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

The formation and structure of LMIR Trust(2) Where Units are issued as full or partial consideration for the acquisition of an Authorised Investmentby LMIR Trust in conjunction with an issue of Units to raise cash for the balance of the considerationfor the said Authorised Investment (or part thereof) or to acquire other Authorised Investments inconjunction with the said Authorised Investment, the Manager shall have the discretion to determinethat the Issue Price of a Unit so issued as partial consideration shall be the same as the Issue Pricefor the Units issued in conjunction with an issue of Units to raise cash for the aforesaid purposes.(3) Following the new Rule 887 of the Listing Manual which came into effect on 1 September 2006, theManager may issue new Units without the prior approval of Unitholders in a general meeting if theissue (together with any other issue of Units in the same financial year) would not exceed 10.0% ofthe Units in issue. The scope of the general mandate to be given in a general meeting of theUnitholders is limited to the issue of an aggregate number of additional Units which must not exceed50.0% of the total number of Units in issue, of which the aggregate number of additional Units to beissued other than on a pro rata basis to the existing Unitholders must not exceed 20.0% of the totalnumber of Units in issue. The first financial period of LMIR Trust will commence on 8 August 2007,being the date of its constitution, and end on 31 December 2007.By purchasing the Units under the Offering, investors are deemed to have given the Manager theabove general mandate to issue new Units, to be automatically renewed on an annual basis, with theeffective date of renewal being the start of LMIR Trust’s financial year, subject to revocation orvariation by ordinary resolution of Unitholders in general meeting pursuant to Rule 887(3)(b) of theListing Manual.If in connection with an issue of a Unit, any requisite payment of the Issue Price for such Unit has not beenreceived by the Trustee before the seventh Business Day after the Unit was agreed to be issued (or suchother date as the Manager and the Trustee may agree), the Manager may cancel its agreement to issuesuch Unit and upon notice being given to the Trustee, such Unit will be deemed never to have been issuedor agreed to be issued. In such an event, the Manager may, at its discretion, charge the investor (and retainthe same for its own account) (i) a cancellation fee of such amount as the Manager may from time to timedetermine to represent the administrative costs involved in processing the application for such Unit, and(ii) an amount (if any) by which the Issue Price of such Unit exceeds the repurchase price applying if suchUnit was requested to have been repurchased or redeemed on the same day.Suspension of issue of UnitsThe Manager or the Trustee may, with the prior written approval of the other and subject to the ListingManual, suspend the issue of Units during:• any period when the SGX-ST or any other relevant Recognised Stock Exchange is closed (otherwisethan for public holidays) or during which dealings are restricted or suspended;• the existence of any state of affairs which, in the opinion of the Manager or the Trustee (as the case maybe), might seriously prejudice the interests of the Unitholders as a whole or the Deposited Property;• any breakdown in the means of communication normally employed in determining the price of anyassets of LMIR Trust or the current price thereof on the SGX-STor any other relevant Recognised StockExchange, or when for any reason the prices of any assets of LMIR Trust cannot be promptly andaccurately ascertained;• any period when remittance of money which will or may be involved in the realisation of any asset ofLMIR Trust or in the payment for such asset of LMIR Trust cannot, in the opinion of the Manager, becarried out at normal rates of exchange;• any period where the issuance of Units is suspended pursuant to any order or direction issued by theMAS;• in relation to any general meeting of Unitholders, the period of 48 hours before such general meeting orany adjournment thereof; or216