194
(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 fifty 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 and
supplemented) (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);
(4)
(unless revoked or varied by the Security Holders in a general meeting) the
authority conferred by this Resolution shall continue in force until (i) the
conclusion of the next Annual General Meetings of H-REIT and HBT or (ii)
the date by which the next Annual General Meetings of H-REIT and HBT are
required by law to be held, whichever is earlier;
NOTICE OF
ANNUAL GENERAL MEETINGS
