RIGHTS AND RESPONSIBILITIES OF MANAGER

RIGHTS AND RESPONSIBILITIES OF MANAGER :

Regulation 10 provides for the rights and responsibilities of a Manager of a REIT. Which as followings:-

1. The manager shall make the investment decisions with respect to the underlying assets of the REIT including any further investment or divestment of the assets.

2. The manager shall ensure that the real estate assets of the REIT or SPV have proper legal and marketable titles and that all the material contracts including rental or lease agreements entered into on behalf of REITs or SPV are legal, valid, binding and enforceable by and on behalf of the REIT or SPV.

3. The manager shall ensure that the investments made by the REIT are in accordance with the investment
conditions specified in these regulation.

4. The manager shall undertake management of the REIT assets including lease management, maintenance of the assets, regular structural audits, regular safety audits, etc. either directly or through the appointment and supervision of appropriate agents.

5. The manager, in consultation with trustee, shall appoint the valuer(s), auditor, registrar and transfer agent, merchant banker, custodian and any other intermediary or service provider or agent for managing the assets of the REIT or for offer and listing of its units or any other activity pertaining to the REIT in a timely manner.

6. The manager shall appoint an auditor for a period of not more than five consecutive years. However, the auditor, not being an individual, may be reappointed for a period of another five consecutive years, subject to approval of unit-holders in the annual meeting.

7. The manager shall arrange for adequate insurance coverage for the real estate assets of the REIT. However, in case of assets held by SPV, the manager shall ensure that real estate assets are adequately insured.

8. If the REIT invests in under-construction properties as per these regulations, the manager-

(a) may undertake the development of the properties, either directly or through the SPV, or appoint any other person for development of such properties; and

(b) shall oversee the progress of development, approval status and other aspects of the properties upto its completion.

9. The manager shall ensure that it has adequate infrastructure and sufficient key personnel with adequate experience and qualification to undertake management of the REIT at all times.

10. The manager shall be responsible for,-

(a) filing the draft and final offer document with SEBI and the designated stock exchange.

(b) obtaining in-principle approval from the designated stock exchange;

11. The manager shall ensure that disclosures made in the offer document or any other document as may be specified by SEBI contain material, true, correct and adequate disclosures in accordance with these regulations and guidelines or circulars issued by SEBI.

12. The manager shall declare distributions to the unit holders in accordance with these regulation.

13. The manager shall ensure adequate and timely redressal of all unit holders’ grievances pertaining to activities of the REIT.

14. The manager shall ensure that the disclosures to the unit holders, SEBI, trustees and designated stock exchange are adequate, timely in accordance with these regulations.

15. The manager shall provide to SEBI and to the designated stock exchanges any such information as may be sought by SEBI or the designated stock exchange pertaining to the activities of the REIT.

16. The manager shall ensure that adequate controls are in place to ensure segregation of its activity as
manager of the REIT from its other activities.

17. The manager or its associates shall not obtain any commission or rebate or any other remuneration, by whatever name called, arising out of transactions pertaining to the REIT other than as specified in the offer document or any other document as may be specified by SEBI for the purpose of issue of units.

18. The manager shall submit to the trustee,-

(a) quarterly reports on the activities of the REIT including receipts for all funds received by it and for all payments made, position on compliance with these regulations, specifically including compliance with investment conditions, related party transactions and borrowings and deferred payments, performance report, status of development of under-construction properties, within 30 days of end of such quarter;

(b) valuation reports within 15 days of the receipt of the valuation report from the valuer;

(c) decision to acquire or sell or develop any property or expand existing completed properties along with rationale for the same;

(d) details of any action which requires approval from the unit holders as required under these regulations;

(e) details of any other material fact including change of its directors, any legal proceedings that may have a significant bearing on the activity of the REIT within 7 working days of such action.

19. In case the manager fails to timely submit to the trustee information or reports as specified, the trustee shall intimate the same to SEBI.

20. The manager shall coordinate with trustee, as may be necessary, with respect to operations of the REIT.

21. The manager shall ensure that the valuation of the REIT assets is done by the valuer(s) in accordance with these regulations.

22. The manager shall ensure that computation of NAV of the REIT is based on the valuation done by the valuer and is declared no later than 15 days from the date of valuation and such computation shall be done and declared not less than once every 6 months.

23. The manager shall ensure that the audit of accounts of the REIT by the auditor is done not less than twice annually and such report is submitted to the designated stock exchange within 45 days of end of such financial year ending March 31st and half-year ending on September 30th.

24. The manager may appoint a custodian in order to provide such custodial services as may be authorised by the trustees and oversee activities of such custodian.

25. The manager shall place, before its board of directors in the case of a company or the governing board in case of an LLP, a report on activity and performance of the REIT every three months.

26. The manager shall designate an employee or director as the compliance officer for monitoring of compliance with these regulations and circulars issued thereunder and intimating SEBI in case of any violation.

27. The manager shall convene meetings of the unit holders and maintain records pertaining to the meetings in accordance with these regulations.

28. The manager shall ensure the compliance with laws, as may be applicable, of the State or the local body with respect to the activity of the REIT including local building laws.

29. The manager shall ensure that all activities of management of assets of the REIT and activities of the intermediaries or agents or service providers appointed by the manager are in accordance with these regulations and circulars issued thereunder.

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