CAPITALAND INDIA TRUST
(Registration Number: 2007004)
(a business trust registered under the Business Trusts Act 2004 of Singapore)
ANNOUNCEMENT
ELECTRONIC DESPATCH OF CIRCULAR AND ARRANGEMENTS RELATING TO THE EXTRAORDINARY GENERAL MEETING TO BE HELD ON 17 APRIL 2023
Please note that no food or snacks will be served and there will be no distribution of vouchers or door gifts at the upcoming EGM, as well as at future EGMs of CLINT.
Capitalised terms used herein, unless otherwise defined, shall have the meanings ascribed to them in the announcement of CapitaLand India Trust (formerly known as Ascendas India Trust) ("CLINT") dated 29 December 2022 in relation to the Proposed Acquisition of Ascendas IT Park (Pune) Private Limited and the Proposed Sponsor Subscription (the "Acquisition Announcement"), and in the circular to Unitholders dated 24 March 2023 (the "Circular").
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BACKGROUND
CapitaLand India Trust Management Pte. Ltd. (formerly known as Ascendas Property Fund Trustee Pte. Ltd.), as the trustee-manager of CLINT ("Trustee-Manager"), refers to: - the COVID-19 (Temporary Measures) Act 2020 which enables the Minister for Law by order to prescribe alternative arrangements for listed entities in Singapore to convene, hold or conduct general meetings;
- the COVID-19 (Temporary Measures) (Alternative Arrangements for Meetings for Companies, Variable Capital Companies, Business Trusts, Unit Trusts and Debenture Holders) Order 2020 (the "Order") which sets out the alternative arrangements in respect of, inter alia, general meetings of business trusts; and
- the joint statement by the Accounting and Corporate Regulatory Authority, Monetary Authority of Singapore and Singapore Exchange Regulation of 13 April 2020 (and subsequently updated on 27 April 2020, 22 June 2020, 1 October 2020 and 4 February 2022), read together with the FAQs on "The Holding of General Meetings" issued by
Singapore Exchange Regulation on 23 May 2022, which provides guidance on the conduct of general meetings amid the evolving COVID-19 situation.
- CIRCULAR, NOTICE OF EGM, PROXY FORM
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Further to the Acquisition Announcement, the Trustee-Manager wishes to announce that the Circular, the notice of extraordinary general meeting of Unitholders (the "EGM", and the notice of EGM, the "Notice of EGM") and the proxy form for the EGM (the "Proxy Form") will be sent to Unitholders solely by electronic means via publication on CLINT's website at the URL https://investor.clint.com.sg/agm.htmland on the SGX website at the URL https://www.sgx.com/securities/company-announcements.
Printed copies of the Circular, the Notice of EGM and the Proxy Form will notbe sent to Unitholders.
3. ACTION TO BE TAKEN BY UNITHOLDERS
3.1 Date, Time, Place and Conduct of the EGM
The EGM will be held in a wholly physical format at Canning Ballroom, Level 4, Raffles City Convention Centre, 80 Bras Basah Road, Singapore 189560 on Monday, 17 April 2023 at 4.00 p.m.(Singapore Time) (or as soon thereafter following the conclusion or adjournment of the annual general meeting of CLINT to be held at 2.30 p.m. (Singapore Time) on the same day and at the same place), pursuant to the Order. There will be no option to participate virtually.
Although Unitholders, including SRS investors, or, where applicable, their appointed proxy(ies), will be able to ask questions at the EGM, Unitholders, including SRS investors, may also submit questions related to the resolutions to be tabled for approval at the EGM in advance of the EGM. To do so, all questions must be submitted by no later than 2.30 p.m. on Saturday, 15 April 2023 (Singapore Time) in the manner set out in the Notice of EGM (see also paragraphs3.6 and3.7 of this announcement below).
The Trustee-Manager will address all substantial and relevant questions (which are related to the resolutions to be tabled for approval at the EGM) received from Unitholders by the 15 April 2023 submission deadline by publishing the responses to such questions on the EGM website at the URL https://investor.clint.com.sg/agm.htmland the SGX website at the URL https://www.sgx.com/securities/company-announcementsprior to the EGM.
