ESR-LOGOS REIT (Constituted in the Republic of Singapore pursuant to a Trust Deed dated 31 March 2006 (as amended))
NOTICE OF BOOKS CLOSURE AND DISTRIBUTION PAYMENT DATE
NOTICE IS HEREBY GIVEN that the Transfer Books and Register of Unitholders of Cambridge Industrial Trust ("CIT") will be closed at 5.00 pm on 31 July 2015 for the purpose of determining Unitholders' entitlements to CIT's distribution.
The Manager of CIT has announced a distribution of 1.225 cents per unit for CIT units for the period 1 April 2015 to 30 June 2015 comprising distributions from the following:
A. Taxable income 1.150 cents per unit
B. Capital 0.075 cents per unit
Unitholders whose securities accounts with The Central Depository (Pte) Limited are credited with CIT units as at 5.00 pm on 31 July 2015 will be entitled to the distributions that will be paid on 8 September 2015.
Tax will be deducted at source from the taxable income distribution in certain circumstances. The following section describes the circumstances in which tax will or will not be deducted from such distribution.
A. Taxable income distribution
1. The Trustee and Manager of CIT will not deduct tax from distributions made out of CIT's taxable income that is not taxed at CIT's level to:
(a) Unitholders who are individuals and who hold the units either in their sole names or jointly with other individuals;
(b) Unitholders which are companies incorporated and tax resident in Singapore;
(c) Unitholders which are Singapore branches of foreign companies that have obtained specific approval from the Inland Revenue Authority of Singapore to receive the distribution from the Trustee of CIT without deduction of tax; or
(d) Unitholders which are non‐corporate entities (excluding partnerships)
constituted or registered in Singapore, such as:
(i) institutions, authorities, persons or funds specified in the First Schedule to the Income Tax Act (Cap. 134);
(ii) co‐operative societies registered under the Co‐operative Societies Act
(Cap. 62);
(iii) trade unions registered under the Trade Unions Act (Cap. 333);
(iv) charities registered under the Charities Act (Cap. 37) or established by an
Act of Parliament; and
(v) town councils.
2. For distributions made to classes of Unitholders that do not fall within the categories stated under Note A1 above, the Trustee and the Manager of CIT will deduct tax at the rate of 10% if the Unitholders are foreign non‐individual investors. A foreign non‐ individual investor is one which is not a resident of Singapore* for income tax purposes and:
(a) which does not have a permanent establishment^ in Singapore; or
(b) which carries on any operation in Singapore through a permanent establishment in Singapore, where the funds used to acquire the units in CIT are not obtained from that operation.
3. Unitholders are required to complete the applicable Section A, B or C of the "Declaration for Singapore Tax Purposes Form A" ("Form A") if they fall within the categories (b) to (d) stated under Note A1 or Section D of Form A if they qualify as a foreign non‐individual investor as described under Note A2.
4. The Trustee and the Manager of CIT will rely on the declarations made in Form A to determine (i) if tax is to be deducted for the categories of Unitholders listed in (b) to (d) under Note A1; and (ii) if tax is to be deducted at the rate of 10% for distributions to foreign non‐individual investors as described under Note A2.
5. Unitholders who fall within class (a) under Note A1 are not required to submit Form A.
6. Unitholders who do not fall within the classes of Unitholders listed in Note A1 and Note A2 above can choose not to return Form A as tax will be deducted from the distributions made to them at the prevailing corporate tax rate in any case.
7. The Trustee and the Manager of CIT will deduct tax at the prevailing corporate tax rate from distributions made out of CIT's taxable income that is not taxed at CIT's level, in respect of units held by depository agents except where the beneficial owners of these units are:
(a) Individuals and the units are not held through a partnership in Singapore; (b) Qualifying unitholders as listed in categories (b) to (d) under Note A1; or (c) Foreign non‐individual investors.
For units held through the depository agents, the depository agents must complete the "Declaration by Depository Agents for Singapore Tax Purposes Form B" ("Form B") and its annexes (Annex 1 for individuals, Annexes 2 and 2.1 for qualifying Unitholders and Annex
3 for foreign non‐individuals).
8. Form A and Form B (and its annexes) will be sent to Unitholders and depository agents respectively, by CIT's Unit Registrar, B.A.C.S. Private Limited, on or around 6 August
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9. Unitholders (Form A) and the depository agents (Form B and its annexes) will have to complete the forms legibly and send it to the Unit Registrar such that it is received by
10. Unitholders who hold units under the Central Provident Fund Investment Scheme (CPFIS) and the Supplementary Retirement Scheme (SRS) do not have to return the Form as they will receive gross distributions paid to their respective CPFIS and SRS accounts.
B. Capital distribution
The capital distribution refers to a return of capital to Unitholders for Singapore income tax purposes which is not subject to income tax. For Unitholders who hold the units as trading assets and are liable to income tax on gains arising from the disposal of the units, the amount of capital distribution will be applied to reduce the cost of their units for the purpose of calculating the amount of taxable trading gains when the units are subsequently disposed of. The Trustee and the Manager of CIT will not deduct tax from the distributions made out of such capital distributions.
