Sabana Shari'ah REIT

[TTTI]

From page 166 & 167 of the IPO Prospectus:

Meeting of Unitholders
 
Under applicable law and the provisions of the Trust Deed, Sabana Shari’ah Compliant REIT will not hold any meetings for Unitholders unless the Trustee or the Manager convenes a meeting or unless not less than 50 Unitholders or Unitholders representing not less than 10.0% of the total Units issued requests a meeting to be convened. In addition, Sabana Shari’ah Compliant REIT is required to hold an annual general meeting once in every calendar year and not more than 15 months after the holding of the last preceding annual meeting, but so long as Sabana Shari’ah Compliant REIT holds its first annual general meeting within 18 months of its constitution, it need not hold it in the year of its constitution or in the following year.
 
A meeting of Unitholders when convened may, by Extraordinary Resolution and in accordance with the provisions of the Trust Deed:
 
-      sanction any modification, alteration or addition to the Trust Deed which shall be agreed by the Trustee and the Manager as provided in the Trust Deed;
 
-      sanction a supplemental deed increasing the maximum permitted limit or any change in the structure of the Manager’s management fees, acquisition fee, disposal fee and/or the Trustee’s fee;
 
-      remove the auditors and appoint other auditors in their place;
 
-      remove the Trustee;
 
-      direct the Trustee to take any action pursuant to Section 295 of the SFA (relating to the winding up of Sabana Shari’ah Compliant REIT); and
 
-      delist Sabana Shari’ah Compliant REIT after it has been listed.
 
For the avoidance of doubt, any amendments to the Trust Deed will be in compliance with the Listing Rules and the Code on Collective Investment Schemes prevailing at the time of the amendment.
 
A meeting of Unitholders may, also by an Ordinary Resolution of Unitholders present and voting at a meeting of Unitholders convened in accordance with the Trust Deed, vote to remove the Manager (with the Manager and its related parties being permitted to vote).
 
Any decision to be made by resolution of Unitholders other than the above shall be made by Ordinary Resolution, unless an Extraordinary Resolution is required by the SFA, the CIS Code or the Listing Manual.
 
Except as otherwise provided for in the Trust Deed, and save for extraordinary resolutions which requires at least 21 days’ notice (not inclusive of the day on which the notice is served or deemed to be served and of the day for which the notice is given), at least 14 days’ notice (not inclusive of the day on which the notice is served or deemed to be served and of the day for which the notice is given) of every meeting shall be given to the Unitholders in the manner provided in the Trust Deed. Each notice shall specify the place, day and hour of the meeting, and the terms of the resolutions to be proposed, and each such notice may, in general, be given by advertisement in the daily press and in writing to each stock exchange on which Sabana Shari’ah Compliant REIT is listed. Any notice of a meeting called to consider special business shall be accompanied by a statement regarding the effect of any proposed resolutions in respect of such special business.

The quorum at a meeting shall not be less than two Unitholders present in person or by proxy holding or representing one-tenth in value of all the Units for the time being in issue.
 
Voting at a meeting shall be by a show of hands unless a poll is demanded by the chairman of the meeting, or by five or more Unitholders present in person or by proxy, or holding or representing one tenth in value of all the Units represented at the meeting. Unitholders do not have different voting rights on account of the number of votes held by a particular Unitholder. On a show of hands, every Unitholder has one vote. On a poll, every Unitholder has one vote for each Unit of which it is the Unitholder. The Trust Deed does not contain any limitation on non-Singapore resident or foreign Unitholders holding Units or exercising the voting rights with respect to their unitholdings.
 
Neither the Manager nor any of its Associates shall be entitled to vote or be counted as part of a quorum at a meeting convened to consider a matter in respect of which the Manager or any of its Associates has a material interest save for an Ordinary Resolution duly proposed to remove the Manager, in which case, no Unitholder shall be disenfranchised.
 
For so long as the Manager is the manager of Sabana Shari’ah Compliant REIT, the controlling shareholders (as defined in the Listing Rules) of the Manager and of any of its Associates are prohibited from voting or being counted as part of a quorum for any meeting of Unitholders convened to consider a matter in respect of which the relevant controlling shareholders of the Manager and/or of any of its Associates have a material interest. 
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Thanks for this Boon.

"Neither the Manager nor any of its Associates shall be entitled to vote or be counted as part of a quorum at a meeting convened to consider a matter in respect of which the Manager or any of its Associates has a material interest save for an Ordinary Resolution duly proposed to remove the Manager, in which case, no Unitholder shall be disenfranchised. "

Interesting.
I wonder why they said they will also vote accordingly.

Hi TTTI,

Weijian's interpretation is correct.

It is also mentioned in the "red" statement above.
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oh i see. 
dangers of only doing a cursory glance.
thanks both, for the correction.
guess this explains why they said they'd vote accordingly....