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Circular - Lippo Malls Indonesia Retail Trust - Investor Relations

Circular - Lippo Malls Indonesia Retail Trust - Investor Relations

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The SIC has, on 9 November 2012,granted a waiver (the “SIC Waiver”) of the requirement by theSponsor and parties acting in concert with the Sponsor to make a Mandatory Offer for theremaining Units not owned or controlled by the Sponsor and parties acting in concert with theSponsor, in the event that they incur an obligation to make a Mandatory Offer pursuant to Rule 14of the Code as a result of the receipt of (i) the acquisition fee which is required to be paid to theManager in Units pursuant to paragraph 5.6 of the Property Funds Appendix, in respect of theProposed Acquisitions and (ii) the Pluit Village Acquisition Fee Units (collectively, the“Acquisition Fee Units”), as these are acquisitions from Interested Parties, subject to thesatisfaction of the conditions specified in the SIC Waiver (as set out in paragraph 6.2 of the Letterto Unitholders) including the approval of the Whitewash Resolution by Independent Unitholders(as defined herein) at the extraordinary general meeting of Unitholders to be held on 13 December2012 at 2.00 p.m. (the “EGM”).The Manager hereby proposes to seek approval from Unitholders other than the Sponsor, partiesacting in concert with the Sponsor and parties which are not independent of the Sponsor (the“Independent Unitholders”) for a waiver of their right to receive a mandatory offer from theSponsor and parties acting in concert with the Sponsor for the remaining issued Units not ownedor controlled by the Sponsor and parties acting in concert with the Sponsor, in the event that theyincur an obligation to make a Mandatory Offer as a result of the receipt of the Acquisition Fee Unitsby the Manager in its own capacity.Rationale for the Whitewash ResolutionThe Whitewash Resolution is to enable the Manager to receive the Acquisition Fee Units withoutthe Sponsor having to make a Mandatory Offer, and the rationale for enabling the Manager to doso is set out in paragraph 6.3 of the Letter to Unitholders.(See paragraph 6.3 of the Letter to Unitholders for further details.)8

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