ADVOKS GLOBAL · KENYA
The Capital Markets (Real Estate Investment Trusts) (Collective Investment Schemes) Regulations
29. Offers in respect of an I-REIT
Edition: 2023-10-06 · In force
29. Offers in respect of an I-REIT
(1)An offer or an issue of REIT securities in an I-REIT shall be made either as—(a)a restricted offer to professional investors in accordance with an offering memorandum; or(b)an unrestricted offer in accordance with a prospectus.(2)REIT securities in an I-REIT may be offered as a restricted offer in minimum subscription or offer parcels of five million shillings and may, subject to these Regulations, only be transferred to a party to whom they could have been issued or offered.(3)An I-REIT shall, subject to any greater number as may be required by the listing rules of a securities exchange, have a minimum of seven investors.(4)The minimum value of the initial assets of a real estate investment trust in an I-REIT shall be three hundred million shillings.(5)A minimum of twenty five percent of the total of REIT securities in the trust by value shall be free float:Provided that this provision shall not apply where additional REIT securities are issued to—(c)any party associated or connected with either of them,for the funding of an unscheduled cost overrun on a development or construction, provided that such REIT securities during the time that they are held by the promoter, REIT manager or a connected person or associated party shall not be entitled to voting rights in respect of such additional REIT securities but may be entitled to participate in any distribution in respect of such REIT securities.(6)Subject to the exception under paragraph (5), a minimum of twenty five percent of the REIT securities on issue at any time shall be free float.(7)The trustee shall not register any issue or transfer of a REIT security if the trustee believes that the issue or transfer would result in non-compliance with the free float requirements.(8)The trustee may, in registering or declining to register an issue or a transfer under paragraph (7), rely on a certification given by the subscriber or transferee that that person is not a connected person or associated with the promoter or the REIT manager.