquid securities and
only with counterparties that have sound credit ratings thus management does not expect any
counterparty to fail to meet its obligations.
At 31 December 2014 and 31 December 2013, there were no significant concentrations of credit
risk. The maximum exposure to credit risk is represented by the carrying value of each financial
asset on the Statement of Financial Position.
Liquidity risk
The Manager monitors and maintains a level of cash and cash equivalents deemed adequate by
management to finance the Groups operations and to mitigate the effects of fluctuations in cash
flows. Typically, the Group ensures that it has sufficient cash on demand to meet expected
operational expenses for a period of 60 days, including the servicing of financial obligations.
Market risk
Market risk is the risk that changes in market prices, such as interest rates, foreign exchange
rates and equity prices will affect the Groups income or the value of its holdings of financial
instruments. The objective of market risk management is to manage and control market risk
exposures within acceptable parameters, while optimising the return on risk.
Foreign currency risk
The Group is exposed to foreign currency risk on interest-bearing borrowings that were
denominated in a currency other than the functional currency of the Group. The currencies
giving rise to this risk are United States Dollars (USD), Hong Kong Dollars (HKD) and
Japanese Yen (JPY). The Group hedges this risk by entering into cross currency swaps with
notional contract amounts of USD500.0 million, USD400.0 million, HKD1.15 billion, JPY10.0
billion, HKD885.0 million, JPY10.0 billion, JPY5.0 billion and HKD650.0 million. All sums payable
in respect of the cross currency swaps are guaranteed by the Trustee.
Sensitivity analysis
A 10.0% strengthening of Singapore dollar against the following foreign currency at the
reporting date would decrease the Statement of Total Return and Unitholders Funds as at 31
December 2014 by the amounts shown below. This analysis assumes that all other variables, in
particular, interest rates, remain constant.

Leading with Confidence | 195

Notes to the Financial Statements


Year ended 31 December 2014
24

FINANCIAL RISK MANAGEMENT (continued)


Foreign currency risk (continued)
Sensitivity analysis (continued)

Group

Statement of
Total Return
$000

Unitholders
Funds
$000

2014
USD

(5,918)

HKD

(4,618)

JPY

(2,312)

(12,848)

USD

(9,119)

HKD

(2,492)

JPY

(2,021)

(13,632)

2013

A 10.0% weakening of Singapore dollar against the above currency would have had an equal
but opposite effect on the above currency to the amounts shown above, on the basis that all
other variables remain constant.
Interest rate risk
The Groups exposure to changes in interest rates relates primarily to interest-bearing financial
liabilities. Interest rate risk is managed on an ongoing basis with the primary objective of limiting
the extent to which net interest expense could be affected by adverse movements in interest
rates.

196 | CapitaMall Trust Annual Report 2014

24

FINANCIAL RISK MANAGEMENT (continued)


Interest rate risk (continued)
Sensitivity analysis
A change of 100 basis points (bp) in interest rate at the reporting date would
increase/(decrease) the Statement of Total Return and Unitholders Funds by the amounts shown
below. This analysis assumes that all other variables, in particular foreign currency rates, remain
constant.

Group
31 December 2014
Variable rate instrument
Interest rate swap

31 December 2013 (Restated)


Variable rate instrument
Interest rate swap

Trust

Statement of
Total Return
100 bp
100 bp
increase
decrease
$000
$000

Unitholders Funds
100 bp
100 bp
increase
decrease
$000
$000

(138)

138

(138)

138

2,093

(2,093)

2,093

(2,093)

Statement of
Total Return
100 bp
100 bp
increase
decrease
$000
$000

Unitholders Funds
100 bp
100 bp
increase
decrease
$000
$000

31 December 2014
Interest rate swap

31 December 2013
Interest rate swap

2,093

(2,093)

2,093

(2,093)

Leading with Confidence | 197

198 | CapitaMall Trust Annual Report 2014

25

12

Financial liabilities
measured at fair value
Financial derivatives

11

7
9
10

Financial liabilities not


measured at
fair value
Trade and other payables
Security deposits
Interest-bearing borrowings

Financial assets
measured at fair value
Financial derivatives

2014
Financial assets not
measured at fair value
Loans to joint ventures
Trade and other receivables
Cash and cash equivalents

Group

Note

(102,545)
(102,545)

1,290,554

136,385
24,617
1,129,552

Loans and
receivables
$000

Carrying amount

57,488

57,488

Fair value
hedging
instruments
$000

Designated
at fair
value
$000

57,488

57,488

1,290,554

136,385
24,617
1,129,552

Total
$000

(102,545)

(102,545)

(3,473,286) (3,473,286)

(155,422)
(155,422)
(148,545)
(148,545)
(3,169,319) (3,169,319)

Other financial
liabilities at
amortised cost
$000

57,488

Level 2
$000

(102,545)

(3,241,770)

Level 1
$000

57,488

Total
$000

(102,545)

(3,241,770)

Level 3
$000

Fair value

The carrying amounts and fair values of financial assets and liabilities, including their levels in the fair value hierarchy are as follows. It does not
include fair value information for financial assets and liabilities not measured at fair value if the carrying amount is a reasonable approximation
of fair value.

