Mapletree Logistics TrustSGX: M44U

Appendix A in relation to the Proposed Change of Auditor of Mapletree Logistics Trust

· Issued by Mapletree Logistics Trust
APPENDIX A DATED 20 JUNE 2025 THIS APPENDIX IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION.

This Appendix is circulated to holders of units in Mapletree Logistics Trust ("MLT", the units in MLT, "Units", and the holders of Units, "Unitholders"). Its purpose is to provide the Unitholders with information on the Proposed Change of Auditor (as defined herein) (Ordinary Resolution 2) to be tabled at the annual general meeting of Unitholders to be convened and held at 20 Pasir Panjang Road, Mapletree Business City, Town Hall - Auditorium, Singapore 117439 on Monday, 21 July 2025 at

2.30 p.m. ("AGM").

Singapore Exchange Securities Trading Limited (the "SGX-ST") assumes no responsibility for the accuracy of any statements or opinions made, or reports contained, in this Appendix. If you are in any doubt as to the action you should take, you should consult your stockbroker, bank manager, solicitor, accountant or other professional adviser immediately.

If you have sold or transferred all your Units, you should immediately forward this Appendix, together with the notice of annual general meeting convening the AGM (the "Notice of Annual General Meeting") and the accompanying Proxy Form, to the purchaser or transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for onward transmission to the purchaser or transferee.



(Constituted in the Republic of Singapore pursuant to a Trust Deed dated 5 July 2004 (as amended))

Managed by

MAPLETREE LOGISTICS TRUST MANAGEMENT LTD.

(Company Registration No. 200500947N)

APPENDIX TO UNITHOLDERS IN RELATION TO: THE PROPOSED CHANGE OF AUDITOR OF MAPLETREE LOGISTICS TRUST

TABLE OF CONTENTS

Page
  1. Introduction 3

  2. The Proposed Change of Auditor 4

  3. Compliance with Rule 1203(5) of the Listing Manual 5

  4. Directors' Responsibility Statement 6

  5. Document on Display 6

IMPORTANT NOTICE 7 GLOSSARY 8




(Constituted in the Republic of Singapore pursuant to a Trust Deed dated 5 July 2004 (as amended))

Directors of the Manager Registered Office

Mr Lee Chong Kwee (Non-Executive Chairman and Director) Mr Loh Shai Weng (Lead Independent Non-Executive Director) Mr Lim Joo Boon (Independent Non-Executive Director)

Mr Ching Wei Hong (Independent Non-Executive Director) Ms Judy Lee (Independent Non-Executive Director)

Ms Lim Mei (Independent Non-Executive Director)

Mr Tan Wah Yeow (Independent Non-Executive Director) Mr Goh Chye Boon (Non-Executive Director)

Ms Wendy Koh Mui Ai (Non-Executive Director) Mr Wong Mun Hoong (Non-Executive Director)

Ms Jean Kam Sok Kam (Executive Director and Chief Executive Officer)

10 Pasir Panjang Road

#13-01 Mapletree Business City Singapore 117438

20 June 2025

To: Unitholders of MLT Dear Sir/Madam

  1. INTRODUCTION
    1. Summary

      Mapletree Logistics Trust Management Ltd., as manager of MLT (the "Manager"), refers to the proposed Ordinary Resolution 2 ("Resolution 2") under the "As Ordinary Business" section of the notice dated 20 June 2025 convening the AGM of MLT to be held at 20 Pasir Panjang Road, Mapletree Business City, Town Hall - Auditorium, Singapore 117439 on Monday, 21 July 2025 at 2.30 p.m..

      Resolution 2 relates to the proposed appointment of KPMG LLP ("KPMG") as the auditor ("Auditor") of MLT, to hold office until the conclusion of the next annual general meeting of MLT, in place of the retiring Auditor of MLT, PricewaterhouseCoopers LLP ("PwC"), and to authorise the Manager to fix their remuneration (the "Proposed Change of Auditor").

      The purpose of this Appendix is to provide Unitholders with information relating to the above proposal which will be tabled at the AGM.

    2. Advice to Unitholders

      Unitholders should note that by voting in favour of the resolution relating to the Proposed Change of Auditor, they will be approving the appointment of KPMG as Auditor of MLT in place of PwC as the retiring Auditor of MLT, and they will be authorising the Manager to fix their remuneration.

      (See "The Proposed Change of Auditor" in paragraph 2 of this Appendix for further details.)

      If a Unitholder is in any doubt as to the action he should take, he should consult his stockbroker, bank manager, solicitor, accountant or other professional adviser immediately.

    3. Singapore Exchange Securities Trading Limited

      The SGX-ST assumes no responsibility for the accuracy of any statements or opinions made, or reports contained, in this Appendix.

  2. THE PROPOSED CHANGE OF AUDITOR
    1. Rationale for the Proposed Change of Auditor
      1. Retirement of PwC as Auditor

        PwC, the retiring Auditor, has served as the Auditor of MLT since the listing of MLT in 2005 and Mr Alex Toh Wee Keong has been the audit partner-in-charge since the financial year ended 31 March 2023. As part of MLT's ongoing good corporate governance initiatives, the directors of the Manager (the "Directors") are of the view that it would be timely to effect a change in Auditor with effect from the financial year ending 31 March 2026.

