Sabana Industrial REIT’s manager has announced that it has not been able to verify “Sabana Growth Internalization Committee” (SGIC) as a unitholder. Furthermore, the manager does not have records of the Requisition Notice being deposited at its registered office. Hence, the Requisition Notice does not comply with the requirements of the trust deed, and hence will not be convening an EGM for the resolutions as in a requisition notice from SGIC dated Dec 21, 2023.
SGIC’s (now defunct) requisition notice for an EGM was to vote on 12 resolutions, including acquiring the current manager from ESR Group for not more than $10 million, should ESR Group consider divesting it for that price.
Other resolutions purtain to HSBC Institutional Trust Services (HSBC Trustee), including disclosing “a list of all correspondence, emails, letters, meetings, calls, timing and dates with each owner or beneficiary (and/or their related parties) of the Sabana REIT Manager (if any) since August 7, 2023, together with a summary of the matters discussed”. This was listed as resolution 11.
Resolution 12 was for HSBC Trustee to “seek written confirmation and guidance from the Monetary Authority of Singapore (MAS) and the Singapore Exchange S68 Securities Trading Limited (SGX RegCo) on (a) whether the Manager and its shareholders and related parties are in a conflict of interest situation where such resolution to amend the Trust Deed, if passed, will impact their fee income from the existing Manager; and (b) consequently, whether they are permitted to vote in relation to such resolution to amend the Trust Deed”.
In its announcement on Jan 8, the manager adds that as and when any unitholder properly submits a requisition notice which, among others, is duly signed by the relevant unitholder(s) holding the requisite unitholding, and deposited at the manager’s registered office, the manager will consider such a requisition notice.
Presumably, if unitholders submit a new requisition notice for an EGM, the manager, under legal advice, would also indicate whether the resolutions in the requisition notice are valid resolutions.
See also: CICT's manager proposes to acquire ION Orchard at $1.85 billion, subject to EGM
