THE LINK REAL ESTATE INVESTMENT TRUST The Securities and Futures Commission of Hong Kong, Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this notice, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this notice.
The Link Real Estate Investment Trust(a collective investment scheme authorised under section 104
of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong))
(stock code: 823) NOTICE OF ANNUAL GENERAL MEETING NOTICE IS HEREBY GIVEN that the annual general meeting of unitholders (the "Unitholders") of The Link Real Estate Investment Trust ("The Link") will be held at The Ballroom, 18th Floor, The Mira Hong Kong, 118 Nathan Road, Tsimshatsui, Kowloon, Hong Kong on Wednesday, 22
July 2015 at 10:00 a.m. for the following purposes:
1. To note the audited consolidated financial statements of The Link for the financial year ended 31 March 2015 together with the independent auditor's report thereon.
2. To note the appointment of auditor of The Link and the fixing of its remuneration.
3. To re-elect, each as a separate resolution, the following directors of The Link Management
Limited (as manager of The Link) (the "Manager") who retire by rotation pursuant to Article
125 of the Articles of Association of the Manager:
3.1 To re-elect Mr Nicholas Robert SALLNOW-SMITH as an independent non-executive director;
3.2 To re-elect Mr Ian Keith GRIFFITHS as a non-executive director;
3.3 To re-elect Ms May Siew Boi TAN as an independent non-executive director; and
3.4 To re-elect Ms Elaine Carole YOUNG as an independent non-executive director.
4. To re-elect, each as a separate resolution, the following directors of the Manager who retire pursuant to Article 121 of the Articles of Association of the Manager:
4.1 To re-elect Mr Peter TSE Pak Wing as an independent non-executive director; and
4.2 To re-elect Ms Nancy TSE Sau Ling as an independent non-executive director.
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5. To consider, and if thought fit, to pass (with or without modifications) the following resolution as an Ordinary Resolution:
"THAT:
(A) subject to paragraph (B) of this resolution, the exercise by the Manager during the Relevant Period (as defined below) of all the powers of The Link to buy back units of The Link (the "Units") on The Stock Exchange of Hong Kong Limited, subject to and in accordance with the trust deed constituting The Link (as amended and supplemented by supplemental deeds from time to time) (the "Trust Deed"), the Code on Real Estate Investment Trusts (the "REIT Code"), the circulars and guidelines issued by the Securities and Futures Commission of Hong Kong from time to time, and applicable laws of Hong Kong, be and is hereby generally and unconditionally approved;
(B) the aggregate number of Units which may be bought back or agreed to be bought back by The Link pursuant to the approval in paragraph (A) of this resolution during the Relevant Period (as defined below) shall not exceed ten per cent. (10%) of the total number of Units in issue as at the date of the passing of this resolution, and the authority pursuant to paragraph (A) of this resolution shall be limited accordingly; and
(C) for the purpose of this resolution, "Relevant Period" means the period from the date of the passing of this resolution until whichever is the earliest of:
(i) the conclusion of the next annual general meeting of Unitholders following the passing of this resolution; or
(ii) the expiration of the period within which the next annual general meeting of Unitholders as referred to in (i) above is required to be held by the Trust Deed, the REIT Code or any applicable laws; or
(iii) the revocation or variation of the authority given under this resolution by the passing of an ordinary resolution of the Unitholders in a general meeting of The Link."
By order of the board of directors of
Company Secretary
Hong Kong, 22 June 2015
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Notes:
(a) For the purpose of ascertaining Unitholders' right to attend the above annual general meeting of Unitholders
(the "AGM"), the register of Unitholders of The Link will be closed from Monday, 20 July 2015 to Wednesday,
22 July 2015, both days inclusive, during which period no transfer of Units can be registered. In order to be eligible to attend and vote at the AGM, all transfer documents accompanied by the relevant unit certificates must be lodged with the unit registrar of The Link, Computershare Hong Kong Investor Services Limited, at Shops 1712-1716, 17th Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong for registration not later than 4:30 p.m. on Friday, 17 July 2015.
(b) Any Unitholder entitled to attend the AGM is entitled to appoint one proxy or two separate proxies to attend in his/her stead. A proxy need not be a Unitholder. If more than one proxy is appointed, the relevant proxy form(s) must specify the number of Units in respect of which each such proxy is appointed.
(c) In the case of joint Unitholders, the vote of the senior who tenders a vote, whether in person or by proxy, shall be accepted to the exclusion of the votes of the other joint Unitholders and for this purpose, seniority shall be determined by the order in which the names of the joint Unitholders stand in the register of Unitholders in respect of the relevant Unit.
(d) In order to be valid, the instrument appointing a proxy, together with any power of attorney or other authority, if any, under which it is signed or a notarially certified copy of such power of attorney or other authority, if any, must be lodged with the unit registrar of The Link, Computershare Hong Kong Investor Services Limited, at
17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong not less than 48 hours before the time appointed for holding of the AGM or any adjournment thereof.
(e) With regard to agenda items 3 and 4, biographies of the six directors offering for re-election at the AGM are set out in appendix I to the circular dated 22 June 2015 of The Link.
(f) With regard to agenda item 5, an explanatory statement providing further information on the proposed general mandate to buy back Units is set out in appendix II to the circular dated 22 June 2015 of The Link.
(g) The voting on all the proposed resolutions as set out in this notice will be taken by poll at the AGM.
(h) As at the date of this notice, the board of directors of the Manager comprises Mr Nicholas Robert SALLNOW- SMITH as the Chairman and also an Independent Non-Executive Director; Mr George Kwok Lung HONGCHOY (Chief Executive Officer) and Mr Andy CHEUNG Lee Ming (Chief Financial Officer) as Executive Directors; Mr Ian Keith GRIFFITHS as Non-Executive Director; and Mr William CHAN Chak Cheung, Ms May Siew Boi TAN, Mr Peter TSE Pak Wing, Ms Nancy TSE Sau Ling, Mr David Charles WATT, Professor Richard WONG Yue Chim and Ms Elaine Carole YOUNG as Independent Non-Executive Directors.
Please note that only tea and coffee will be served as refreshments at the AGM.
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