126
These notes form an integral part of the financial statements.
The financial statements were authorised for issue by the HBT Trustee-Manager, the H-REIT Manager and the H-REIT Trustee
on 8 March 2016.
1 GENERAL
CDL Hospitality Trusts is a stapled group comprising CDL Hospitality Real Estate Investment Trust ("
H-REIT
") and its
subsidiaries (the "
H-REIT Group
") and CDL Hospitality Business Trust ("
HBT
") and its subsidiaries (the "
HBT Group
")
(collectively, the
"
Stapled Group
"). H-REIT is a Singapore-domiciled unit trust constituted pursuant to the trust deed
dated 8 June 2006 as amended by the First Supplemental Deed dated 11 January 2007, the Second Supplemental
Deed dated 26 March 2010 and the Third Supplemental Deed dated 20 July 2010 (collectively, the "
H-REIT Trust
Deed
") between M&C REIT Management Limited (the "
H-REIT Manager
") and DBS Trustee Limited (the "
H-REIT
Trustee
"). The H-REIT Trust Deed is governed by the laws of the Republic of Singapore. The H-REIT Trustee is under
a duty to take into custody and hold the assets of H-REIT held by it or through its subsidiaries in trust for the holders
of units in H-REIT. HBT is a business trust constituted by a trust deed dated 12 June 2006 ("
HBT Trust Deed
") and is
managed by M&C Business Trust Management Limited (the "
HBT Trustee-Manager
"). The securities in each of H-REIT
and HBT are stapled together under the terms of a stapling deed dated 12 June 2006 entered into between the H-REIT
Manager, the H-REIT Trustee and the HBT Trustee-Manager (the "
Stapling Deed
") and cannot be traded separately.
Each stapled security in CDL Hospitality Trusts (the "
Stapled Security
") comprises a unit in H-REIT (the "
H-REIT Unit
")
and a unit in HBT (the "
HBT Unit
").
CDL Hospitality Trusts was formally admitted to the Official List of Singapore Exchange Securities Trading Limited
("
SGX-ST
") on 19 July 2006.
The principal activity of H-REIT and its subsidiaries is to invest in income producing real estate and real estate related
assets, which are used or substantially used for hospitality and hospitality related purposes, with the primary objective
of achieving an attractive level of return from rental income and for long-term capital growth.
The HBT Trustee-Manager activated the HBT as master lessee. In addition to its function as a master lessee, HBT may
also undertake certain hospitality and hospitality-related development projects, acquisition and investments which may
not be suitable for H-REIT.
The consolidated financial statements of the H-REIT Group relate to H-REIT and its subsidiaries. The consolidated
financial statements of the HBT Group relate to HBT and its subsidiaries. The consolidated financial statements of the
Stapled Group relate to the HBT Group and the H-REIT Group.
Several service agreements are in place in relation to the management of HBT and H-REIT and its property operations.
The fee structures of these services are as follows:
(i)
HBT Trustee-Manager’s fees
Pursuant to the Clauses 12.1 and 12.2 of the HBT Trust Deed, the HBT Trustee-Manager is entitled to the following:
• Trustee fee of not exceeding 0.1% per annum of the value of HBT’s Deposited Property (as defined in the
HBT Trust Deed), subject to a minimum fee of $10,000 per month, if the value of HBT’s Deposited Property
is at least $50.0 million. The trustee fee is payable in arrears on a monthly basis in the form of cash.
• Management fee of 10% of HBT’s profit before interest and tax in the relevant financial year (calculated
before accounting for the management fee in that financial year).
The management fee is payable in the form of cash or Stapled Securities as the HBT Trustee-Manager may
elect, and in such proportion and for such period as may be determined by the HBT Trustee-Manager.
Any increase in the maximum permitted rate or any change in the structure of the HBT Trustee-Manager’s
management fees must be approved by an extraordinary resolution at a meeting of the holders of the HBT
units duly convened and held in accordance with the provisions of the HBT Trust Deed.
NOTES TO THE FINANCIAL STATEMENTS
