CDL Hospitality TrustS
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at any time and upon such terms and conditions and for such purposes and
to such persons as the H-REIT Manager and the HBT Trustee-Manager may
in their absolute discretion deem ft; and
(b) issue Stapled Securities in pursuance of any Instrument made or granted
by the H-REIT Manager and the HBT Trustee-Manager while this Resolution
was in force (notwithstanding that the authority conferred by this Resolution
may have ceased to be in force),
provided that:
(1) the aggregate number of Stapled Securities to be issued pursuant to
this Resolution (including Stapled Securities to be issued in pursuance
of Instruments made or granted pursuant to this Resolution), shall
not exceed ffty per cent (50%) of the total number of issued Stapled
Securities (excluding treasury H-REIT Units and treasury HBT Units, if any)
(as calculated in accordance with sub-paragraph (2) below), of which the
aggregate number of Stapled Securities to be issued other than on a pro
rata basis to Security Holders shall not exceed twenty per cent (20%) of
the total number of issued Stapled Securities (excluding treasury H-REIT
Units and treasury HBT Units, if any) (as calculated in accordance with sub-
paragraph (2) below);
(2) subject to such manner of calculation as may be prescribed by Singapore
Exchange Securities Trading Limited (“
SGX-ST
”) for the purpose of
determining the aggregate number of Stapled Securities that may be
issued under sub-paragraph (1) above, the total number of issued Stapled
Securities (excluding treasury H-REIT Units and treasury HBT Units, if any)
shall be based on the number of issued Stapled Securities (excluding
treasury H-REIT Units and treasury HBT Units, if any) at the time this
Resolution is passed, after adjusting for:
(a) any new Stapled Security arising from the conversion or exercise of
any Instruments which are outstanding at the time this Resolution is
passed; and
(b) any subsequent bonus issue, consolidation or subdivision of
Stapled Securities;
(3) in exercising the authority conferred by this Resolution, the H-REIT
Manager and the HBT Trustee-Manager shall comply with the provisions
of the Listing Manual of SGX-ST for the time being in force (unless such
compliance has been waived by SGX-ST), the Business Trusts Act, Chapter
31A of Singapore for the time being in force, the trust deed constituting
H-REIT (as amended) (the “
H-REIT Trust Deed
”) for the time being in
force (unless otherwise exempted or waived by the Monetary Authority of
Singapore) and the trust deed constituting HBT (the “
HBT Trust Deed
”)
for the time being in force (unless otherwise exempted or waived by the
Monetary Authority of Singapore);
Notice of Annual General Meetings