CLASSIFICATION AND FAIR VALUE OF FINANCIAL INSTRUMENTS

Year ended 31 December 2014

Notes to the Financial Statements

Leading with Confidence | 199

25

12
13

Financial liabilities
measured at fair value
Financial derivatives

11

7
9
10

Financial liabilities not


measured at
fair value
Trade and other payables
Security deposits
Interest-bearing borrowings
Convertible bonds

Financial assets
measured at fair value
Financial derivatives

2013 (Restated)
Financial assets not
measured at fair value
Loans to joint ventures
Trade and other receivables
Cash and cash equivalents

Group

Note

(116,607)
(116,607)

(5,132)

996,806

146,131
20,814
829,861

Loans and
receivables
$000

Carrying amount

(5,132)

4,530

4,530

Fair value
hedging
instruments
$000

Designated
at fair
value
$000

4,530

4,530

996,806

146,131
20,814
829,861

Total
$000

(121,739)

(121,739)

(3,088,981) (3,088,981)

(141,600)
(141,600)
(142,028)
(142,028)
(2,457,004) (2,457,004)
(348,349)
(348,349)

Other financial
liabilities at
amortised cost
$000

CLASSIFICATION AND FAIR VALUE OF FINANCIAL INSTRUMENTS (continued)

4,530

Level 2
$000

(121,739)

(2,518,727)

Level 1
$000

Level 3
$000

Fair value

(121,739)

(2,518,727)

4,530

Total
$000

200 | CapitaMall Trust Annual Report 2014

25

Financial liabilities measured


at fair value
Financial derivatives
8

12
13

11

7
9
10

2013
Financial assets not measured
at fair value
Loans to joint ventures
Trade and other receivables
Cash and cash equivalents

Financial liabilities not


measured at fair value
Trade and other payables
Security deposits
Interest-bearing borrowings
Convertible bonds

12

11

7
9
10

Financial liabilities not


measured at fair value
Trade and other payables
Security deposits
Interest-bearing borrowings

2014
Financial assets not measured
at fair value
Loans to joint ventures
Trade and other receivables
Cash and cash equivalents

Trust

Note

(5,132)

(5,132)

Designated
at fair value
$000

996,663

146,131
20,814
829,718

1,290,460

136,385
24,617
1,129,458
1,290,460

136,385
24,617
1,129,458

996,663

146,131
20,814
829,718

(5,132)

(5,132)

(3,196,998) (3,196,998)

(141,540) (141,540)
(142,028) (142,028)
(2,565,081) (2,565,081)
(348,349) (348,349)

(3,536,718) (3,536,718)

(5,132)

(2,627,065)

Total
$000

(5,132)

(2,627,065)

(3,296,177)

Level 2 Level 3
$000
$000

Fair value

(3,296,177)

Total Level 1
$000
$000

(155,409) (155,409)
(148,545) (148,545)
(3,232,764) (3,232,764)

Carrying amount
Fair value
Other financial
hedging
Loans and
liabilities at
instruments receivables
amortised cost
$000
$000
$000

CLASSIFICATION AND FAIR VALUE OF FINANCIAL INSTRUMENTS (continued)

Year ended 31 December 2014

Notes to the Financial Statements

25

CLASSIFICATION AND FAIR VALUE OF FINANCIAL INSTRUMENTS (continued)


Measurement of fair values
Financial instruments measured at fair value
Derivatives
The fair values of cross currency swaps and interest rate swap (Level 2 fair values) are based
on banks quotes. These quotes are tested for reasonableness by discounting estimated future
cash flows based on the terms and maturity of each contract and using market interest rates for
a similar instrument at the measurement date. Fair values reflect the credit risk of the instrument
and include adjustments to take into account the credit risk of the Group entity and
counterparties when appropriate.
Financial instruments not measured at fair value
Other non-derivative financial liabilities are measured at fair value at initial recognition and for
disclosure purposes, at each annual reporting date. Fair value is calculated based on the
present value of future principal and interest cash flows, discounted at the market rate of interest
at the measurement date. Other non-derivative financial liabilities include interest-bearing
borrowings.
Interest rates used in determining fair values
The interest rates used to discount estimated cash flows, where applicable, are based on
forward rates as at 31 December plus a credit spread, and are as follows:

Interest-bearing borrowings

2014
%

2013
%

0.63 3.38

0.91 4.30

Financial instruments for which fair value is equal to the carrying value
These financial instruments include loans to joint ventures, trade and other receivables, cash
and cash equivalents, trade and other payables, security deposits and convertible bonds. The
carrying amounts of these financial instruments are an approximation of their fair values
because they are either short term in nature, effect of discounting is immaterial or reprice
frequently.

Leading with Confidence | 201

Notes to the Financial Statements


Year ended 31 December 2014
26

OPERATING SEGMENTS
For the purpose of making resource allocation decisions and the assessment of segment
performance, the Groups Chief Operating Decision Makers (CODMs) reviews
internal/management reports of its investment properties. This forms the basis of identifying the
operating segments of the Group under FRS 108 Operating Segments.
Segment revenue comprises mainly income generated from its tenants. Segment net property
income represents the income earned by each segment after allocating property operating
expenses. This is the measure reported to the CODMs for the purpose of assessment of
segment performance. In addition, the CODMs monitor the non-financial assets as well as
financial assets attributable to each segment when assessing segment performance.
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 and revenue, interest-bearing borrowings and expenses, related assets
and expenses. Segment capital expenditure is the total cost incurred during the year to acquire
segment assets that are expected to be used for more than one year.
Geographical segments
Segment information in respect of the Groups geographical segments is not presented, as the
Groups activities for the year ended 31 December 2014 and 31 December 2013 related to
properties located in Singapore.

