The current composition of the Board and Board Committees is set out below: Name of Directors Board ARC NRC Marc Lawrence Feliciano Chairman and Non-Executive Director - Member Koh Cher Chiew Francis Lead Independent Director and Independent NonExecutive Director Chairman2 Member Veronica Julia McCann Non-Independent NonExecutive Director1 Member - Choo Kian Koon Independent Non-Executive Director – Member Karen Tay Koh Independent Non-Executive Director Member Chairman3 Note: 1. Ms Veronica Julia McCann was re-designated as Non-Independent and Non-Executive Director with effect from 17 June 2024 pursuant to the Securities and Futures (Licensing and Conduct of Business) Regulations for serving on the Board of the Company for a continuous period of nine years. Following her re-designation, Ms McCann has stepped down from her position as the Chairman of ARC but remains a member of the ARC. 2. Following the re-designation of Ms McCann, Professor Koh Cher Chiew Francis has been appointed as the Chairman of the ARC on the same date. 3. Mrs Karen Tay Koh was appointed as the Chairman of the NRC on 1 May 2024. Board Independence The Board, through the NRC, reviews and assesses annually (and additionally as and when circumstances require) the independence of each Director, taking into consideration the relevant relationship and circumstances, including those specified in the Listing Manual, the CG Code, the Securities and Futures (Licensing and Conduct of Business) Regulations (SF(LCB)R) and where relevant, the recommendations set out in the Practice Guidance accompanying the Code (Practice Guidance), that are relevant in the determination as to whether a Director is independent. Directors disclose their relationships with MUST, its related corporations, its substantial Unitholders or its officers, if any, which may affect their independence, to the Board. In an event where the Board, having taken into account the views of the NRC, determines that such directors are independent notwithstanding the existence of such relationships, the company discloses the relationships and its reasons in its Annual Report. Under the CG Code, an ID means a director who is independent in conduct, character and judgement and has no relationship with the Manager, its related corporations or its officers and with substantial Unitholders that could interfere or be reasonably perceived to interfere, with the exercise of the Director’s independent business judgement in the best interests of MUST. A Director is considered independent if the Director: (i) is independent in conduct, character and judgement and has no relationship with the Manager, its related corporations, its substantial shareholders, MUST’s substantial Unitholders (being Unitholders who have interests in voting Units with 5% or more of the total votes attached to all voting Units) or the Manager’s officers that could interfere, or be reasonably perceived to interfere with the exercise of the Director’s independent business judgement in the best interests of MUST; (ii) is independent from the management of the Manager and MUST during FY2024; (iii) is independent from any business relationship with the Manager and MUST during FY2024; (iv) is independent from every substantial shareholder of the Manager and from every substantial Unitholder of MUST during FY2024; (v) is not a substantial shareholder of the Manager or a substantial Unitholder of MUST during FY2024; (vi) is not employed and has not been employed by the Manager or MUST or their respective related corporations in the current financial year or any of the past three financial years; (vii) does not have an immediate family member who is employed or has been employed by the Manager or MUST or their respective related corporations in the current financial year or any of the past three financial years and whose remuneration is or was determined by the Board; and (viii) has not served on the Board for a continuous period of nine years or longer as at the last day of FY2024. Accordingly, the Board has reviewed and determined that each of the three aforementioned IDs satisfies the above criteria of independence as set out in the Listing Manual, the CG Code and the SF(LCB)R. ANNUAL REPORT 2024 | 117
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