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corporate
GOVERNANCE REPORT
into its internal audit plan a review of all interested person transactions entered into by HPH Trust. The Audit Committee
reviews the internal audit reports at least twice a year to ascertain that the guidelines and procedures established to monitor
interested person transactions have been complied with and conducts annual review of all such transactions to determine
if such transactions have been conducted on normal commercial terms and will not be prejudicial to the interests of HPH
Trust and the unitholders. In addition, all such interested person transactions conducted and any contract entered into by the
Trustee-Manager on behalf of HPH Trust with a related party of the Trustee-Manager or HPH Trust, shall comply with and be in
accordance with all applicable requirements of the Listing Manual of the SGX-ST and the BTA as well as such other guidelines
as may from time to time be prescribed to apply to business trusts.
(e) The expenses payable to the Trustee-Manager in its capacity as the trustee-manager of HPH Trust out of the Trust property
are appropriate and in accordance with the Trust Deed, and regular internal reviews are carried out to ensure such expenses
payable are in order. Fees and expenses paid to the Trustee-Manager out of HPH Trust property for the fnancial year ended
31 December 2013 are disclosed in note 29(i)(f) of the Accounts, on page 113 of the Annual Report.
(f) The Trustee-Manager has engaged the services of and obtained advice from professional advisers and consultants from time
to time, and has complied with the requirements of the BTA and the Listing Manual of the SGX-ST.
INTERESTED PERSON TRANSACTIONS
The aggregate of transactions entered into with interested persons of HPH Trust during the fnancial year ended 31 December 2013
pursuant to Rule 907 of the Listing Manual of the SGX-ST are as follows:
Name of Interested Person
Aggregate value of all interested person
transactions during the fnancial year
under review (excluding transactions
less than S$100,000 and transactions
conducted under unitholders’
mandate pursuant to Rule 920)
2013
HK$’000
Aggregate value of all interested
person transactions conducted under
unitholders’ mandate pursuant to
Rule 920 (excluding transactions
less than S$100,000)
2013
HK$’000
Hutchison Whampoa Limited and its
subsidiaries and its associates 430,604 Nil
MATERIAL CONTRACTS
There are no material contracts between HPH Trust and its subsidiaries involving the interests of the CEO, each Director or controlling
unitholder of HPH Trust (as defned in the Listing Manual of the SGX-ST), either still subsisting at the end of the fnancial year ended
31 December 2013, or if not then subsisting, entered into since the end of the previous fnancial year, other than, where applicable:
(a) as disclosed on page 305 to 330 of the IPO Prospectus1;
(b) as disclosed in note 29 to the fnancial statements of the Annual Report; and
(c) interested person transactions as listed in the Interested Person Transactions section of the Annual Report.
1The Prospectus dated 7 March 2011 and registered with the Monetary Authority of Singapore on 7 March 2011
Annual Report 2013 61