202 | CapitaMall Trust Annual Report 2014

This page has been intentionally left blank.

Notes to the Financial Statements


Year ended 31 December 2014
26

OPERATING SEGMENTS (continued)


Operating segments
Funan
Tampines Junction DigitaLife
Mall
8
Mall
$000
$000
$000

IMM
Plaza
Bugis
Building Singapura Junction
$000
$000
$000

Lot One
Shoppers
JCube
Mall
$000
$000

Bukit
Panjang
Plaza
$000

The
Atrium@
Orchard
$000

Clarke
Quay
$000

Other
Investment
Bugis+ Properties 1
$000
$000

Group
$000

2014
Gross revenue

74,800

57,174

33,524

76,673

88,871

79,017

32,064

42,729

26,414

52,360

38,580

32,682

23,963

658,851

Segment net
property income

55,042

40,682

21,715

50,272

66,608

53,898

15,867

29,529

17,115

37,749

23,081

22,389

14,416

448,363

Interest and other


income

14,697

Finance costs

(113,957)

Unallocated
expenses

(46,309)

Share of results
(net of tax) of:
Associate

20,094

Joint ventures

129,125

Net income

452,013

Net change in fair


value of
financial
derivatives
Net change in fair
value of
investment
properties

5,132

50,378

Dilution loss of
interest in
associate
Total return for the
year before
income tax
Income tax
expense
Total return for
the year

204 | CapitaMall Trust Annual Report 2014

25,388

2,222

(34,946)

51,811

37,907

(30,851)

16,834

4,168

4,661

20,477

6,266

7,691

162,006

(239)

618,912
(37)

618,875

Leading with Confidence | 205

Notes to the Financial Statements


Year ended 31 December 2014
26

OPERATING SEGMENTS (continued)


Operating segments
Funan
Tampines Junction DigitaLife
Mall
8
Mall
$000
$000
$000

IMM
Plaza
Bugis
Building Singapura Junction
$000
$000
$000

Lot One
Shoppers
JCube
Mall
$000
$000

Bukit
Panjang
Plaza
$000

The
Atrium@
Orchard
$000

Clarke
Quay
$000

Other
Investment
Bugis+ Properties 1
$000
$000

Group
$000

2014
Gross revenue

74,800

57,174

33,524

76,673

88,871

79,017

32,064

42,729

26,414

52,360

38,580

32,682

23,963

658,851

Segment net
property income

55,042

40,682

21,715

50,272

66,608

53,898

15,867

29,529

17,115

37,749

23,081

22,389

14,416

448,363

Interest and other


income

14,697

Finance costs

(113,957)

Unallocated
expenses

(46,309)

Share of results
(net of tax) of:
Associate

20,094

Joint ventures

129,125

Net income

452,013

Net change in fair


value of
financial
derivatives
Net change in fair
value of
investment
properties

5,132

50,378

Dilution loss of
interest in
associate
Total return for the
year before
income tax
Income tax
expense
Total return for
the year

204 | CapitaMall Trust Annual Report 2014

25,388

2,222

(34,946)

51,811

37,907

(30,851)

16,834

4,168

4,661

20,477

6,266

7,691

162,006

(239)

618,912
(37)

618,875

Leading with Confidence | 205

Notes to the Financial Statements


Year ended 31 December 2014
26

OPERATING SEGMENTS (continued)


Operating segments (continued)
Funan
Tampines Junction DigitaLife
IMM
Plaza
Bugis
Mall
8
Mall Building Singapura Junction
$000
$000
$000
$000
$000
$000

Lot One
Shoppers
JCube
Mall
$000
$000

Bukit
The
Panjang Atrium@
Plaza Orchard
$000
$000

Clarke
Quay
$000

Other
Investment
Bugis+ Properties1
$000
$000

Group
$000

2014
Assets and
liabilities
Segment assets
Investment in
associate and
joint ventures
Unallocated assets:
financial
derivatives
others

922,647

662,531

361,452

604,521 1,223,783

951,446

335,594

503,372

292,462

729,833

372,422

338,107

222,164 7,520,334

1,134,026

57,488
1,146,459
1,203,947
9,858,307

Total assets
Segment liabilities
Unallocated
liabilities:
interestbearing
borrowings
financial
derivatives
others

28,925

19,638

12,241

32,451

28,246

31,611

18,886

14,319

15,954

19,856

20,653

9,865

9,988

262,633

3,169,319
102,545
41,371
3,313,235
3,575,868

Total liabilities

Other segmental
information
Depreciation and
amortisation
Plant and equipment:
capital expenditure
Investment
properties:
capital expenditure
Receivables written
off

