Explanatory Note:
The Ordinary Resolution (3) in item 3 above, if passed, will empower the Manager from the date of this AGM until the date
of the next AGM of the Unitholders of LMIR Trust, or the date by which the next AGM of the Unitholders is required by law
to be held, or such authority is varied or revoked by the Unitholders in a general meeting, whichever is the earliest, to issue
Units, make or grant Instruments and to issue Units pursuant to such Instruments, up to a number not exceeding, in total,
fifty per cent (50.0%) of the total number of issued Units (excluding treasury Units, if any), with a sub-limit of twenty per cent
(20.0%) for issues other than on a
pro rata
basis to Unitholders.
For the purpose of determining the aggregate number of Units that may be issued, the percentage of issued Units will be
calculated based on the total number of issued Units (excluding treasury Units, if any) at the time this Ordinary Resolution
is passed after adjusting for new Units arising from the conversion or exercise of any Instruments, the exercise of unit
options or the vesting of unit awards outstanding or subsisting at the time when this Ordinary Resolution is passed and
any subsequent bonus issue,
consolidation or subdivision of Units.
Important Notice:
1.
A Unitholder who is not a relevant intermediary entitled to attend and vote at the AGM is entitled to appoint
one or two proxies to attend and vote in his or her stead. A proxy need not be a Unitholder. Where a Unitholder
appoints more than one proxy, the appointments shall be invalid unless he or she specifies the proportion of his
or her holding (expressed as a percentage of the whole) to be represented by each proxy.
2.
A Unitholder who is a relevant intermediary entitled to attend and vote at the AGM is entitled to appoint more
than two proxies to attend and vote instead of the Unitholder, but each proxy must be appointed to exercise
the rights attached to a different Unit or Units held by such Unitholder. Where such Unitholder appoints more
than one proxy, the appointment shall be invalid unless the Unitholder specifies the number of Units in relation
to which each proxy has been appointed in the Proxy Form (defined below).
“Relevant intermediary”
means:
(a)
a banking corporation licensed under the Banking Act, Chapter 19 of Singapore, or a wholly-owned
subsidiary of such a banking corporation, whose business includes the provision of nominee services
and who holds Units in that capacity;
(b)
a person holding a capital markets services licence to provide custodial services for securities under
the Securities and Futures Act, Chapter 289 of Singapore, and who holds Units in that capacity; or
(c)
the Central Provident Fund Board (“
CPF Board
”) established by the Central Provident Fund Act, Chapter
36 of Singapore, in respect of Units purchased under the subsidiary legislation made under that Act
providing for the making of investments from the contributions and interest standing to the credit
of members of the Central Provident Fund, if the CPF Board holds those Units in the capacity of an
intermediary pursuant to or in accordance with that subsidiary legislation.
3.
The instrument appointing a proxy or proxies (the “
Proxy Form
”) must be deposited at the office of LMIR Trust’s
Unit Registrar, Boardroom Corporate & Advisory Services Pte Ltd, 50 Raffles Place, #32-01 Singapore Land Tower,
Singapore 048623 not less than seventy-two (72) hours before the time appointed for holding the AGM.
NOTICE OF ANNUAL GENERAL MEETING OF
THE UNITHOLDERS
(CONT’D)
LIPPO MALLS INDONESIA RETAIL TRUST
150
