SDOT2 Product Disclosure Statement - Stockland

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7.
About
Stockland (cont.)
7.2 Stockland’s involvement with
the Trust
Stockland or wholly owned subsidiaries of Stockland
are undertaking key roles in connection with the Trust
and the management of the Property including:
- acting as responsible entity of the Trust and
responsible entity of MPT;
- selling the Units, which are evidenced by
Instalment Receipts (refer to Section 2.1);
- underwriting 15% of the Offer (refer to Section
2.2);
- intending to hold at least a 31% indirect interest in
the Property as a unitholder in MPT from Lease
Commencement (refer to Section 2.1);
- being appointed as Property manager (refer to
Section 7.6);
- intending to apply to purchase 5% of the
Instalment Receipts as part of the Offer on equal
terms and conditions as other Investors (refer to
Section 2.2);
- providing a number of guarantees and an
indemnity (refer to Section 7.7);
- developing the Property (refer to Section 5.4); and
- holding pre-emptive rights under the terms of the
proposed MPT Investors' Deed (refer to Section
15.3) to acquire the Trust's Property Interest on
disposal by the Trust (refer to Section 3.5).
The Responsible Entity is of the opinion that the
various roles of Stockland in relation to the Offer and
the Property are a positive feature of the Offer.
7.3 The responsible entity of the Trust
The Trust is managed by Stockland Funds
Management Limited (Responsible Entity), a wholly
owned subsidiary of Stockland Corporation.
The directors of the Responsible Entity at the date of
this PDS are Graham Bradley (Chairman), David Kent,
Matthew Quinn, Tony Sherlock and Terry Williamson.
Mr Bradley, Mr Quinn and Mr Williamson are directors
of Stockland. Mr Kent and Mr Sherlock are
independent of any association with Stockland. The
directors may change over time.
The Responsible Entity has a Compliance Committee
whose members are Mr Sherlock, Mr Williamson and
Mr Hepburn (Company Secretary and Stockland
General Counsel). The functions of the Compliance
Committee are to monitor compliance by the
Responsible Entity with the Compliance Plan and
Constitution, and to assess at regular intervals
whether the Compliance Plan is adequate.
The Responsible Entity's corporate governance
framework has been established to protect the
interests of Investors, and is detailed in Section 7.8.
Details of each of the directors of the Responsible
Entity and the CEO - Stockland Unlisted Property
Funds are provided below.
Details of the fees payable to the Responsible Entity
are disclosed in Section 9.1.
Further information about Stockland Funds
Management Limited can be obtained from its
internet site:
www.stockland.com.au/unlistedpropertyfunds.
The fees payable to Stockland in connection with
these roles are detailed in Section 9. The distributions
and returns forecast in this PDS to be received by
Investors are calculated after taking into account all
fees to be paid to Stockland during the Forecast
Period.