NOTES TO THE FINANCIAL STATEMENTS
(CONT’D)
31 DECEMBER 2015
31.
OTHER MATTERS
(i)
Right of First Refusal (“ROFR”)
On 14 August 2007, an agreement was entered into between the Trustee and the Sponsor pursuant to
which the Sponsor granted the Trust, for so long as (a) LMIRT Management Ltd remains the Manager
of the Trust; and (b) the Sponsor and/or any of its related corporations, alone or in aggregate, remains
a controlling shareholder of the Manager; a ROFR over any retail properties located in Indonesia
(each such property to be known as a “Relevant Asset”): (i) which the Sponsor or any of its subsidiaries
(each a “Sponsor Entity”) proposes to sell or transfer (whether such Relevant Asset is wholly-owned or
partly-owned by the Sponsor Entity and excluding any sale of Relevant Asset by a Sponsor Entity to any
related corporation of such Sponsor Entity pursuant to a reconstruction, amalgamation, restructuring,
merger or any analogous event) to an unrelated third party; or (ii) for which a proposed offer for sale
or transfer of such Relevant Asset has been made to a Sponsor Entity.
(ii)
Build, Operate and Transfer (“BOT”) Agreements
Plaza Semanggi
An Indonesian Retail Mall Property Company, PT Primatama Nusa Indah (“PT Primatama”) entered into
a BOT agreement with Yayasan Gedung Veteran Republik Indonesia (“Yayasan Veteran”). PT Primatama
has the right to build, operate and transfer the property for a period of 30 years commencing July 2004.
The BOT agreement can be extended automatically for another 20 years under the same terms and
conditions of the current lease with at least 6 months prior written notice, and to such notice, Yayasan
Veteran has to automatically grant its approval for the extension.
PT Primatama shall pay Yayasan Veteran annually 5% of its gross income from the lease of premises
and parking spaces (excluding taxes) of each year, commencing from the date of commencement of
operations to the 15th year.
From the 16th year (2020), PT Primatama shall pay Yayasan Veteran 10% of its gross income from the
lease of premises and parking spaces (excluding taxes) for each year.
Bandung Indah Plaza
An Indonesia Retail Mall Property Company, PT Megah Semesta Abadi (“PT Megah”) entered into a BOT
agreement with Perusahaan Daerah (PD) Jasa dan Kepariwisataan Jawa Barat (previously known as PD
Kerta Wisata Jawa Barat) (“PDJK”). PT Megah has been granted the right to build, operate and transfer
the property up to 31 December 2030. If PDJK does not intend to manage the building and facilities,
PDJK will give first option to PT Megah to become a partner of PDJK under a new agreement. PDJK must
notify the PT Megah on whether or not it has the intention to operate the building and facilities. This
notification must be provided at least 6 months prior to expiration of the BOT agreement. The BOT
agreement cannot be assigned without prior approval.
LIPPO MALLS INDONESIA RETAIL TRUST
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