      2. Evaluation and Selection Process

        The audit and risk committee of the Manager (the "ARC") had considered the audit quality indicators listed in the Audit Quality Indicators Disclosure Framework introduced by the Accounting and Corporate Regulatory Authority ("ACRA"), the adequacy of the resources and experience of KPMG and the audit engagement partner to be assigned to the audit, KPMG's other engagements, the size and complexity of MLT and its subsidiaries and the number and experience of supervisory and professional staff to be assigned.

      3. Recommendation by the ARC

        After evaluation, the ARC recommended that KPMG be selected for the proposed appointment as new Auditor of MLT on the basis that it best suits the current business and operational needs of MLT and its subsidiaries. In particular, in making the recommendation, the ARC considered the expertise, experience and track record of KPMG as well as the experience and track record of the audit partner to be assigned to MLT. Please see also paragraph 2.2 of this Appendix. The ARC has also compared the Audit Quality Indicators furnished by KPMG (such as staff oversight and years of audit experience) with the industry averages, and have assessed that the Audit Quality Indicators are within the ranges acceptable to the ARC.

        In reviewing and deliberating on the Proposed Change of Auditor, the ARC is also satisfied that the requirements of Rule 712(1), Rule 712(2)(a) and Rule 715 of the Listing Manual of the SGX-ST (the "Listing Manual") will be complied with. For the purpose of Rule 715(1) of the Listing Manual, KPMG will also be appointed for all of MLT's Singapore-incorporated subsidiaries. Pursuant to Rule 715(2) of the Listing Manual, MLT must engage a suitable auditing firm for its significant foreign-incorporated subsidiaries and associated companies. The member firms of KPMG will audit the financials of MLT's significant foreign-incorporated subsidiaries. MLT does not have any significant Singapore-incorporated associated companies or significant foreign-incorporated associated companies.

      4. Recommendation by the Directors

        The Directors have taken into account the ARC's recommendation, including the factors considered in their evaluation, and are satisfied that KPMG will be able to meet the audit requirements of MLT. Accordingly, the Directors recommend the appointment of KPMG as the Auditor of MLT in place of the retiring Auditor, PwC.

        The scope of audit services to be provided by KPMG will be comparable to those currently provided by PwC.

        2 THE PROPOSED CHANGE OF AUDITOR (CONTINUED)
    2. KPMG as the Incoming Auditor of MLT

      The information on KPMG below was provided to the Manager by KPMG and their representatives. The Directors have not conducted an independent review or verification of the accuracy of the statements and information below.

      KPMG in Singapore is a member firm of KPMG International, an international network of member firms offering audit, tax and advisory services in 142 countries with over 275,000 employees across a range of disciplines. KPMG is registered with ACRA. It is one of the largest professional services firms in Singapore today, and has a wide-ranging clientele base consisting of business corporations, governments and public sector agencies and not-for-profit organisations across industries. The size of the audit function of KPMG in Singapore is over 1,400 professional staff including 51 audit partners as at 31 March 2025.

      For more information about KPMG, please visit https://kpmg.com/sg/en/home.html.

      For the audit of MLT and its subsidiaries, the audit engagement team will comprise at least the following professionals: one (1) audit partner, one (1) Engagement Quality Reviewer (as defined in the Singapore Standard on Quality Management 2), two (2) manager and between four (4) to five (5) staff.

      The audit engagement partner who will be in charge of the audit is Ms Tan Kar Yee, Linda, who is a public accountant registered with ACRA under the Accountants Act 2002 and a practising member of the Institute of Singapore Chartered Accountants. She has over 25 years of experience in audit and has extensive experience working on listed entities in real estate and hospitality industries, with operations in multiple locations.

      Neither KPMG nor Ms Tan Kar Yee, Linda, have been subject to any current or past restrictions, disciplinary actions and/ or conditions imposed by any regulatory authority or professional body.

  3. COMPLIANCE WITH RULE 1203(5) OF THE LISTING MANUAL

The appointment of KPMG will be effective upon obtaining the approval of Unitholders at the AGM for the Proposed Change of Auditor. If approved, KPMG will hold office until the conclusion of the next annual general meeting of MLT.

In view of the above, PwC will retire and not seek re-appointment as Auditor of MLT at the AGM, being the end of their current term. The Directors wish to express their appreciation for the past services rendered by PwC.

In accordance with the requirements of Rule 1203(5) of the Listing Manual:

  1. the outgoing Auditor, PwC, has confirmed that they are not aware of any professional reasons why the new Auditor, KPMG, should not accept appointment as Auditor of MLT;

  2. the Manager confirms that there were no disagreements with the outgoing Auditor, PwC, on accounting treatments within the last 12 months;

  3. the Manager confirms that, other than as set out above, it is not aware of any circumstances connected with the Proposed Change of the Auditor that should be brought to the attention of Unitholders;

  4. the specific reasons for the Proposed Change of Auditor are disclosed in this Appendix and in the Notice of Annual General Meeting. The Proposed Change of Auditor is not due to (i) the resignation of PwC as Auditor of MLT or

    (ii) PwC declining to stand for re-appointment or (iii) the dismissal of PwC as Auditor of MLT or (iv) a direction by the SGX-ST for PwC to be replaced under Rule 1405(1)(fb) of the Listing Manual; and

  5. the Manager confirms that Rule 712 and Rule 715 of the Listing Manual of the SGX-ST are complied with in relation to the appointment of KPMG.

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