Sabana Reit *Official* (SGX: M1GU)

steadywin

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EGM liao.
Finally.
Trustee's spending of shareholders' monies has been totally ridiculous.
7 months already and internal manager still not ready yet!
Will vote yes to all the resolutions to check their spending
 

light84

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EGM liao.
Finally.
Trustee's spending of shareholders' monies has been totally ridiculous.
7 months already and internal manager still not ready yet!
Will vote yes to all the resolutions to check their spending
I received the EGM notice. I will vote yes to all resolutions.
I think the trustee is doing okay based on what I see but the progress is really slow.
 

Shion

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Glass Lewis advises institutional investors to vote against 8 resolutions in Sabana REIT’s March 8 EGM​


https://www.theedgesingapore.com/ne...stors-vote-against-8-resolutions-sabana-reits

In a proxy paper dated Feb 28, proxy advisor Glass Lewis has recommended voting against 8 of the 10 ordinary resolutions in Sabana Industrial REIT’s EGM on March 8. The resolutions were proposed mainly by Quarz Capital Asia, and nine additional unitholders. The nine unitholders own 0.04% of Sabana REIT.

The two resolutions are resolution 2, which is proposing regular written updates on the internalisation process, and resolution 10, directing the Trustee to seek written confirmation, guidance and/or directions from the relevant regulatory bodies in the Trustee's ongoing Application in HC/OA 19/2024.

For resolution 2, Glass Lewis says “Given that the Trustee has no objections to complying with this directive, and coupled with the fact that the Trust is already substantially complying with the matter being requested here, we believe unitholders can reasonably support this proposal, as it would simply affirm a stance that appears to us to be mutually shared by both the Trustee and the Proponents. Accordingly, we recommend that unitholders vote FOR this proposal.”

For resolution 10, Glass Lewis says “Considering that the Trustee has not expressed any views on this proposal that would suggest opposition to the matter, coupled with our view that the clarity being sought under this proposal could be relevant/critical to other matters concerning the ongoing internalisation, we believe this proposal can reasonably warrant unitholder support at this time. Accordingly, we recommend that unitholders vote FOR this proposal.”

The regulators are likely to be making a statement based on the listing rules on which S-REIT trust deeds are premised on who can vote in EGMs on extraordinary resolutions.

Questions have been raised on who should be allowed to vote on resolution 3, where Quarz is proposing two of its representatives and directors as part of the resolution to form some sort of internalisation committee to oversee the Trustee. Should Quarz be allowed to vote on this resolution?

As a background, on Aug 7, 2023, Quarz proposed two resolutions, one was to vote out the external manager of Sabana REIT, Sabana Real Estate Investment Manager (SREIM), and resolution 2, an ordinary resolution, to effect the internalisation of the REIT management function by incorporating a subsidiary wholly owned by the Trustee and appointing such a subsidiary to act as the manager of Sabana Industrial REIT.

As the Trustee went about doing this task, Quarz requisitioned a second EGM with a number of resolutions, which have been distilled down to 10 to be voted on March 8. It is most likely they will all be passed as they require more than 50%. On Aug 7, 2023, Quarz’s resolutions were passed with between 55% and 57% of unitholders voting in favour with both Volare and Quarz voting together.

Glass Lewis says “The Proponents” (which are mainly Quarz Capital Asia) are highly concerned about and completely disagree with the Trustee’s interpretation of Sabana REIT’s trust deed, which potentially jeopardizes the internalisation process.”

The Trustee says that certain amendments need to be made to the trust deed to effect the Internalisation, and that such amendments would need to be put forth as an extraordinary resolution. The Proponents believe that an S-REIT - governed by the code on Collective Investment Schemes (Property Funds) - is similar to the Business Trust Act of 2004 which governs business trusts such as Croesus Retail Trust. The differences between them include tax transparency, owning operating companies, loan-to-asset ratios, payout ratios, and so on.

As at Dec 31, 2023, Sabana REIT has spent some $3.6 million on the internalisation process.
 

Shion

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Full article

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@lowzeewee
 

Shion

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Quarz, ESR reach resolution over alleged defamation during Sabana internalisation bid​


https://www.straitstimes.com/busine...-defamation-during-sabana-internalisation-bid

SINGAPORE - Activist investor Quarz Capital has reached a resolution with ESR after the property company initiated court proceedings over alleged defamatory statements made during Quarz’s push to internalise the management function of Sabana Industrial Real Estate Investment Trust (Sabana Reit).

In a statement on April 5, Quarz said the resolution was “amicable”, and entered into “without any admission of liability on the part of either party”. It also confirmed that the alleged defamatory statements were “not intended to defame or publish falsehoods” relating to ESR.

