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

Plan of distributionThe restriction described in the preceding paragraph does not apply to:• the transfer by Lippo Strategic of its direct interest in the Cornerstone Units to and between its whollyownedsubsidiaries, provided that each such transferee gives a similar undertaking to the reasonablesatisfaction of the Underwriters for the remainder of the First Lock-Up Period and/or the SecondLock-Up Period (as the case may be); and• any securities lending arrangement with the Underwriters or any sale or transfer by Lippo Strategic of itsdirect interest in the Cornerstone Units pursuant to exercise of the Over-allotment Option.The restrictions on Lippo Strategic do not restrict any security granted over or encumbrance created overthe Cornerstone Units pursuant to any lending agreement to which Lippo Strategic is a party, provided thatthe terms of any such security or encumbrance state that it may not be enforced and that Lippo Strategicretains beneficial interest in these Cornerstone Units for the Lock-Up Periods.Lippo Holdings Inc, Lippo Capital Limited, Lippo Cayman Limited and Lanius LtdLippo Holdings Inc, Lippo Capital Limited, Lippo Cayman Limited and Lanius Ltd, have on 9 November2007 each agreed with the Underwriters that it will not, without the prior written consent of the Underwriters(such consent not to be unreasonably withheld or delayed), directly or indirectly, offer, sell or contract tosell, grant any option to purchase, grant any security over, encumber or otherwise dispose of, or enter intoany transaction which is designed to, or might reasonably be expected to, result in the sale or disposition(whether by actual sale or disposition or effective economic sale or disposition due to cash settlement orotherwise) of (i) any or all of its direct or indirect interest in the Cornerstone Units (or any securitiesconvertible into or exchangeable for the Cornerstone Units or which carry any rights to subscribe for orpurchase Cornerstone Units) (adjusted for any bonus issue, consolidation or subdivision) as at ListingDate during the First Lock-Up Period; and (ii) more than 50.0% of its direct or indirect interest in theCornerstone Units (or any securities convertible into or exchangeable for the Cornerstone Units or whichcarry any rights to subscribe for or purchase Cornerstone Units) (adjusted for any bonus issue,consolidation or subdivision) as at Listing Date during the Second Lock-Up Period.The restriction described in the preceding paragraph does not apply to:• the transfer by any one of Lippo Holdings Inc, Lippo Capital, Lippo Cayman Limited and Lanius Ltd of itsdirect or indirect interest in the Cornerstone Units to and between its wholly-owned subsidiaries,provided that each such transferee gives a similar undertaking to the reasonable satisfaction of theUnderwriters for the remainder of the First Lock-Up Period and/or the Second Lock-Up Period (as thecase may be); and• any securities lending arrangement with the Underwriters or any sale or transfer of the direct interest inthe Cornerstone Units by Lippo Strategic pursuant to exercise of the Over-allotment Option.MIPL, Mapletree Dextra Pte Ltd and Mapletree LMMIPL, Mapletree Dextra Pte Ltd and Mapletree LM have on 9 November 2007 each agreed with theUnderwriters that it will not, without the prior written consent of the Underwriters (such consent not to beunreasonably withheld or delayed), directly or indirectly, offer, sell or contract to sell, grant any option topurchase, grant any security over, encumber or otherwise dispose of, or enter into any transaction which isdesigned to, or might reasonably be expected to, result in the sale or disposition (whether by actual sale ordisposition or effective economic sale or disposition due to cash settlement or otherwise) of (i) any or all ofits direct or indirect interest in the Cornerstone Units (or any securities convertible into or exchangeable forthe Cornerstone Units or which carry any rights to subscribe for or purchase Cornerstone Units) (adjustedfor any bonus issue, consolidation or subdivision) as at Listing Date during the First Lock-Up Period; and(ii) more than 50.0% of its direct or indirect interest in the Cornerstone Units (or any securities convertibleinto or exchangeable for the Cornerstone Units or which carry any rights to subscribe for or purchaseCornerstone Units) (adjusted for any bonus issue, consolidation or subdivision) as at Listing Date duringthe Second Lock-Up Period.The restriction described in the preceding paragraph does not apply to the transfer by MIPL, MapletreeDextra Pte Ltd and Mapletree LM of its direct or indirect interest in the Cornerstone Units to and between itswholly-owned subsidiaries, provided that each such transferee gives a similar undertaking to the257