Rights and meetings of unit holders
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....ballot or electronic mode; (c) a notice of not less than twenty one days either in writing or through electronic mode shall be provided to the unit holders ^25[:] ^26[Provided that a meeting of unit holders may be called after giving shorter notice than that specified in this clause if consent, in writing or by electronic mode, is accorded thereto - i. in case of an annual meeting, by not less than ninety-five percent of the unit holders entitled to vote thereat; and ii. in case of any other meeting, by majority of the unitholders in number entitled to vote thereat and who represent not less than ninety-five percent of such part of the units by value as gives a right to vote at the meeting.] (d) voting by any person who is a related party in such transaction as well as associates of such person(s) shall not be considered on the specific issue; (e) manager shall be responsible for all the activities pertaining to conducting of meeting of the unit holders, subject to overseeing by the trustee: Provided that in respect of issues pertaining to the manager such as change in manager including removal of the manager or change ....
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....e ordinary course of business, which in the opinion of the sponsor(s) or trustee or manager, is material and requires approval of the unit holders, if any; ^16[****] (g) any issue for which the Board or the designated stock exchange requires approval under this sub-regulation, approval from unitholders shall be required where the votes cast in favour of the resolution shall be ^2[more than] ^29[fifty per cent of the total votes cast for] the resolution. (6) In case of ,- (a) any change in manager including removal of the manager or change in control of the manager; (b) any material change in investment strategy or any change in the management fees of the REIT; (c) the sponsor(s) or manager proposing to seek delisting of units of the REIT; ^8[****] (e) any issue, not in the ordinary course of business, which in the opinion of the sponsor(s) or manager or trustee requires approval of the unit holders; (f) any issue for which the Board or the designated stock exchanges requires approval under this sub-regulation; (g) any issue taken up on request of the unit holders including: (i) removal o....
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....other than sponsor(s), its related parties and its associates, shall acquire units of a REIT which taken together with units held by him and by persons acting in concert with him in such REIT, exceeds twenty-five per cent of the value of outstanding REIT units unless approval from seventy five per cent. of the unit holders by value excluding the value of units held by parties related to the transaction, is obtained: Provided that if the required approval is not received, the person acquiring the units shall provide an exit option to the dissenting unit holders to the extent and in the manner as may be specified by the Board.] (7) With respect to the right(s) of the unit holders under clause (g) of sub-regulation (6),- (a) not less than twenty five per cent. of the unit holders by value, other than any party related to the transactions and its associates, shall apply, in writing, to the trustee for the purpose; (b) on receipt of such application, the Trustee shall require the manager to place the issue for voting in the manner as specified in these regulations; (c) with respect to sub-clause (vi) of clause (g) of sub-regulation (6) , not less than si....
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....e years, the REIT has not breached, at any time, the maximum leverage thresholds specified in these regulations; (v) the Manager is meeting the net worth criteria for the sponsor as specified in these regulations; (vi) the minimum unitholding requirement applicable to sponsor(s) and sponsor group(s) shall be complied with, on or after the date of conversion of the Manager to Self-Sponsored Manager, by the Manager, shareholders of the Manager and/or group entities of Manager: Explanation: Manager, shareholders of the Manager and/or group entities of Manager may acquire units of the REIT for the purpose of compliance of the above condition. (vii) the sponsor(s) or its associate(s) do not own or control the Manager of the REIT on or after the date of conversion of the Manager to Self-Sponsored Manager; (viii) the Sponsor has not transferred / sold assets to the REIT in the last three years and no assets/ projects shall be acquired by the REIT from the outgoing sponsor(s) for a period of one year from the date of conversion to Self-Sponsored Manager; (ix) at least one of the sponsor(s) proposing to disassociate should....
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....ges, approval shall be obtained from the unit holders wherein votes cast in favour of the resolution shall not be less than three times the votes cast against the resolution;" 13. Omitted vide Notification No. SEBI/LAD-NRO/GN/2020/16 dated 16-06-2020 before it was read as "who proposes to buy the units" 14. Inserted vide Notification No. SEBI/LAD-NRO/GN/2020/16 dated 16-06-2020 15. Substituted vide Notification No. SEBI/LAD-NRO/GN/2020/16 dated 16-06-2020 before it was read as, "(ii) in case of change in control of the sponsor or re-designated sponsor, the sponsor or re-designated sponsor shall provide the dissenting unit holders an option to exit by buying their units;" 16. Omitted vide Notification No. SEBI/LAD-NRO/GN/2023/144 dated 16-08-2023 before it was read as, "^7[(fa) de-classification of the status of sponsor;]" 17. Inserted vide Notification No. SEBI/LAD-NRO/GN/2023/144 dated 16-08-2023 18. Substituted vide Notification No. SEBI/LAD-NRO/GN/2023/144 dated 16-08-2023 before it was read as, "if such change does not receive the required approval" 19. Substituted vide Notification No. SEBI/LAD-NRO/GN/2023/144 dated 16-08-2023 befor....


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