With the resolution achieved, it said it will now focus fully on ensuring that internalisation can be completed as soon as possible, so that all unit holders can start benefiting from the potential dividend per unit and unit price growth as soon as possible.

In so doing, it said it intends to support Sabana unit holders, the trustee – HSBC Institutional Trust Services (Singapore) – and the Sabana Growth Internalisation Committee, which was set up by unit holders, including Quarz, to direct the trustee on the internalisation process.

Last week, unit holders requisitioned an extraordinary general meeting (EGM) to table a set of seven resolutions in its upcoming April 2024 annual general meeting (AGM), or alternatively hold an EGM immediately after the AGM at the same venue.

These unit holders – who include Quarz’s chief investment officer Jan Frederic Moermann and the activist investor’s head of research Havard Chi – collectively own over 10 per cent of Sabana Reit.

Among the seven resolutions, the requisitioners are requesting for HSBC Institutional Trust Services to be directed to consult with, and seek regulatory waivers or directions from regulatory authorities such that the trustee may provide written certification for new proposed amendments to the trust deed.

Other resolutions sought to prevent the trustee from incorporating any amendment to the trust deed relating to external borrowings, or the establishment or acquisition of subsidiaries held by the manager, unless it provides written certification for the proposed amendments.

On April 5, Quarz urged unit holders to vote for all the resolutions at the EGM “to provide clear directions to the trustee”, and “ensure it can successfully execute on internalisation with as few obstacles as possible”.

“We are fully focused on increasing shareholder value and corporate governance,” Quarz added.

Units of Sabana Reit closed unchanged at $0.360 on April 5 before the announcement. THE BUSINESS TIMES
 

Shion

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Sabana Reit unit holders urge EGM requisitionists to respect trust deed, court process​


https://www.straitstimes.com/busine...itionists-to-respect-trust-deed-court-process

SINGAPORE - A few unit holders of Sabana Industrial Real Estate Investment Trust (Sabana Reit) have expressed concerns about Quarz Capital and four other unit holders who are requisitioning a third extraordinary general meeting (EGM).

In a letter posted by the Reit to the bourse on April 11, a unit holder named Mr Chan Wai Kheong called on the requisitionists of the EGM to respect certain details that have been set out in the trust deed.

Mr Chan was a former independent non-executive director of Sabana Reit who was appointed to the board in June 2021. In April 2022, unit holders voted not to endorse his appointment at an annual general meeting.

Mr Chan also asked that the court process – seeing as Sabana Reit’s trustee HSBC Institutional Trust Services has made an application to the court – be respected so that the issues in question “can be heard and decided in an orderly manner”.

His views were supported in writing by five other unit holders whose details were redacted from the filing.

To recap, Quarz Capital had in June 2023 requisitioned an EGM to remove Sabana Reit’s manager, and to internalise the Reit’s management function by incorporating a subsidiary wholly owned by the trustee and appointing such a subsidiary to act as the manager of Sabana Reit.

Mr Chan said in his letter that when he invests in a Reit, he looks to the trust deed to “set out the structure” of the investment vehicle, as well as to regulate the parties that can make investments for the Reit and decide what the Reit can invest in.

“The structure and the set-up of the external manager are all clearly spelt out,” he said.

He further noted that amendments to the trust deed must be approved by way of an extraordinary resolution, which requires at least 75 per cent of votes from unit holders.

Mr Chan argued that as far as a Reit is concerned, unit holders should be able to do only what is permitted by the trust deed.

“The trust deed and its provisions should reign supreme, and be amended only with the support of a supermajority. All investors signed on to it when they made the investment (in the Reit),” he said.

He also said that when the internalisation resolution was passed on Aug 7, 2023, Sabana Reit’s unit holders had no further details on the trust deed amendments that were required. However, they had the reassurance that any amendments would be subject to their further approval.

Mr Chan said HSBC Institutional Trust Services is “seeking to act properly” and is looking to “put forward trust deed amendments for the unit holders to consider and approve”.

“A few unit holders are trying to prevent this democratic process from running its course,” said Mr Chan, in reference to the EGM requisitionists.

“I feel it is time for these requisitionists to realise that they cannot be chipping away at the proper governance structure of the Reit and passing numerous ordinary resolutions to effect the change to an internal model,” he added.

Units of Sabana Reit closed down 1.35 per cent at 36 cents on April 12. THE BUSINESS TIMES
 

Shion

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Sabana Reit’s occupancy falls to 83%; more staff resign from manager amid internalisation uncertainties​


https://www.straitstimes.com/busine...om-manager-amid-internalisation-uncertainties

SINGAPORE - Sabana Industrial Real Estate Investment Trust (Sabana Reit) has reported a decline in portfolio occupancy in the first quarter of 2024, due to the repossession of properties at Penjuru Lane.

