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Rights of Unitholders

 

Communications with Unitholders and Other Stakeholders

 

Transparency is a key to good corporate governance. We sees communication with Unitholders and other stakeholders as an important component of Link REIT’s corporate governance framework. We proactively engages Unitholders and other stakeholders through effective channels to articulate the business objectives and progress of Link REIT and collect their views and suggestions.
 
Executive Directors together with staff of the investor relations function attend conferences and seminars organised by the investment community and hold regular meetings with institutional investors and analysts. The Board receives regular investor relations activities reports from management (which provide feedback from meetings with institutional investors, institutional and retail stockbrokers, and debt investors, analysts’ forecasts, information from research reports, and Link REIT’s unit price performance). Management also makes regular briefings to Directors at Board meetings on feedbacks from investors and capital market developments.
 
We also proactively engages the media and community interest groups to explain and gauge their views on the activities of Link REIT.

 

Reporting and Transparency
 
Link REIT maintains a high standard of transparency and keeps Unitholders well appraised of Link REIT’s position by providing information and developments of Link REIT in a timely manner:
 
publication of annual report within three months after the financial year end and interim report within two months after the half-year period end as well as results highlights in major newspapers to broaden dissemination;
publication of announcements (and circulars, where required) on material information or developments as required by the REIT Code, the Listing Rules and/or the SFC, or voluntarily as the Board considers appropriate; and
publication of Link REIT’s interim and annual reports on its corporate website (Linkreit.com).
 
 
General Meeting
 
The Trust Deed requires Link REIT to hold an annual general meeting of Unitholders once every year. The Trust Deed and the REIT Code also require Link REIT to hold other (or extraordinary) general meetings of Unitholders in certain specified circumstances.
 
A general meeting of Unitholders may be convened:
 
(i)​ by the Trustee; or
(ii)​ by the Manager; or​
(iii) by not less than two Unitholders registered as together holding not less than 10% of the units in issue, who may serve written request to the Manager to ask the Manager to convene a general meeting of Unitholders and propose resolutions for consideration at the meeting.​
 
Notice convening the annual general meeting or other general meeting of Unitholders will be given to the Unitholders in accordance with the requirements of the Trust Deed, the REIT Code and the Listing Rules. Generally, two or more Unitholders present in person or by proxy registered as holding together not less than 10% of the units in issue shall form a quorum for the transaction of business at a general meeting but for passing a special resolution, the quorum shall be not less than 25%.
 
In accordance with the REIT Code and the Trust Deed, any resolution put to a general meeting of Unitholders shall be decided by poll except (as permitted by the Trust Deed and under waiver granted by the SFC) where the chairman of the meeting, in good faith, decides to allow a resolution which relates purely to a procedural and administrative matter to be decided by a show of hands given that such matter (i) is not on the agenda of the general meeting or in any supplemental circular to Unitholders; and (ii) relates to the chairman’s duties to maintain the orderly conduct of the meeting and/or allow the business of the meeting to be properly and effectively dealt with, whilst allowing all Unitholders a reasonable opportunity to express their views.
 
Unitholders may put forward a proposal to appoint, re-appoint or remove a Director. For details on the procedures for Unitholders to put forward such a proposal, please refer to the paragraph “Appointment, Removal and Re-appointment of Directors – By Unitholders” under Corporate Governance Framework
 
 
Matters Required to be Decided by Special Resolution  
 
Pursuant to the Trust Deed, each of the following matters requires specific Unitholders' approval by way of special resolution:
 
(i) disposal of any real estate forming part of the assets of Link REIT within two years from the date of acquisition (or in the case of engaging in any property development and related activities, from the date that such property development and related activities is completed);
(ii) disposal by the Trustee of all or any of the issued share capital of the Manager;
(iii) any increase in the maximum percentage rate or any change to the structure of the Trustee’s fee which is not provided for in the Trust Deed;
(iv) any modification, alteration or addition to the Trust Deed, save for certain circumstances specified in the Trust Deed;
(v) termination or merger of Link REIT; and
(vi) removal of the Trustee under certain circumstances.
 
 
 
 
 
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