Ascendas Real Estate Investment Trust : Minutes Of Extraordinary General Meeting Of Ascendas REIT Held On 16 June 2021

ASCENDAS REAL ESTATE INVESTMENT TRUST (Constituted in the Republic of Singapore pursuant to a trust deed dated 9 October 2002 (as amended))

MINUTES OF THE EXTRAORDINARY GENERAL MEETING

HELD BY ELECTRONIC MEANS ON WEDNESDAY, 16 JUNE 2021 AT 4.00 P.M.

PRESENT

Unitholders

Present remotely: As per attendance lists maintained by Ascendas Funds Management (S) Limited, the manager of Ascendas Real Estate Investment Trust ("Ascendas Reit") (the "Manager")

IN ATTENDANCE

Board of Directors of the ManagerPresent in person

Dr Beh Swan Gin

Mr William Tay Wee Leong

Present remotely

Mr Adrian Chan

Ms Chong Chiet Ping

Mr Daniel Ee

Mr Chinniah Kunnasagaran

Mr Manohar Khiatani

Mr Andrew Lim

Company Secretary

Present in person

Present remotely

Management

Present in person

Ms Yeow Kit Peng

Present remotely

Ms Koo Lee Sze

Ms Serena Teo

Mr Lawden Tan

Representatives from HSBC Institutional Trust Services (Singapore) Limited (as trustee of Ascendas Reit)

Present remotely

:

Chairman and Non-Executive Independent Director Executive Non-Independent Director and Chief Executive Officer

:

Non-Executive Independent Director Non-Executive Independent Director Non-Executive Independent Director Non-Executive Independent Director Non-ExecutiveNon-Independent Director Non-ExecutiveNon-Independent Director

• Ms Mary Judith de Souza Mr Hon Wei Seng

:

Head, Capital Markets & Investor Relations

:

Chief Financial Officer Head, Portfolio Management

Head, Investment and Business Development

• Ms Ciara Houlihan Ms Christine Png Ms Valerie Chwee Ms Claudia Lee

ASCENDAS REAL ESTATE INVESTMENT TRUST

Minutes of the Extraordinary General Meeting held on 16 June 2021

Representatives from Allen & Gledhill LLP (as legal counsel to the Manager)

Present remotely

Representatives from Shook Lin & Bok LLP (as legal counsel to the trustee of Ascendas Reit)

Present remotely

Representatives from SAC Capital Private Limited (Independent Financial Adviser to the Audit and Risk Committee and Independent Direcrtors of the Manager and the trustee of Ascendas Reit)

Present remotely

1. INTRODUCTION

• Mr Jerry Koh
  Ms Foong Yuen Ping Ms Victoria Leong Mr Timothy Lau
  Ms Foo Hui Min Ms Delphine Goh
• Ms Andrea Ng Mr Andrew Chow
• Mr Bernard Lim
  Mr Foo Siang Sheng Mr Nicholas Neo

1. Ms Yeow Kit Peng, the Master of Ceremonies, welcomed unitholders of Ascendas Reit ('Unitholders") to the extraordinary general meeting of Unitholders ("EGM") which was being held by electronic means.
2. Ms Yeow Kit Peng introduced Dr Beh Swan Gin, Chairman of the Board of directors of the Manager
   ("Chairman"). Chairman welcomed Unitholders to Ascendas Reit's EGM and introduced Mr William Tay Wee Leong, the Chief Executive Officer of the Manager ("CEO") as well as the other members of the Board of the Manager.
3. Chairman informed that, as stated in the Notice of EGM, there would not be a "live" question and answer session. Instead, the Manager's responses to relevant and substantial questions received from the Unitholders had been published on SGXNet and Ascendas Reit's corporate website prior to the EGM. CEO would also address some key questions during his presentation.
4. CEO delivered his presentation. A copy of his presentation slides has been attached as Appendix 1.
5. The proceedings of the EGM were then handed over to Chairman.
6. Chairman noted that (i) a quorum was present, (ii) Ascendas Reit's Circular and Notice of EGM dated 31 May 2021 were issued to the Unitholders via electronic means and (iii) the Notice of EGM was taken as read.

1.7 Chairman noted that Boardroom Corporate & Advisory Services Pte. Ltd. was appointed as the polling agent and DrewCorp Services Pte Ltd. was appointed as the scrutineers (the

"Scrutineers").