IMPORTANT REMINDER
Unitholders and the depository agents must complete and return the "Declaration for Singapore
Tax Purposes Forms A and B (and its annexes)" to B.A.C.S. Private Limited's office by 5.00 pm on
21 August 2015 in order to receive the distributions either at gross or at net as described above.
DECLARATION IN INCOME TAX RETURN
This distribution is considered as income for the year 2015. Beneficial owners of these distributions, other than those who are exempt from tax on distributions, are required to declare the taxable income component of the distributions as taxable income in their income tax return for the Year of Assessment 2016.
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Timeline | Event |
24 July 2015 (Fri) | DRP is only offered to Unitholders with registered addresses in Singapore. Those Unitholders who are resident outside Singapore must provide to The Central Depository (Pte) Limited addresses in Singapore for the service of notices and documents if they are interested on the DRP. |
9.00 a.m., 29 July 2015 (Wed) | Units will be traded ex‐date |
5.00 p.m., 31 July 2015 (Fri) | Close of CIT's Transfer Books and Register of Unitholders |
5.00 p.m., 21 August 2015 (Fri) | Unitholders and depository agents must have completed and returned the "Declaration for Singapore Tax Purposes Form A and Form B" to the Unit Registrar, B.A.C.S. Private Limited. |
8 September 2015 (Tues) | Payment of distribution |
Should Unitholders have any queries in relation to these procedures, please do not hesitate to contact:
Cambridge Industrial Trust Management Limited
Ms Amy Low
Financial Controller
Cambridge Industrial Trust Management Limited
Tel: +65 6827 9366 amylow@cambridgeitm.com
By Order of the Board
Cambridge Industrial Trust Management Limited
As Manager of Cambridge Industrial Trust
(Company Registration No.: 200512804G, Capital Markets Services Licence no.: 100132‐2)
Philip Levinson
Chief Executive Officer and Executive Director
23 July 2015
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* A Company is not a resident of Singapore if the management and control of its business is exercised outside Singapore.
^ Under the Singapore Income Tax Act, permanent establishment means a fixed place where business is wholly or partly carried on including a place of management, a branch, an office, a factory, a warehouse, a workshop, a farm or plantation, a mine, oil well, quarry or other place of extraction of natural resources, a building or work site or a construction, installation or assembly project. A unitholder shall be deemed to have a permanent establishment in Singapore if it:
(i) carries on supervisory activities in connection with a building or work site or a construction, installation or assembly project; or
(ii) has another person acting on the Unitholder's behalf in Singapore who: (a) has and habitually exercises an authority to conclude contracts;
(b) maintains stock of goods or merchandise for the purpose of delivery on its behalf; or
(c) habitually secures orders wholly and almost wholly for the Unitholder or for such other enterprises as are controlled by the Unitholder.
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The value of units in CIT ("Units") and the income derived from them may fall as well as rise. Units are not investments or deposits in or liabilities or obligations of, Cambridge Industrial Trust Management Limited ("Manager"), RBC Investor Services Trust Singapore Limited (in its capacity as trustee of CIT) ("Trustee"), or any of their respective related corporations and affiliates (including but not limited to National Australia Bank Limited, nablnvest Capital Partners Pty Ltd, or other members of the National Australia Bank group) and their affiliates (individually and collectively "Affiliates"). An investment in Units is subject to equity investment risk, including the possible delays in repayment and loss of income or the principal amount invested. Neither CIT, the Manager, the Trustee nor any of the Affiliates guarantees the repayment of any principal amount invested, the performance of CIT, any particular rate of return from investing in CIT, or any taxation consequences of an investment in CIT. Any indication of CIT performance returns is historical and cannot be relied on as an indicator of future performance.
Investors have no right to request that the Manager redeem or purchase their Units while the Units are listed. It is intended that investors may only deal in their Units through trading on Singapore Exchange Securities Trading Limited (the "SGX‐ST"). Listing of the Units on the SGX‐ST does not guarantee a liquid market for the Units.
This release may contain forward‐looking statements that involve assumptions, risks and uncertainties. Actual future performance, outcomes and results may differ materially from those expressed in forward‐looking statements as a result of a number of risks, uncertainties and assumptions. Representative examples of these factors include (without limitation) general industry and economic conditions, interest rate trends, cost of capital and capital availability, competition from similar developments, shifts in expected levels of occupancy or property rental income, changes in operating expenses (including employee wages, benefits and training costs), governmental and public policy changes and the continued availability of financing in amounts and on terms necessary to support future CIT business. You are cautioned not to place undue reliance on these forward‐looking statements, which are based on the Manager's current view of future events.
This release is for informational purposes only and does not have regard to your specific investment objectives, financial situation or your particular needs. Any information contained in this release is not to be construed as investment or financial advice, and does not constitute an offer or an invitation to invest in CIT or any investment or product of or to subscribe to any services offered by the Manager, the Trustee or any of the Affiliates.
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