LIPPO-MAPLETREE - Lippo Malls Indonesia Retail Trust - Investor ...

The Manager and corporate governanceThe Manager is also entitled to:• (for any Authorised Investment acquired directly or indirectly from time to time by the Trustee on behalfof LMIR Trust) an acquisition fee of 1.0% of the purchase price in the case of any Authorised Investmentacquired by LMIR Trust; and• a divestment fee of 0.5% of the sale price (after deducting the interest of any co-owners or coparticipants)of any Authorised Investment sold directly or indirectly or divested from time to time by theTrustee on behalf of LMIR Trust.No acquisition fee is payable for the acquisition of the initial property portfolio of LMIR Trust.Any payment to third party real estate agents or brokers in connection with the acquisition or divestment ofany Authorised Investment of LMIR Trust shall be paid by the Manager to such persons out of theDeposited Property of LMIR Trust or the assets of the relevant SPV, and not out of the acquisition fee or thedivestment fee received or to be received by the Manager.The acquisition fee and the divestment fee are payable to the Manager in the form of cash and/or Units (asthe Manager may elect in its sole discretion) at the then prevailing market price provided that in respect ofany acquisition and sale or divestment of real estate assets from/to interested parties, such a fee should, ifrequired by the applicable laws, rules and/or regulations, be in the form of Units issued by LMIR Trust atprevailing market price(s) and subject to such transfer restrictions as may be imposed. At present, theProperty Funds Guidelines prescribe that such Units should not be sold within one year from date of theirissuance. Any increase in the rate above the maximum permitted level or any change in the structure of theManager’s acquisition fee or divestment fee must be approved by an Extraordinary Resolution of theUnitholders passed at a Unitholders’ meeting duly convened and held in accordance with the provisions ofthe Trust Deed.In relation to Authorised Investments in the form of real estate owned or held, or to be owned or held, eitherdirectly or indirectly, by a SPV, the fees payable to the Manager shall be calculated on the same basis as ifsuch real estate, or the pro-rated share of such real estate in the case where the interest of LMIR Trust inthe SPV is partial, had been held directly by the Trustee.ANNUAL REPORTSAn annual report will be issued by the Manager to Unitholders within three months from the end of eachfinancial year of LMIR Trust, containing, among other things, the following key items:(i)(ii)(iii)(iv)(v)(vi)(vii)details of all real estate transactions entered into during the financial accounting period;details of LMIR Trust’s real estate assets;if applicable, with respect to investments other than real property:(a)(b)(c)(d)(e)(f)(g)(h)a brief description of the business;proportion of share capital owned;cost;(if relevant) Directors’ valuation and in the case of listed investments, market value;dividends received during the year (indicating any interim dividends);dividend cover or underlying earnings;any extraordinary items; andnet assets attributable to investments;cost of each property held by LMIR Trust;annual valuation of each property of LMIR Trust;analysis of provision for diminution in value of each property of LMIR Trust (to the extent possible);annual rental income for each property of LMIR Trust;199