SINGAPORE - HSBC Institutional Trust Services’ first meeting with the internalisation committee of Sabana Industrial Real Estate Investment Trust (Sabana Reit) did not take place as intended on March 25, as the committee members did not attend the event.
This was because the committee members wished to focus discussions on proposed amendments to the trust deed, as well as an ongoing court application filed on Jan 9 regarding the Reit’s internalisation process, said HSBC Institutional Trust Services, the Reit’s trustee, in an announcement on March 26.
The internalisation committee was set up last week by the trustee, and includes several employees from activist investor Quarz Capital.
This came about after unit holders of the Reit voted for eight out of the 10 resolutions proposed by Quarz which relate to how the trustee should handle the internalisation of Sabana Reit.
To recap, certain unit holders – including Quarz and members of the internalisation committee – disagree on whether proposed trust-deed amendments are required to implement the internalisation, and whether an extraordinary general meeting can be convened to consider such proposed amendments.
On Jan 9, HSBC Institutional Trust Services filed an application to seek the court’s guidance on the issue of whether the Reit manager, its shareholders and related parties ought to be permitted to vote on any resolution to amend the trust deed.
On March 26, the Reit trustee said its proposed March 25 meeting with the newly established internalisation committee was meant to be “open and constructive”.
Its purpose was to seek the committee members’ views on various work streams affecting the progress of the implementation of Sabana Reit’s ongoing internalisation process.
The trustee reiterated that the Jan 9 application was meant to clarify such key issues and steps for the internalisation process, and to “ensure that the views of all unit holders are properly considered in an appropriate forum”.
Therefore, it urged unit holders to “respect the ongoing court process”, and to allow for these issues to be “appropriately heard by the court and decided in an orderly manner”.
“A decision by the court on the Order 32 Application will provide clarity for all unit holders,” it added.
Meanwhile, HSBC Institutional Trust Services said it remained “ready and willing to engage in a constructive manner with the internalisation committee in respect of the ongoing internalisation process”.
It further requested that members of the internalisation committee ink non-disclosure agreements to “safeguard the confidential information” of Sabana Reit.
“Until such non-disclosure agreements are entered into by the members of the internalisation committee, the trustee is only able to discuss public information in meetings with the internalisation committee.”
Units of Sabana Reit closed unchanged at 36.5 cents on March 26. THE BUSINESS TIMES