The manager said in a business update on April 15 that its portfolio occupancy slipped from 91.2 per cent in Q4 2023 to 83 per cent in Q1 2024, due to the repossession of 33 and 35 Penjuru Lane, which were previously master-leased.

Meanwhile, the manager noted it has faced high staff attrition amid the uncertainties following Quarz Capital’s bid to internalise the manager function of the Reit.

The total resignation rate for the manager since the internalisation bid began last June has climbed to 47.6 per cent as at April 15. While some replacements have been hired, not all vacancies are filled, and the manager said it will continue to “proactively hire to fill vacancies”.

Sabana Reit has also incurred over $7.2 million in expenses in connection with holding extraordinary general meetings requisitioned for the purpose of internalisation, as well as internalisation expenses.

Mr Donald Han, chief executive officer of the manager, said it has been a “very difficult” first quarter for the Reit, amid the uncertainties arising from the internalisation process.

“These challenges have been compounded by the unexpected turn of 33 and 35 Penjuru Lane repossession on Mar 8, 2024 where portfolio occupancy slid to 83 per cent,” he added.

Excluding the Penjuru Lane properties, portfolio occupancy would have remained stable at 91.3 per cent.

Sabana Reit filed a claim last November against Kleio One-Solution for possession of the Penjuru lane premises and payment of arrears in rent and other payments owed to the Reit.

The Reit has taken possession of the properties, and is currently pursuing the necessary legal proceedings to claim approximately $4 million from Kleio, the manager said.

Mr Han noted that the remarketing of the properties is progressing well, and the manager is “anticipating offers from third party logistic firms”.

Meanwhile, the property at 1 Tuas Ave 4 – which has been undergoing an asset enhancement initiative – is progressing towards a June 2024 temporary occupation permit (TOP) date, and the manager is currently engaging prospective tenants.

The Reit signed new and renewed leases totalling 139,426 square feet in the first quarter, with a positive 23.7 per cent rental reversion.

Aggregate leverage rose slightly to 35.6 per cent as at March 2024, from 34.3 per cent in December 2023. Average all-in financing cost climbed to 4.01 per cent from 3.89 per cent over the same period.

Units of Sabana Reit closed unchanged at $0.365 on April 15, before the business update. THE BUSINESS TIMES
 

luckyplate

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Sabana Industrial REIT obtained Temporary Occupation Permit (TOP) from the Building and Construction Authority on July 9 for the completion of the Asset Enhancement Initiative (AEI) works of 1 Tuas Avenue 4. Officially named Sabana@1TA4, the project took slightly over 15 months to complete following its ground-breaking in April 2023. Sabana@1TA4 comprises 156,139 sq ft of warehouse, production and ancillary office space. The property includes ample loading bays with dock levellers and a 25m voluminous ceiling height space ideal for an automated storage and retrieval system. The property has been awarded in March 2024 the BCA Green Mark Super Low Energy certification based on the Green Mark Criteria for Green Mark 2021. With its TOP, Sabana@1TA4 is scheduled for the installation of solar panels in 3Q2024. The development cost of Sabana@1TA4 is approximately S$18.0 million, below the previously announced of approximately S$20.0 million. This translates into an estimated development cost of S$115.3 per sq ft, based on the gross floor area of 156,139 sq ft.
 

steadywin

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High Court dismisses ESR’s appeal to vote on Sabana Reit’s proposed trust deed amendment​

https://www.businesstimes.com.sg/co...te-sabana-reits-proposed-trust-deed-amendment

The Reit will proceed with its extraordinary general meeting on Aug 6

THE Singapore High Court has thrown out an appeal by several ESR entities to vote on the proposed trust deed amendments of Sabana Industrial Real Estate Investment Trust (Sabana Reit).

It also ordered the entities to pay HSBC Institutional Trust Services (Singapore) – the Reit’s trustee – S$16,119.80 in legal costs, with the remaining costs and expenses to be paid out of the trust.

On Friday (Jul 26), the trustee noted that the court would issue reasons for its decision at a later date. It also added that the Reit would proceed with the extraordinary general meeting (EGM) on Aug 6.

In a statement seen by The Business Times, Sabana Growth Internalisation Committee (SGIC), set up by unit holders including Quarz Capital, said the ruling “clarifies and strengthens” investor protection in Singapore.

SGIC also urged all unitholders to vote for the resolutions in favour of the internalisation at the EGM.

The committee said: “The successful internalisation of Sabana Reit will allow all unit holders to own the manager. It will bring about stronger corporate governance, investor protection, higher distribution per unit (DPU) and the revival of the Singapore Reit market.”
The committee also asked Sabana’s manager and trustee to protect unit holders’ interest by returning costs and DPU withheld to them.