21

81

16

91

58

18

165

73

18

561

145

132

38

1,417

20

45

23

114

47

17

62

28

17

60

195

51

18

697

19,622

612

778

5,946

3,189

12,093

5,851

1,166

13,832

1,339

3,523

734

3,309

71,994

34

206 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 207

Notes to the Financial Statements


Year ended 31 December 2014
26

OPERATING SEGMENTS (continued)


Operating segments (continued)
Funan
Tampines Junction DigitaLife
IMM
Plaza
Bugis
Mall
8
Mall Building Singapura Junction
$000
$000
$000
$000
$000
$000

Lot One
Shoppers
JCube
Mall
$000
$000

Bukit
The
Panjang Atrium@
Plaza Orchard
$000
$000

Clarke
Quay
$000

Other
Investment
Bugis+ Properties1
$000
$000

Group
$000

2014
Assets and
liabilities
Segment assets
Investment in
associate and
joint ventures
Unallocated assets:
financial
derivatives
others

922,647

662,531

361,452

604,521 1,223,783

951,446

335,594

503,372

292,462

729,833

372,422

338,107

222,164 7,520,334

1,134,026

57,488
1,146,459
1,203,947
9,858,307

Total assets
Segment liabilities
Unallocated
liabilities:
interestbearing
borrowings
financial
derivatives
others

28,925

19,638

12,241

32,451

28,246

31,611

18,886

14,319

15,954

19,856

20,653

9,865

9,988

262,633

3,169,319
102,545
41,371
3,313,235
3,575,868

Total liabilities

Other segmental
information
Depreciation and
amortisation
Plant and equipment:
capital expenditure
Investment
properties:
capital expenditure
Receivables written
off

21

81

16

91

58

18

165

73

18

561

145

132

38

1,417

20

45

23

114

47

17

62

28

17

60

195

51

18

697

19,622

612

778

5,946

3,189

12,093

5,851

1,166

13,832

1,339

3,523

734

3,309

71,994

34

206 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 207

Notes to the Financial Statements


Year ended 31 December 2014
26

OPERATING SEGMENTS (continued)


Operating segments (continued)
Funan
Tampines Junction DigitaLife
IMM
Plaza
Bugis
Mall
8
Mall Building Singapura Junction
$000
$000
$000
$000
$000
$000

Lot One
Shoppers
JCube
Mall
$000
$000

Bukit
The
Panjang Atrium@
Plaza Orchard
$000
$000

Clarke
Quay
$000

Other
Investment
Bugis+ Properties1
$000
$000

Group
$000

2013 (Restated)
Gross revenue

73,384

55,447

33,306

75,440

83,954

73,059

33,842

41,966

25,867

49,572

37,309

31,454

22,990

637,590

Segment net
property income

53,789

39,496

22,095

50,058

63,141

47,903

22,086

28,881

16,690

36,710

23,073

21,313

13,480

438,715

Interest and other


income
Finance costs
Unallocated
expenses
Share of results (net
of tax) of:
Associate
Joint ventures

3,964
(106,628)
(42,692)

25,721
78,478

Net income
Net change in fair
value of financial
derivatives
Net change in fair
value of investment
properties
Dilution gain of
interest in
associate

397,558

6,946

4,474

15,303

3,784

10,769

53,530

1,311

25,252

17,049

2,755

714

17,575

7,707

9,494

169,717

646

Total return for the


year before income
tax
Income tax expense

574,867
(501)

Total return for the


year

574,366

208 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 209

Notes to the Financial Statements


Year ended 31 December 2014
26

OPERATING SEGMENTS (continued)


Operating segments (continued)
Funan
Tampines Junction DigitaLife
IMM
Plaza
Bugis
Mall
8
Mall Building Singapura Junction
$000
$000
$000
$000
$000
$000

Lot One
Shoppers
JCube
Mall
$000
$000

Bukit
The
Panjang Atrium@
Plaza Orchard
$000
$000

Clarke
Quay
$000

Other
Investment
Bugis+ Properties1
$000
$000

Group
$000

2013 (Restated)
Gross revenue

73,384

55,447

33,306

75,440

83,954

73,059

33,842

41,966

25,867

49,572

37,309

31,454

22,990

637,590

Segment net
property income

53,789

39,496

22,095

50,058

63,141

47,903

22,086

28,881

16,690

36,710

23,073

21,313

13,480

438,715

Interest and other


income
Finance costs
Unallocated
expenses
Share of results (net
of tax) of:
Associate
Joint ventures

3,964
(106,628)
(42,692)

25,721
78,478

Net income
Net change in fair
value of financial
derivatives
Net change in fair
value of investment
properties
Dilution gain of
interest in
associate

397,558

6,946

4,474

15,303

3,784

10,769

53,530

1,311

25,252

17,049

2,755

714

17,575

7,707

9,494

169,717

646

Total return for the


year before income
tax
Income tax expense

574,867
(501)

Total return for the


year

574,366

208 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 209

Notes to the Financial Statements


Year ended 31 December 2014
26

OPERATING SEGMENTS (continued)


Operating segments (continued)
Funan
Tampines Junction DigitaLife
IMM
Plaza
Bugis
Mall
8
Mall Building Singapura Junction
$000
$000
$000
$000
$000
$000

