Cromwell European REIT - Annual Report 2021
CROMWELL EUROPEAN REIT 273 ANNUAL REPORT 2021 ADDITIONAL INFORMATION INTERESTED PERSON (AS DEFINED IN THE LISTING MANUAL) AND INTERESTED PARTY (AS DEFINED IN THE PROPERTY FUNDS APPENDIX) TRANSACTIONS Transactions entered into with interested persons/parties during the financial year falling under the Listing Manual of SGX-ST (the “Listing Manual”) and the Property Funds Appendix of the CIS are as follows: Name of interested person / party Nature of relationship Aggregate value of all interested person / party transactions during the financial year under review (excluding transactions less than S$100,000 and transactions conducted under unitholders’ mandate pursuant to Rule 920) Aggregate value of all interested person / party transactions conducted under unitholders’ mandate pursuant to Rule 920 (excluding transactions less than S$100,000) €’000 €’000 Cromwell Property Group and its related companies Ultimate controlling shareholder of the Manager and Ultimate controlling Unitholder – Acquisition fees 2,127 (1) – – Divestment fees 29 (2) – – Base management fees 5,619 – – Property & portfolio management fees 16,372 – – Leasing fees 1,636 – – Project management fees 1,045 – – Property acquisition 10,396 (3) – Perpetual (Asia) Limited and its related companies CEREIT Trustee Trustee fees 276 – (1) Acquisition fee of 1.0% on the purchase price of investment properties acquired by CEREIT during the financial year. (2) Divestment fee of 0.5% on the gross sale price of investment property divested by CEREIT during the financial year. (3) Based on the purchase price of the acquisition of all shares of the company that owns the logistics asset in the Czech Republic. The purchase consideration did not exceed 3% of the latest audited net tangible assets of CEREIT as at 31 December 2020. Accordingly, unitholders’ approval for the Acquisition is not required under Rule 906 of the Listing Manual. As the purchase consideration also does not exceed 5% of the latest audited net tangible assets of the CEREIT as at 31 December 2020, based on the relative figures as computed on the bases set out in Rule 1006 of the Listing Manual, the acquisition is a “Non-Disclosable Transaction” within the meaning of Rule 1008 of the Listing Manual. Accordingly, Unitholders’ approval for the acquisition is also not required under Chapter 10 of the Listing Manual. Saved as disclosed above, there were no additional interested person / party transactions (excluding transactions of less than S$100,000 each) entered into up to and including 31 December 2021 nor any material contracts entered by CEREIT or any of its subsidiaries that involve the interests of the CEO, any Directors or any controlling Unitholder of the Trust. Please also see the Related Party in Note 20 to the financial statements. The entry into and the fees payable pursuant to the Trust Deed have been approved by the Unitholders upon purchase of the Units at the initial public offering of CEREIT on the SGX-ST in November 2017 and are therefore not subject to Rules 905 and 906 of the Listing Manual.
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