Any subsequent clarifications sought, or substantial and relevant follow-up questions (which are related to the resolutions to be tabled for approval at the EGM) received after the 15 April 2023 submission deadline which have not already been addressed prior to the EGM, as well as those substantial and relevant questions received at the EGM itself, will be addressed during the EGM. Where substantially similar questions are received, the Trustee-Manager will consolidate such questions and consequently, not all questions may be individually addressed.
3.2 Participation at the EGM Arrangements relating to:
- attendance at the EGM by Unitholders, including SRS investors, and (where applicable) duly appointed proxy(ies);
- submission of questions to the Chairman of the EGM by Unitholders, including SRS investors, in advance of, or at, the EGM, and addressing of substantial and relevant questions in advance of, or at, the EGM; and
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- voting at the EGM by Unitholders, including SRS investors, or (where applicable) duly appointed proxy(ies),
are set out in paragraph 13 of the Letter to Unitholders of the Circular, the Notice of EGM and paragraphs 3.6 and 3.7 of this announcement below.
A Depositor shall not be regarded as a Unitholder entitled to attend the EGM and to speak and vote thereat unless he is shown to have Units entered against his/her/its name in the Depository Register maintained by The Central Depository (Pte) Limited ("CDP") as at 48 hours before the time set for holding the EGM or the adjourned meeting, as appropriate.
Please refer to paragraph 13 of the Letter to Unitholders of the Circular, the Notice of EGM and paragraphs 3.6 and 3.7 of this announcement for details of key actions to be taken by Unitholders if they wish to participate in the EGM (including in relation to attendance at the EGM, submission of questions and voting).
3.3 Persons who hold Units through relevant intermediaries (other than SRS investors)
Persons who hold Units through relevant intermediaries (as defined in the Notice of EGM), other than SRS investors, and who wish to participate in the EGM by:
- attending the EGM in person;
- submitting questions to the Chairman of the EGM in advance of, or at, the EGM; and/or
- voting at the EGM (a) themselves; or (b) by appointing the Chairman of the EGM as proxy to vote on their behalf,
should contact the relevant intermediary through which they hold such Units as soon as practicable in order for the necessary arrangements to be made for their participation in the EGM.
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SRS investors
SRS investors should note that they: - may attend, speak and vote at the EGM if they are appointed as proxies by their respective SRS Operators, and should contact their respective SRS Operators as soon as practicable if they have any queries regarding their appointment as proxies; or
- (as an alternative to paragraph 3.4(i) above) may appoint the Chairman of the EGM as proxy to vote on their behalf at the EGM, in which case they should approach their respective SRS Operators to submit their votes by 5.00 p.m. on Tuesday, 4 April 2023 (Singapore Time), being seven working days before the date of the EGM. For avoidance of doubt, SRS investors will not be able to appoint third party proxy(ies) (i.e., persons other than the Chairman of the EGM) to vote live at the EGM on their behalf.
- Live webcast of the EGM
Unitholders, including SRS investors, who do not wish to, or are unable to, attend the EGM in person but who wish to watch the EGM proceedings may do so remotely by accessing a live webcast of the EGM if they have registered to do so, details of which are set out in the Notice
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of EGM. They will not be able to submit questions or vote remotely via the live webcast of the EGM proceedings. They can refer to the Notice of EGM which sets out arrangements by which they may submit questions to the Chairman of the EGM in advance of the EGM and/or appoint a proxy(ies) to attend, speak and vote on their behalf at the EGM.