Lot One
Shoppers
JCube
Mall
$000
$000

Bukit
The
Panjang Atrium@
Plaza Orchard
$000
$000

Clarke
Quay
$000

Other
Investment
Bugis+ Properties1
$000
$000

Group
$000

2013 (Restated)
Assets and
liabilities
Segment assets
Investment in
associate and
joint ventures
Unallocated assets:
financial
derivatives
others

852,796

636,393

358,464

632,529 1,168,803

901,557

361,072

485,430

274,418

723,236

347,946

331,128

211,214 7,284,986

1,085,811

4,530
844,631
849,161
9,219,958

Total assets

Segment liabilities
Unallocated
liabilities:
interestbearing
borrowings
financial
derivatives
convertible bonds
others

21,975

19,236

11,644

31,996

28,360

28,505

20,895

14,142

8,026

25,084

18,304

10,159

10,409

248,735

2,457,004
121,739
348,349
35,387
2,962,479
3,211,214

Total liabilities

Other segmental
information
Depreciation and
amortisation
Plant and equipment:
capital expenditure
Investment
properties:
capital expenditure
Receivables written
off
1

52

80

17

136

122

21

344

81

47

35

112

122

80

1,249

29

145

28

81

43

28

111

37

20

162

208

125

67

1,084

20,526

3,697

216

13,231

8,470

20,689

951

1,245

4,286

4,425

293

2,506

75,283

21

21

(5,252)

Other investment properties comprise Sembawang Shopping Centre and Rivervale Mall.

210 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 211

Notes to the Financial Statements


Year ended 31 December 2014
26

OPERATING SEGMENTS (continued)


Operating segments (continued)
Funan
Tampines Junction DigitaLife
IMM
Plaza
Bugis
Mall
8
Mall Building Singapura Junction
$000
$000
$000
$000
$000
$000

Lot One
Shoppers
JCube
Mall
$000
$000

Bukit
The
Panjang Atrium@
Plaza Orchard
$000
$000

Clarke
Quay
$000

Other
Investment
Bugis+ Properties1
$000
$000

Group
$000

2013 (Restated)
Assets and
liabilities
Segment assets
Investment in
associate and
joint ventures
Unallocated assets:
financial
derivatives
others

852,796

636,393

358,464

632,529 1,168,803

901,557

361,072

485,430

274,418

723,236

347,946

331,128

211,214 7,284,986

1,085,811

4,530
844,631
849,161
9,219,958

Total assets

Segment liabilities
Unallocated
liabilities:
interestbearing
borrowings
financial
derivatives
convertible bonds
others

21,975

19,236

11,644

31,996

28,360

28,505

20,895

14,142

8,026

25,084

18,304

10,159

10,409

248,735

2,457,004
121,739
348,349
35,387
2,962,479
3,211,214

Total liabilities

Other segmental
information
Depreciation and
amortisation
Plant and equipment:
capital expenditure
Investment
properties:
capital expenditure
Receivables written
off
1

52

80

17

136

122

21

344

81

47

35

112

122

80

1,249

29

145

28

81

43

28

111

37

20

162

208

125

67

1,084

20,526

3,697

216

13,231

8,470

20,689

951

1,245

4,286

4,425

293

2,506

75,283

21

21

(5,252)

Other investment properties comprise Sembawang Shopping Centre and Rivervale Mall.

210 | CapitaMall Trust Annual Report 2014

Leading with Confidence | 211

Notes to the Financial Statements


Year ended 31 December 2014
27

COMMITMENTS
Group and Trust
2014
2013
(Restated)
$000
$000
Capital commitments:
contracted but not provided for

51,032

17,244

Operating lease rental receivable


The Group leases out its investment properties. Non-cancellable operating lease rentals are
receivable as follows:
Group and Trust
2014
2013
(Restated)
$000
$000
Within 1 year

523,136

520,275

After 1 year but within 5 years

655,307

614,905

63,736

83,452

1,242,179

1,218,632

2014
%

2013
%

including performance component of Managers


management fees

0.79

0.76

excluding performance component of Managers


management fees

0.46

0.43

More than 5 years

28

FINANCIAL RATIOS

Expenses to weighted average net assets 1

Portfolio turnover rate


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 Trust, excluding property expenses and
finance costs.
The annualised ratio is 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.

212 | CapitaMall Trust Annual Report 2014

29

SUBSEQUENT EVENT
On 5 February and 9 February 2015, CMT MTN issued fixed rate notes of HKD1.104 billion due
2027 and floating rate notes of JPY8.6 billion due 2023 through its MTN programme at 2.77% per
annum and 3 months JPY Libor plus 0.25% per annum respectively. Concurrently, CMT MTN
entered into swap transactions to swap the HKD and JPY proceeds into Singapore dollar
proceeds of $192.8 million at 3.25% per annum and $100.0 million at 2.85% per annum
respectively.
The proceeds from the issue of the MTN Notes will be used by CMT MTN and the Group to
refinance the existing borrowings of the Group, to finance the investments comprised in the
Trust, to on-lend to any trust, fund or entity in which the Trust has an interest, to finance any asset
enhancement works initiated in respect of the Trust or such trust, fund or entity, and to finance
the general corporate and working capital purposes in respect of the Group.

