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NOTICE IS HEREBY GIVEN that the Annual General Meeting (“AGM”) of the unitholders (“Unitholders”) of Starhill Global Real Estate
Investment Trust (“SGR”) will be held at
Ballroom 1, Level 3, Hilton Singapore, 581 Orchard Road, Singapore 238883
on Friday,
27 October 2017 at 11.00 a.m. to transact the following business:
(A) As Ordinary Business
1.
To receive and adopt the Report of HSBC Institutional Trust Services (Singapore) Limited, as trustee
of SGR (the “Trustee”), the Statement by YTL Starhill Global REIT Management Limited, as manager of
SGR (the “Manager”) and the Audited Financial Statements of SGR for the financial year ended
30 June 2017 and the Auditors’ Report thereon.
(Ordinary
Resolution 1)
2.
To re-appoint Messrs KPMG LLP as the Auditors of SGR and to hold office until the conclusion of the
next AGM of SGR and to authorise the Manager to fix their remuneration.
(Ordinary
Resolution 2)
(B) As Special Business
To consider and if thought fit, to pass with or without any modifications, the following resolution as an
Ordinary Resolution:
3.
That authority be and is hereby given to the Manager, to
(a)
(i)
issue units in SGR (“Units”) whether by way of rights, bonus or otherwise; and/or
(ii)
make or grant offers, agreements or options (collectively, “Instruments”) that might or
would require Units to be issued, including but not limited to the creation and issue of (as
well as adjustments to) securities, warrants, debentures or other instruments convertible
into Units,
at any time and upon such terms and conditions and for such purposes and to such persons as
the Manager may in its absolute discretion deem fit; and
(b)
issue Units in pursuance of any Instrument made or granted by the Manager while this
Resolution was in force (notwithstanding that the authority conferred by this Resolution may
have ceased to be in force),
(Ordinary
Resolution 3)
provided that:
(1)
the aggregate number of Units to be issued pursuant to this Resolution (including Units to
be issued in pursuance of Instruments made or granted pursuant to this Resolution) shall not
exceed fifty per cent. (50%) of the total number of issued Units (excluding treasury Units, if any)
(as calculated in accordance with sub-paragraph (2) below), of which the aggregate number
of Units to be issued other than on a pro rata basis to Unitholders shall not exceed twenty per
cent. (20%) of the total number of issued Units (excluding treasury Units, if any) (as calculated in
accordance with sub-paragraph (2) below);
(2)
subject to such manner of calculation as may be prescribed by the Singapore Exchange
Securities Trading Limited (“SGX-ST”) for the purpose of determining the aggregate number
of Units that may be issued under sub-paragraph (1) above, the total number of issued Units
(excluding treasury Units, if any) shall be based on the number of issued Units (excluding
treasury Units, if any) at the time this Resolution is passed, after adjusting for:
(a)
any new Units arising from the conversion or exercise of any Instruments which are
outstanding at the time this Resolution is passed; and
(b)
any subsequent bonus issue, consolidation or subdivision of Units;
Starhill Global Real
Estate Investment Trust
(Constituted in the Republic of
Singapore pursuant to a trust deed
dated 8 August 2005 (as amended))
NOTICEOFANNUAL
GENERALMEETING