3.6 Key actions to be taken by Unitholders
In summary, the key actions to be taken by Unitholders, based on the manner in which they hold their Units, are set out in the table below:
If you hold Units via | If you hold Units | If you hold Units | |||||||||
through a relevant | |||||||||||
CDP | through SRS | ||||||||||
intermediary | |||||||||||
Approach your | |||||||||||
You wish to | Register in person at the EGM venue | relevant | |||||||||
attend, speak | intermediary (if your | ||||||||||
by 4.00 p.m. on Monday, 17 April 2023 | |||||||||||
and vote at the | relevant intermediary | ||||||||||
(Singapore Time)1 | |||||||||||
EGM | has not already | ||||||||||
contacted you) | |||||||||||
Submit questions in advance via the EGM | Approach your | ||||||||||
You wish to | website, via email or by post to the office of | relevant | |||||||||
ask questions | CLINT's Unit Registrar | intermediary (if your | |||||||||
in advance of | by 2.30 p.m. on Saturday, 15 April 2023 | relevant intermediary | |||||||||
the EGM | (Singapore Time) | has not already | |||||||||
contacted you) | |||||||||||
Submit instrument of | |||||||||||
You do not | proxy2 appointing the | Approach your | |||||||||
Chairman of the EGM as | Approach your | ||||||||||
wish to attend | relevant | ||||||||||
proxy via the online | SRS Operator to | ||||||||||
the EGM, but | intermediary to | ||||||||||
process through the | submit your votes | ||||||||||
wish to vote by | submit your votes (if | ||||||||||
EGM website, via email | by 5.00 p.m. on | ||||||||||
appointing the | your relevant | ||||||||||
or, if by post, by lodging | Tuesday, 4 April | ||||||||||
Chairman of | intermediary has not | ||||||||||
it with CLINT's Unit | 2023 (Singapore | ||||||||||
the EGM as | already contacted | ||||||||||
Registrar by 4.00 p.m. | Time) | ||||||||||
proxy | you) | ||||||||||
on Saturday, 15 April | |||||||||||
2023 (Singapore Time) | |||||||||||
- SRS investors should note that they may attend, speak and vote at the EGM if they are appointed as proxies by their respective SRS Operators, and should contact their respective SRS Operators as soon as practicable if they have any queries regarding their appointment as proxies.
- An instrument appointing a proxy(ies) which is executed by an attorney under a power of attorney or other authority on behalf of the appointor, or by a corporation under its common seal, may only be submitted by post or via email using the Proxy Form, and not via the EGM website.
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If you hold Units via | If you hold Units | If you hold Units | |||||||||
through a relevant | |||||||||||
CDP | through SRS | ||||||||||
intermediary | |||||||||||
Submit instrument of | |||||||||||
proxy2 appointing third | |||||||||||
party proxy(ies) via the | |||||||||||
online process through | |||||||||||
You do not | the EGM website, via | ||||||||||
email or, if by post, by | |||||||||||
wish to attend | |||||||||||
lodging it with CLINT's | |||||||||||
the EGM, but | |||||||||||
Unit Registrar by 4.00 | |||||||||||
wish to appoint | |||||||||||
p.m. on Saturday, 15 | |||||||||||
third party | Not applicable | Not applicable | |||||||||
April 2023 (Singapore | |||||||||||
proxy(ies) to | |||||||||||
Time) | |||||||||||
attend, speak | |||||||||||
and vote at the | Your proxy(ies) must | ||||||||||
EGM | |||||||||||
register in person at | |||||||||||
the EGM venue by 4.00 | |||||||||||
p.m. on Monday, 17 | |||||||||||
April 2023 (Singapore | |||||||||||
Time) | |||||||||||
You do not | Approach your | ||||||||||
wish to attend | |||||||||||
relevant | |||||||||||
the EGM, but | |||||||||||
Register at the EGM website by 4.00 p.m. on | intermediary (if your | ||||||||||
wish to watch | |||||||||||
Saturday, 15 April 2023 (Singapore Time) | relevant intermediary | ||||||||||
the EGM | |||||||||||
has not already | |||||||||||
proceedings | |||||||||||
contacted you) | |||||||||||
remotely | |||||||||||
3.7 Key dates and deadlines
The table below sets out the key dates and deadlines for Unitholders, including SRS investors, to note:
Key dates | Actions |
(Singapore Time) | |
5.00 p.m. on | Deadline for SRS investors who wish to appoint the Chairman of the |
4 April 2023 | EGM as proxy to vote on their behalf at the EGM to approach their |
(Tuesday) | respective SRS Operators to submit their votes. |
2.30 p.m. on | Deadline for Unitholders, including SRS investors, to submit |
15 April 2023 | questions in advance of the EGM. |
(Saturday) | |
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Disclaimer
CapitaLand India Trust published this content on 23 March 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 23 March 2023 22:09:11 UTC.