Leading with Confidence | 213

Interested Person Transactions


The transactions entered into with interested persons during the financial year (FY), which fall under
the Listing Manual of the Singapore Exchange Securities Trading Limited (the 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:

Name of Interested Person

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
conducted under
shareholders
mandate pursuant to
Rule 920 (excluding
transactions less
than S$100,000)
S$000

CapitaLand Limited and its subsidiaries or associates


Management fees1,2

47,542

Property management fees & reimbursables2

65,849

Project management and consultancy fees for


asset enhancement works

1,383

Divestment fees related to Westgate Tower

869

Rental and service income2

345

1,800

3,852

943

1,353

Service fees2
Temasek Holdings (Private) Limited and its associates
Rental and service income2
General services2
HSBC Institutional Trust Services (Singapore) Limited
Trustee fees2
1

For the purposes of Clause 907 of the Listing Manual of the SGX-ST, in arriving at this figure, the market price of the units
(being the closing price of the units traded on the SGX-ST on the relevant date of issue of the units) issued to the Manager
for its management fees, was used to determine the amount of the aggregate asset management fees paid to the Manager
for the period from 1 January 2014 to 31 December 2014.

This includes CMTs interest in joint ventures.

214 | CapitaMall Trust Annual Report 2014

Save 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.
On 10 February 2004, the SGX-ST has granted a waiver to CMT from Rules 905 and 906 of the Listing
Manual of the SGX-ST in relation to, inter alia, payments for management fees, payments for
acquisition and divestment fees, as well as payments of trustees fees. Such payments are not to be
included in the aggregated value of total interested person transactions as governed by Rules 905
and 906 of the Listing Manual of the SGX-ST as long as there are no changes to the terms, rates
and/or bases for such fees and expenses.
In addition, the entry into the Master Property Management Agreement 2011 dated 1 December 2011
was approved by the Unitholders at an extraordinary general meeting held on 13 April 2011 and the
total property management fees and reimbursements to the property manager in respect of payroll
and related expenses payable thereunder were aggregated for the purpose of Rule 905 in FY 2011.
Accordingly, such fees and expenses will not be subject to aggregation or further Unitholders
approval requirements under Rules 905 and 906 of the Listing Manual of the SGX-ST, to the extent
that there is no subsequent change to the rates and/or bases for such fees and expenses.
Please also see Note 23 on Related Parties in the financial statements.
SUBSCRIPTION OF CMT UNITS
For the financial year ended 31 December 2014, an aggregate of 3,023,618 CMT units were issued
and subscribed for. As at 31 December 2014, 3,462,180,310 CMT units were in issue and
outstanding. On 3 February 2015, 731,988 CMT units were issued to the Manager as payment of its
asset management fees for the fourth quarter of 2014 in relation to CMTs 40.00% interest in Raffles
City Singapore through RCS Trust.

Leading with Confidence | 215

Unitholders Statistics
As at 23 February 2015
ISSUED AND FULLY PAID UNITS
3,462,912,298 units (voting rights: 1 vote per unit)
Market Capitalisation S$7,341,374,072 (based on closing unit price of S$2.120 on 23 February 2015)
DISTRIBUTION OF UNITHOLDINGS
Size of Holdings

No. of Unitholders

No. of Units

138
1,677
9,649
3,961
33

0.89
10.85
62.42
25.63
0.21

1,159
1,567,581
49,391,479
182,284,887
3,229,667,192

0.00
0.05
1.43
5.26
93.26

15,458

100.00

3,462,912,298

100.00

No. of Unitholders

No. of Units

14,919
316
223

96.51
2.05
1.44

3,453,112,970
5,183,001
4,616,327

99.72
0.15
0.13

15,458

100.00

3,462,912,298

100.00

1 99
100 1,000
1,001 10,000
10,001 1,000,000
1,000,001 and above

LOCATION OF UNITHOLDERS
Country
Singapore
Malaysia
Others

TWENTY LARGEST UNITHOLDERS


No.

Name

No. of Units

1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20

Citibank Nominees Singapore Pte Ltd


Pyramex Investments Pte Ltd
DBS Nominees (Private) Limited
HSBC (Singapore) Nominees Pte Ltd
Albert Complex Pte Ltd
DBSN Services Pte. Ltd.
Raffles Nominees (Pte) Limited
NTUC Fairprice Co-operative Ltd
United Overseas Bank Nominees (Private) Limited
Premier Healthcare Services International Pte Ltd
BNP Paribas Securities Services Singapore Branch
Alphaplus Investments Pte Ltd
CapitaMall Trust Management Limited
Bank of Singapore Nominees Pte. Ltd.
OCBC Securities Private Limited
DB Nominees (Singapore) Pte Ltd
UOB Kay Hian Private Limited
Societe Generale, Singapore Branch
BNP Paribas Nominees Singapore Pte Ltd
DBS Vickers Securities (Singapore) Pte Ltd

723,858,034
571,784,814
522,112,744
313,752,665
279,300,000
194,553,214
133,448,953
110,579,000
91,036,740
67,168,381
56,217,712
48,127,000
41,000,730
22,965,232
7,466,095
6,709,089
5,039,399
4,075,295
3,413,403
3,011,100

20.90
16.51
15.08
9.06
8.07
5.62
3.85
3.19
2.63
1.94
1.62
1.39
1.18
0.66
0.22
0.19
0.15
0.12
0.10
0.09