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ASCENDAS REAL ESTATE INVESTMENT TRUST

Minutes of the Extraordinary General Meeting held on 16 June 2021

1.8. The Chairman of the EGM was appointed as the sole proxy for the Unitholders, and voting for all the resolutions tabled at the EGM would be via proxy through the Chairman of the EGM. Chairman would vote on Unitholders' behalf in accordance with their specified voting instructions for each resolution. All resolutions were voted by poll and votes were counted based on the proxy forms submitted to the Manager by post or email at least 72 hours before the EGM. The proxy forms submitted to the Manager had been reviewed and the number of votes in respect of each resolution had been counted and verified by the Scrutineers.

2. AGENDA ITEMS

1. Chairman proceeded to set out the details of each resolution and announce the voting results in relation to the resolutions tabled for Unitholders' approval at the EGM.
2. All agenda items were proposed as ordinary resolutions.
3. Each of the resolutions as set out in the Notice of EGM were passed, and the details of the resolutions and their results have been attached as Appendix 2.
4. The questions relating to the resolutions that were submitted by Unitholders in advance of the EGM and the respective responses have been summarised and attached as Appendix 3.

3. CLOSURE

There being no other business, Chairman thanked all who attended the EGM and declared the EGM closed. The EGM ended at 4.30 p.m.

Confirmed by:

Dr Beh Swan Gin

Chairman of the Meeting

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Appendix 1

Extraordinary General Meeting

To be held on 16 June 2021

Proposed Acquisition of remaining 75% interest in Galaxis for S$534.4 million

Disclaimers

• This material shall be read in conjunction with the Circular dated 31 May 2021 released to the SGX-ST.
• This presentation is for information only and does not constitute an invitation, offer or solicitation of any offer to acquire, purchase or subscribe for units in Ascendas Reit
  ("Units").
• This presentation has been prepared by Ascendas Funds Management (S) Limited, in its capacity as the manager of Ascendas Reit (the "Manager") and includes market and industry data and forecast that have been obtained from internal survey, reports and studies, where appropriate, as well as market research, publicly available information and industry publications. Industry publications, surveys and forecasts generally state that the information they contain has been obtained from sources believed to be reliable, but there can be no assurance as to the accuracy or completeness of such included information. While the Manager has taken reasonable steps to ensure that the information is extracted accurately and in its proper context, none of the Manager or any of its officers, representatives, affiliates or advisers has independently verified any of the data from third party sources or ascertained the underlying economic assumptions relied upon therein.
• No representation or warranty, express or implied, is made as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained in this presentation. The information contained in this presentation, unless otherwise specified, is only current as at the date of this presentation. To the maximum extent permitted by law, the Manager and its officers, directors, employees and agents disclaim any liability (including, without limitation, any liability arising from fault or negligence) for any loss howsoever arising, whether directly or indirectly, from any use, reliance or distribution of this presentation or its contents or otherwise arising in connection with it.
• This presentation 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 property rental income and occupancy, changes in operating expenses, including employee wages, benefits and training, property expenses and governmental and public policy changes and the continued availability of financing in the amounts and the terms necessary to support Ascendas Reit's future business. Investors are cautioned not to place undue reliance on these forward-looking statements, which are based on the Manager's current view on future events.
• The Manager expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement or financial information contained in this presentation to reflect any change in the Manager's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement or information is based, subject to compliance with all applicable laws and regulations and/or the rules of the SGX-ST and/or any other regulatory or supervisory body or agency.
• The value of Units and the income derived from them, if any, may fall as well as rise. Units are not obligations of, deposits in, or guaranteed by, the Manager or any of its affiliates. An investment in Units is subject to investment risks, including the possible loss of the principal amount invested. Investors should note that they will have no right to request the Manager to redeem or purchase their Units for so long as the Units are listed on the SGX-ST. It is intended that unitholders of Ascendas Reit may only deal in their Units through trading on the SGX-ST. Listing of the Units on the SGX-ST does not guarantee a liquid market for the Units. The past performance of Ascendas Reit is not necessarily indicative of the future performance of Ascendas Reit.
• Any discrepancies between the figures in the tables and charts and the listed amounts and totals thereof are due to rounding.

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