It also requested the sponsor and the owner of the trust’s current manager to protect jobs, uphold corporate practices, as well as waive non-compete agreements and allow the current staff of the external manager to join the new entity.

ESR’s appeal came after the court in May ruled that the trust deed amendments are required to effect the internalisation of Sabana’s manager, but barred the entities from voting on them.

The court ruling arose from an Order 32 application submitted by the trustee in January to clarify steps for the internalisation process.

In the application, the trustee sought court declarations that proposed amendments to the trust deed were required to implement internalisation. It also sought a declaration on whether ESR entities ought to be permitted to vote on the amendments.

ESR entities were prohibited from voting as the court deemed them to have an interest from fee income the external manager earns.
 

luckyplate

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The trustee ..is not competent. ..hence waste a lot of time and resources ...be careful ...they can ..make things worst ...I attended the AGM ..today ..it seems like progress is not up to my expectations
 

luckyplate

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High Court dismisses ESR’s appeal to vote on Sabana Reit’s proposed trust deed amendment​

https://www.businesstimes.com.sg/co...te-sabana-reits-proposed-trust-deed-amendment

The Reit will proceed with its extraordinary general meeting on Aug 6

THE Singapore High Court has thrown out an appeal by several ESR entities to vote on the proposed trust deed amendments of Sabana Industrial Real Estate Investment Trust (Sabana Reit).

It also ordered the entities to pay HSBC Institutional Trust Services (Singapore) – the Reit’s trustee – S$16,119.80 in legal costs, with the remaining costs and expenses to be paid out of the trust.

On Friday (Jul 26), the trustee noted that the court would issue reasons for its decision at a later date. It also added that the Reit would proceed with the extraordinary general meeting (EGM) on Aug 6.

In a statement seen by The Business Times, Sabana Growth Internalisation Committee (SGIC), set up by unit holders including Quarz Capital, said the ruling “clarifies and strengthens” investor protection in Singapore.

SGIC also urged all unitholders to vote for the resolutions in favour of the internalisation at the EGM.

The committee said: “The successful internalisation of Sabana Reit will allow all unit holders to own the manager. It will bring about stronger corporate governance, investor protection, higher distribution per unit (DPU) and the revival of the Singapore Reit market.”
The committee also asked Sabana’s manager and trustee to protect unit holders’ interest by returning costs and DPU withheld to them.

It also requested the sponsor and the owner of the trust’s current manager to protect jobs, uphold corporate practices, as well as waive non-compete agreements and allow the current staff of the external manager to join the new entity.

ESR’s appeal came after the court in May ruled that the trust deed amendments are required to effect the internalisation of Sabana’s manager, but barred the entities from voting on them.

The court ruling arose from an Order 32 application submitted by the trustee in January to clarify steps for the internalisation process.

In the application, the trustee sought court declarations that proposed amendments to the trust deed were required to implement internalisation. It also sought a declaration on whether ESR entities ought to be permitted to vote on the amendments.

ESR entities were prohibited from voting as the court deemed them to have an interest from fee income the external manager earns.
those party who make trouble should end up paying all the court fees out of their pocket. This should be done .
 

Shion

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Sabana Industrial REIT signs first tenant at Sabana@1TA4​


https://www.theedgesingapore.com/news/property/sabana-industrial-reit-signs-first-tenant-sabana1ta4

Sabana Industrial REIT has announced the onboarding of a new tenant at Sabana@1TA4. The unnamed tenant is said to be one of Singapore’s leading manufacturers of interior products and has served the public sector and some of the biggest private residential developers. The company also caters to commercial and institutional spaces in Singapore. Its affiliate firm serves the interior product needs of the international market and consumer segment.

According to the REIT, the tenant is set to occupy approximately 64% of the property’s total lettable area in an annexe block, which comprises a three-storey warehouse, production and ancillary office.

Sabana@1TA4 just received its temporary occupation permit (TOP) on July 9. The property, situated near Tuas Crescent MRT station, provides industrial space and a sustainable work environment suitable for corporate headquarters.

Donald Han, CEO of the Manager of Sabana Industrial REIT, says: “Sabana@1TA4 is uniquely positioned as a transformed, modern industrial building that is highly desired for its convenient location near amenities.”

The tenancy is subject to approval from the relevant authorities, barring which, rental contribution by the new tenant to the REIT is expected from 1QFY2025 onwards.

Meanwhile, the REIT is currently installing solar panels at Sabana@1TA4, which are slated for completion in 4Q2024. Upon completion, the property will incorporate slightly over 4,500 sqm of solar panels which will collectively generate more than 1,000 megawatts per hour of energy per year.

Units in Sabana Industrial REIT closed flat at 35 cents on Sept 10.
 
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