3,205,619,600

92.57

216 | CapitaMall Trust Annual Report 2014

DIRECTORS INTERESTS IN UNITS AND CONVERTIBLE SECURITIES AS AT 21 JANUARY 2015


Based on the Register of Directors Unitholdings, save for those disclosed below, none of the
Directors holds any interest in Units and convertible securities issued by CMT.
No. of Units
Direct
Interest

Deemed
Interest

12,074

866,000

Fong Kwok Jen

8,503

Gay Chee Cheong

8,503

Lee Khai Fatt, Kyle

11,362

Jason Leow Juan Thong

20,000

Richard Rokmat Magnus

55,894

Tan Kian Chew

60,675

64,000

Tan Wee Yan, Wilson

20,456

Name of Director
Danny Teoh Leong Kay
Lim Ming Yan

SUBSTANTIAL UNITHOLDERS UNITHOLDINGS AS AT 23 FEBRUARY 2015


Based on the information available to the Manager as at 23 February 2015, the unitholdings of
Substantial Unitholders of CMT are as follows:

Name of Substantial Unitholder


Temasek Holdings (Private) Limited
(THPL)

Direct Interest
No. of Units

Deemed Interest
No. of Units
%

968,767,1321

27.98

27.70

CapitaLand Limited (CL)

959,253,925

CapitaMalls Asia Limited (CMA)

959,253,9253

27.70

Pyramex Investments Pte Ltd (PIPL)

571,784,814

16.51

Albert Complex Pte Ltd (ACPL)

279,300,000

8.07

197,730,108

5.71

196,966,108

5.69

196,966,108

5.69

National Trades Union Congress


Singapore Labour Foundation
NTUC Enterprise Co-operative Limited

THPL is deemed to have an interest in the unitholdings in which its associated companies have or are deemed to have an
interest pursuant to Section 4 of the Securities and Futures Act, Chapter 289 of Singapore. THPL is wholly-owned by the
Minister for Finance.

CL is deemed to have an interest in the unitholdings of its indirect wholly-owned subsidiaries namely PIPL, ACPL, Premier
Healthcare Services International Pte Ltd (PHSIPL) and the Manager.

CMA is deemed to have an interest in the unitholdings of its direct wholly-owned subsidiaries, namely PIPL, ACPL and PHSIPL
and its indirect wholly-owned subsidiary, namely the Manager.

Leading with Confidence | 217

Unitholders Statistics
4

National Trades Union Congress has an approximately 39% interest in NTUC Enterprise Co-operative Limited and is therefore
deemed to have an interest in the unitholdings of NTUC Income Insurance Co-operative Limited and NTUC FairPrice
Co-operative Limited in which NTUC Enterprise Co-operative Limited has a deemed interest. National Trades Union Congress
is also deemed to have an interest in an additional 764,000 Units through a fund manager.

Singapore Labour Foundation has an approximately 31% interest in NTUC Enterprise Co-operative Limited and is therefore
deemed to have an interest in the unitholdings of NTUC Income Insurance Co-operative Limited and NTUC FairPrice
Co-operative Limited in which NTUC Enterprise Co-operative Limited has a deemed interest.

NTUC Enterprise Co-operative Limited is entitled to control the exercise of more than 50% of the votes in each of NTUC Income
Insurance Co-operative Limited (which directly holds 25,098,108 Units) and NTUC FairPrice Co-operative Limited (which
directly holds 171,868,000 Units), and is therefore deemed to have an interest in their unitholdings.

FREE FLOAT
Based on the information made available to the Manager as at 23 February 2015, approximately
66.28% of the units in CMT were held in the hands of the public. Rule 723 of the Listing Manual of
the SGX-ST has accordingly been complied with.

218 | CapitaMall Trust Annual Report 2014

Mall Directory
Mall

Address

Website

Tel (General)

Fax (General)

Bugis+

201 Victoria Street,


Singapore 188067

www.bugisplus.com.sg

+65 6634 6810

+65 6835 7840

Bugis Junction

200 Victoria Street,


Singapore 188021

www.bugisjunctionmall.com.sg

+65 6557 6557

+65 6835 7840

Bukit Panjang
Plaza

1 Jelebu Road,
Singapore 677743

www.bukitpanjangplaza.com.sg

+65 6314 6388

+65 6763 4829

Clarke Quay

3 River Valley Road,


Singapore 179024

www.clarkequay.com.sg

+65 6337 3292

+65 6334 8423

Funan DigitaLife
Mall

109 North Bridge Road,


Singapore 179097

www.funan.com.sg

+65 6336 8327

+65 6333 4275

IMM Building

2 Jurong East Street 21,


Singapore 609601

www.imm.sg

+65 6665 8268

+65 6562 3933

JCube

2 Jurong East Central 1,


Singapore 609731

www.jcube.com.sg

+65 6684 2153

+65 6684 2151

Junction 8

9 Bishan Place,
Singapore 579837

www.junction8.com.sg

+65 6354 2955

+65 6354 2977

Lot One
Shoppers Mall

21 Choa Chu Kang


Avenue 4,
Singapore 689812

www.lotone.com.sg

+65 6314 6200

+65 6763 2405

Plaza Singapura

68 Orchard Road,
Singapore 238839

www.plazasingapura.com.sg

+65 6332 9298

+65 6339 5006

Raffles City
Singapore

Retail
252 North Bridge Road,
Singapore 179103

www.rafflescity.com.sg

+65 6318 0238

+65 6337 3618

Office
250 North Bridge Road,
Singapore 179101
Swisstel The Stamford
2 Stamford Road,
Singapore 178882
Fairmont Singapore
80 Bras Basah Road,
Singapore 189560
Rivervale Mall

