LIPPO-MAPLETREE - Lippo Malls Indonesia Retail Trust - Investor ...

The formation and structure of LMIR Trustdefault, breach of trust or breach of the Trust Deed. The Trust Deed contains certain indemnities in favourof the Trustee under which it will be indemnified out of the assets of LMIR Trust for liability arising inconnection with certain acts or omissions. These indemnities are subject to any applicable laws.Retirement and replacementThe Trustee may retire or be replaced under the following circumstances:• The Trustee shall not be entitled to retire voluntarily except upon the appointment of a new trustee (suchappointment to be made in accordance with the provisions of the Trust Deed).• The Trustee may be removed by notice in writing to the Trustee by the Manager:- if the Trustee goes into liquidation (except a voluntary liquidation for the purpose of reconstruction oramalgamation upon terms previously approved in writing by the Manager) or if a receiver is appointedover any of its assets or if a judicial manager is appointed in respect of the Trustee;- if the Trustee ceases to carry on business;- if the Trustee fails or neglects after reasonable notice from the Manager to carry out or satisfy anymaterial obligation imposed on the Trustee by the Trust Deed;- if an Ordinary Resolution is passed at a Unitholders’ meeting duly convened and held in accordancewith the provisions of the Trust Deed, and of which not less than 21 days’ notice has been given to theTrustee and the Manager, shall so decide; or- if the MAS directs that the Trustee be removed.Trustee’s feeUnder the Trust Deed, the maximum fee payable to the Trustee is 0.03% per annum of the value of theDeposited Property, subject to a minimum of S$15,000 per month, excluding out-of-pocket expenses andGST.LMIR Trust will also pay the Trustee a one-time inception fee of S$25,000.The Trustee’s fee will be subject to review three years from the Listing Date.Any increase in the maximum permitted amount or any change in the structure of the Trustee’s fee must bepassed by an Extraordinary Resolution at a Unitholders’ meeting duly convened and held in accordancewith the provisions of the Trust Deed.Termination of LMIR TrustUnder the provisions of the Trust Deed, the duration of LMIR Trust shall end on:• such date as may be provided under written law;• the date on which LMIR Trust is terminated by the Manager in such circumstances as set out under theprovisions of the Trust Deed as described below; and• the date on which LMIR Trust is terminated by the Trustee in such circumstances as set out under theprovisions of the Trust Deed as described below.The Manager may in its absolute discretion terminate LMIR Trust by giving notice in writing to allUnitholders and the Trustee no later than three months in advance and to the MAS not less thanseven days before the termination in any of the following circumstances:• if any law shall be passed which renders it illegal or in the opinion of the Manager impracticable orinadvisable to continue LMIR Trust;• if the NAV of the Deposited Property shall be less than S$50,000,000 after the end of the firstanniversary of the date of the Trust Deed or any time thereafter; and• if at any time LMIR Trust becomes unlisted after it has been listed.221