TMI BlogGuidelines for rights issue of units by a listed Real Estate Investment Trust (REIT)X X X X Extracts X X X X X X X X Extracts X X X X ..... ns are satisfied: (a) A resolution of the board of directors of the manager approving the rights issue of units and determining the record date has been passed. (b) Units of the same class, which are proposed to be allotted are already listed on a stock exchange. (c) The REIT has obtained in-principle approval of the stock exchange(s) for listing of units proposed to be issued under these guidelines. (d) The REIT is in compliance with the continuous listing and disclosure obligations under the REIT Regulations and circulars issued thereunder. Provided that imposition of only monetary fines by stock exchanges on the REIT shall not be a ground for ineligibility for undertaking issuances under these guidelines. (e) None of the respective promoters or partners or directors of the sponsor(s) or sponsor group or manager or trustee of the REIT is a fugitive economic offender declared under section 12 of the Fugitive Economic Offenders Act, 2018 (17 of 2018). (f) None of the respective promoters or partners or directors of the sponsor(s) or sponsor group or manager or ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... for a period of seven working days from the date of filing the draft letter of offer. 3.4. The draft letter of offer shall also be displayed on the website of the REIT and the merchant bankers. 3.5. The manager shall, after filing the draft letter of offer and letter of offer with the Board, make appropriate advertisement on the website of the sponsor, manager and stock exchanges. 3.6. The manager may also issue such advertisement in any newspaper and on the website of the REIT. 3.7. The Board may specify changes or issue observations, if any, on the draft letter of offer within fifteen days from the later of the following dates: a) the date of receipt of the draft letter of offer, filed under sub-clause 3.1; or b) the date of receipt of satisfactory reply from the lead merchant banker(s), where the Board has sought any clarification or additional information from them; or c) the date of receipt of clarification or information from any regulator or agency, where the Board has sought any clarification or information from such regulator or agency; or d) the ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... REIT withdraws the rights issue after announcing the record date, it shall not be eligible to make an application for listing of any of its units on any stock exchange for a period of twelve months from the record date. 6.2. The rights issue shall open within three months from the record date. 6.3. The rights issue shall be kept open for at least three working days but not more than fifteen working days. 7. Manner of issuance of units 7.1. Any issuance of units under these guidelines shall be done in the following manner: 7.1.1. The rights entitlements shall be credited to the demat account of the unitholders before the date of opening of the issue. The rights entitlements shall include a right exercisable by the person concerned to renounce the units offered to him/her or any of them in favour of any other person and the draft letter of offer, letter of offer and the notice sent to the unitholders shall contain a statement to this effect. 7.1.2. The units shall be allotted in the dematerialized form only and shall be listed on the stock exchange(s) where the units of the REIT are list ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... ave also applied for additional units shall be made as far as possible on an equitable basis, having due regard to the number of units held by them on the record date, provided there is an under-subscribed portion after making allotment in (a) above. (c) allotment to the renouncees, who having applied for the units renounced in their favour and also applied for additional units, provided there is an under-subscribed portion after making full allotment specified in (a) and (b) above. The allotment of such additional units may be made on a proportionate basis. (d) Allotment to sponsor(s), their associates and members of sponsor group, who are unitholders on the record date and who have disclosed their intent to subscribe to additional units in terms of 8.2 above, if there is an unsubscribed portion after making full allotment as per clause (a), (b) and (c) above. (e) Allotment to the underwriter appointed for the issue, if any, at the discretion of the board of directors of the manager, subject to disclosure in the draft letter of offer and / or letter of offer as applicable. 8.6. The units allotted in the manner specifi ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... Provided further that any modification/update in the information provided in such documents shall be suitably incorporated in the draft letter of offer and the letter of offer. 3. Terms of the issue: a) Objects of the issue. b) If the objects of the issue involve financing of any new asset(s), description of such asset(s) as per disclosures required under clause 6 of the Schedule III of the REIT Regulations. c) If the objects are not being financed solely through the issue proceeds, the details of other financing arrangements for fulfilling the objects of the issue. 4. Intention and extent of participation by the sponsor(s), their associates and members of the sponsor group, in the issue with respect to: a) their rights entitlement b) the unsubscribed portion over and above their rights entitlement: Provided that such participation shall not result in a breach of the minimum public unitholding requirement. 5. Related Party Transactions: a) Disclosure as per clause 9 of the Schedule III of the REIT Regulations, which m ..... X X X X Extracts X X X X X X X X Extracts X X X X ..... a) How to apply, availability of application forms and letter of offer and mode of payment b) Allotment and renunciation in even lots c) Dealing with Fractional Entitlement: Manner of dealing with fractional entitlement, if any, of the fractional rights etc. 10. Other disclosures: a) Unit holding pattern b) Review of credit rating c) Grievance redressal mechanism d) The disclosures in clause (a), (b) and (c) above may be incorporated by reference to any public disclosures made under the REIT Regulations or any circular issued thereunder, along with link(s) to such disclosure(s) wherever available, including on the website of the REIT, stock exchanges. e) The draft letter of offer and letter of offer shall contain the process of credit of rights entitlements in the demat accounts and the renunciation thereof. f) Any material development after the date of the latest balance sheet and its impact on the performance and prospects of the REIT. 11. Such other information as is material and appropriate to enable the ..... X X X X Extracts X X X X X X X X Extracts X X X X
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