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REPORTS

1 GENERAL (CONT’D)

(i)

HBT Trustee-Manager’s fees (cont’d)

• An acquisition fee of not exceeding 0.1% of the acquisition price of any authorised investment

acquired directly or indirectly by HBT (pro-rated if applicable to the proportion of HBT’s interest in

the authorised investment acquired). The acquisition fee is payable in the form of cash and/or Stapled

Securities as the HBT Trustee-Manager may elect, and in such proportion as may be determined by the

HBT Trustee-Manager.

For the year ended 31 December 2015, the acquisition fee payable to the HBT Trustee-Manager arising

from HBT Group’s purchase of 100% of the equity interest in a company incorporated in United Kingdom,

which owns the Hilton Cambridge City Centre (Note 26), was satisfied in cash.

(ii)

H-REIT Manager’s fees

Pursuant to Clauses 14.1 and 14.2 of the H-REIT Trust Deed, the H-REIT Manager is entitled to the following:

• Management fees comprising a base fee of 0.25% per annum of the value of H-REIT’s Deposited Property

(as defined in the H-REIT Trust Deed) and a performance fee of 5.0% per annum of H-REIT’s net property

income (as defined in the H-REIT Trust Deed).

The H-REIT Manager’s management fees are payable in the form of Stapled Securities and/or cash as

the H-REIT Manager may elect (such election to be irrevocable and made prior to the relevant calendar

quarter), and in such proportion as may be determined by the H-REIT Manager, such determination to

be irrevocable and made prior to be relevant calendar quarter. Where the management fees are payable

in the form of Stapled Securities or (in the event that unstapling of the H-REIT units and HBT units has

taken place) H-REIT units, such Stapled Securities or H-REIT units shall be issued at the market price (as

defined in the H-REIT Trust Deed) prevailing at the date the management fees accrue. For the financial

year ended 31 December 2016, 80% of the H-REIT Manager’s management fees was satisfied in Stapled

Securities and the remaining 20% was satisfied in cash.

Any increase in the maximum permitted rate or any change in the structure of the H-REIT Manager’s

management fees must be approved by an extraordinary resolution at a meeting of holders of the

H-REIT units duly convened and held in accordance with the provisions of the H-REIT Trust Deed.

The portion of the base management fee payable in the form of Stapled Securities is paid on a quarterly

basis, in arrears. The portion of the base management fee payable in the form of cash is paid on a

monthly basis, in arrears. With effect from 1 January 2016, performance fee will be paid on an annual

basis in arrears, regardless of whether it is paid in the form of Stapled Securities or in cash.

• Acquisition fee of 1% of the acquisition price and a divestment fee of 0.5% of the sale price on all future

acquisitions or disposals of properties. Both the acquisition fee and divestment fee are payable in the

form of Stapled Securities and/or cash as the H-REIT Manager may elect, and in such proportion as may

be determined by the H-REIT Manager. In the event that the H-REIT Manager receives an acquisition fee

in connection with a transaction with a related party, any such acquisition fee shall be paid in the form of

Stapled Securities issued at the market price.

(iii) H-REIT Trustee’s fee

Pursuant to the H-REIT Trust Deed, the H-REIT Trustee’s fee shall not exceed 0.1% per annum of the value of

H-REIT’s Deposited Property (subject to a minimum of $10,000 per month) or such higher percentage as may

be fixed by an extraordinary resolution of a meeting of holders of the H-REIT units. The H-REIT Trustee’s fee is

payable out of H-REIT’s Deposited Property on a monthly basis, in arrears. The H-REIT Trustee is also entitled

to reimbursement of expenses incurred in the performance of its duties under the H-REIT Trust Deed.

Based on the current agreement between the H-REIT Manager and the H-REIT Trustee, the H-REIT Trustee’s

fee is charged on a scaled basis of up to 0.02% per annum of the value of H-REIT’s Deposited Property (subject

to a minimum of $10,000 per month).

NOTES TO THE FINANCIAL STATEMENTS

133

Annual Report 2016