11 Rivervale Crescent,
Singapore 545082

www.rivervalemall.com.sg

+65 6788 8370

+65 6787 0995

Sembawang
Shopping
Centre

604 Sembawang Road,


Singapore 758459

www.sembawangsc.com.sg

+65 6757 8000

+65 6257 1463

Tampines Mall

4 Tampines Central 5,
Singapore 529510

www.tampinesmall.com.sg

+65 6788 8370

+65 6787 0995

The
Atrium@Orchard

68 Orchard Road,
Singapore 238839

www.capitamallsasia.com

+65 6332 9298

+65 6339 5006

Westgate

3 Gateway Drive,
Singapore 608532

www.westgate.com.sg

+65 6908 3737

+65 6465 9631

Leading with Confidence | 219

This page has been intentionally left blank.

Corporate Information
CAPITAMALL TRUST

THE MANAGER

REGISTERED ADDRESS
HSBC Institutional Trust Services
(Singapore) Limited
21 Collyer Quay
#10-02 HSBC Building
Singapore 049320

REGISTERED ADDRESS
CapitaMall Trust
Management Limited
168 Robinson Road
#30-01 Capital Tower
Singapore 068912
Tel: +65 6713 2888
Fax: +65 6713 2999

WEBSITE & EMAIL ADDRESS


www.capitamall.com
ask-us@capitamall.com
STOCK CODE
C38U
TRUSTEE
HSBC Institutional Trust Services
(Singapore) Limited
21 Collyer Quay
#03-01 HSBC Building
Singapore 049320
Tel: +65 6658 6906
Fax: +65 6534 5526
AUDITOR
KPMG LLP
Public Accountants and
Chartered Accountants
16 Raffles Quay
#22-00 Hong Leong Building
Singapore 048581
Tel: +65 6213 3388
Fax: +65 6225 0984
Partner-In-Charge:
Leong Kok Keong
(With effect from financial year
ended 31 December 2012)
UNIT REGISTRAR
Boardroom Corporate &
Advisory Services Pte. Ltd.
50 Raffles Place
#32-01 Singapore Land Tower
Singapore 048623
Tel: +65 6536 5355
Fax: +65 6536 1360

BOARD OF DIRECTORS
Danny Teoh Leong Kay
Chairman & Non-Executive
Independent Director
Lim Ming Yan
Deputy Chairman & Non-Executive
Non-Independent Director
Fong Kwok Jen
Non-Executive Independent Director
Gay Chee Cheong
Non-Executive Independent Director
Lee Khai Fatt, Kyle
Non-Executive Independent Director
Jason Leow Juan Thong
Non-Executive Non-Independent
Director
Richard Rokmat Magnus
Non-Executive Independent Director
Maj-Gen (NS) Ng Chee Khern
Non-Executive Independent Director

AUDIT COMMITTEE
Lee Khai Fatt, Kyle
Chairman
Fong Kwok Jen
Gay Chee Cheong
CORPORATE DISCLOSURE
COMMITTEE
Danny Teoh Leong Kay
Chairman
Lim Ming Yan
Jason Leow Juan Thong
EXECUTIVE COMMITTEE
Lim Ming Yan
Chairman
Jason Leow Juan Thong
Tan Wee Yan, Wilson
INVESTMENT COMMITTEE
Lim Ming Yan
Chairman
Danny Teoh Leong Kay
Lee Khai Fatt, Kyle
Jason Leow Juan Thong
Richard Rokmat Magnus
COMPANY SECRETARY
Goh Mei Lan

Tan Kian Chew


Non-Executive Non-Independent
Director
Tan Wee Yan, Wilson
Chief Executive Officer &
Executive Non-Independent Director

This Annual Report to Unitholders may contain forward-looking statements. Forward-looking statement is subject to inherent uncertainties and is based on numerous assumptions.
Actual performance, outcomes and results may differ materially from those expressed in forward-looking statements. Representative examples of factors which may cause the actual
performance, outcomes and results to differ materially from those in the forward-looking statements include (without limitation) changes in general industry and economic conditions,
interest rate trends, cost of capital and capital availability, availability of real estate investment opportunities, competition from other companies, shifts in customers demands,
changes in operating conditions, including employee wages, benefits and training, governmental and public policy changes and the continued availability of financing in the amounts
and the terms necessary to support future business. You are cautioned not to place undue reliance on these forward-looking statements, which are based on the current views of
management on future events.
All rights are reserved.

CapitaMall Trust Management Limited


As Manager of CapitaMall Trust
Company Registration No. 200106159R

168 Robinson Road


#30-01 Capital Tower
Singapore 068912
Tel: +65 6713 2888
Fax: +65 6713 2999
Email: ask-us@capitamall.com
www.capitamall.com
This annual report is printed on environmentally-friendly paper.