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Sabana-ESR merger: MAS says safeguards in place, manager notes 'fair' scheme

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THE Monetary Authority of Singapore (MAS) on Friday clarified that its regulatory framework does not prohibit a shareholder group from owning substantial stakes in two real estate investment trust (Reit) managers managing Reits invested in the same property class. Read more at The Business Times.

For instance, independent directors must make up at least half of boards of Reit managers where unitholders do not have the right to appoint directors.

A trust scheme of arrangement is a"fair and equitable" way of effecting the merger, as it will provide a binary outcome -"all or nothing" - for the proposal, the manager added. Those abstaining from voting on the scheme are ESR-Reit's manager, its concert parties and the common substantial unitholders of both Reits - including ESR Cayman, which holds 20.88 per cent of Sabana; Chinese billionaire Tong Jinquan, who holds 3.3 per cent; Wealthy Fountain Holdings; and e-Shang Infinity Cayman.

The board of the Sabana manager also highlighted that the proposed merger was the only formal offer it had ever received.

 

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