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 Mar 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.
The internalisation committee was set up last week by HSBC Institutional Trust Services, or Sabana Reit’s trustee, and includes several employees from activist investor Quarz Capital. This came about after unitholders 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 unitholders – 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 this year, 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 Tuesday (Mar 26), the Reit trustee said its proposed Mar 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.
In its latest announcement dated Mar 26, 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 unitholders are properly considered in an appropriate forum”.
Therefore, it urged unitholders 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 unitholders,” 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 nondisclosure 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 ended Monday unchanged at S$0.36.