Statute Details
- Title: Income Tax (Lendlease Global Commercial REIT — Section 13(12) Exemption) Order 2022
- Act Code: ITA1947-S491-2022
- Legislative Type: Subsidiary Legislation (SL)
- Authorising Act: Income Tax Act 1947
- Authorising Provision: Section 13(12) of the Income Tax Act 1947
- Enacting Formula: Minister for Finance makes the Order in exercise of powers under section 13(12)
- Order Citation: No. S 491
- SL Number: SL 491/2022
- Date Made: 23 June 2022
- Commencement / Effective Timing (as reflected in the text): Applies to dividends received in Singapore on or after 2 December 2021
- Status: Current version as at 27 Mar 2026 (per provided extract)
- Key Provisions: Paragraphs 1 (Citation) and 2 (Exemption)
What Is This Legislation About?
The Income Tax (Lendlease Global Commercial REIT — Section 13(12) Exemption) Order 2022 is a targeted tax exemption order made under the Income Tax Act 1947. In plain terms, it provides that certain dividend income received in Singapore by a specified Singapore trustee—acting in a specified capacity—will be exempt from Singapore income tax.
The exemption is not general. It is tied to a particular cross-border REIT structure and to a particular source of underlying income. Specifically, it concerns dividends received by RBC Investor Services Trust Singapore Limited (as trustee of Lendlease Global Commercial REIT) from Lendlease Asian Retail Investment Fund 3 Limited (an entity incorporated in Bermuda). The dividends must be received on or after 2 December 2021.
Most importantly for practitioners, the exemption is conditional. It depends on the dividends being paid out of defined categories of income (rental/property-related income and interest derived from bank deposits funded by that rental/property-related income) and it is subject to conditions set out in a letter of approval dated 2 December 2021 addressed to EY Corporate Advisors Pte. Ltd. The Order therefore operates as a legal “gateway” that activates an exemption, but only within a tightly defined factual and compliance framework.
What Are the Key Provisions?
1. Citation (Paragraph 1)
Paragraph 1 simply identifies the instrument as the “Income Tax (Lendlease Global Commercial REIT — Section 13(12) Exemption) Order 2022”. This is standard in subsidiary legislation and does not create substantive tax consequences by itself.
2. The exemption for specified dividends (Paragraph 2(1))
Paragraph 2(1) is the core operative provision. It states that the dividend income described in paragraph 2(2), received in Singapore by RBC Investor Services Trust Singapore Limited (a Singapore-incorporated company) in its capacity as trustee of Lendlease Global Commercial REIT, from Lendlease Asian Retail Investment Fund 3 Limited (Bermuda) on or after 2 December 2021, is exempt from tax.
From a legal analysis perspective, there are three elements that must align:
- Recipient and capacity: RBC Investor Services Trust Singapore Limited must receive the dividends in its capacity as trustee of the REIT (not in some other capacity).
- Source payer: the dividends must be received from Lendlease Asian Retail Investment Fund 3 Limited.
- Timing: the dividends must be received on or after 2 December 2021.
3. What dividends are covered (Paragraph 2(2))
Paragraph 2(2) limits the exemption to dividends that are paid out of either:
- (a) any rental income and other property-related income received by the specified companies for the specified property; or
- (b) any interest income derived from any bank deposit made up of any rental income and other property-related income received for the specified property.
This is a “source-of-funds” limitation. Even if a dividend is paid by the Bermuda entity, the exemption only applies to the extent the dividend is paid out of qualifying rental/property-related income (or interest derived from deposits funded by that income). Practitioners should therefore expect the need for tracing or allocation mechanisms in the underlying financing and distribution arrangements, and for documentation demonstrating that the dividend is paid out of the qualifying pool.
4. Conditions and compliance (Paragraph 2(3))
Paragraph 2(3) provides that the exemption in paragraph 2(1) is subject to the conditions specified in the letter of approval dated 2 December 2021 addressed to EY Corporate Advisors Pte. Ltd.
This is a critical provision for risk management. The Order itself does not set out the conditions in the text. Instead, it incorporates them by reference to an external approval letter. For a lawyer advising on tax treatment, this means:
- the approval letter is likely central to whether the exemption is available; and
- ongoing compliance with those conditions may be necessary for the exemption to remain effective.
5. Definitions: specified companies and specified property (Paragraph 2(4))
Paragraph 2(4) defines the “specified companies” and “specified property” used in paragraph 2(2).
- “Specified companies” means:
- Lendlease Commercial Investments Pte. Ltd. (Singapore), and
- Lendlease Retail Investments 3 Pte. Ltd. (Singapore).
- “Specified property” means:
- the property known as “Jem”, located at 50 and 52 Jurong Gateway Road, Singapore.
These definitions further narrow the exemption. The rental/property-related income must be received by the specified companies for the specified property (Jem). If the underlying income relates to different assets, different entities, or different property locations, the exemption may not apply.
How Is This Legislation Structured?
This Order is structured in a conventional subsidiary legislation format with a short enacting formula and two substantive components:
- Paragraph 1 (Citation): identifies the Order.
- Paragraph 2 (Exemption): sets out the exemption, including the scope of covered dividends, the conditions, and the definitions needed to interpret the exemption.
There are no “Parts” or extended schedules in the extract provided. The operative content is concentrated in paragraph 2, which functions as the entire legal mechanism for the exemption.
Who Does This Legislation Apply To?
The exemption applies to a specific set of parties and a specific transaction flow. In practical terms, it benefits:
- RBC Investor Services Trust Singapore Limited (the Singapore trustee), receiving dividends in its capacity as trustee of Lendlease Global Commercial REIT; and
- dividends paid by Lendlease Asian Retail Investment Fund 3 Limited (Bermuda), provided the dividends meet the “paid out of” criteria and are received on or after 2 December 2021.
However, the exemption is also dependent on the underlying income stream. The dividends must be paid out of qualifying rental/property-related income and/or interest derived from deposits made up of that income, as received by the defined Singapore “specified companies” in respect of the defined “specified property” (Jem at Jurong Gateway Road). Therefore, the legislation indirectly governs the tax outcome of the REIT’s distribution economics and the structuring of the property income and deposit arrangements.
Because the exemption is subject to conditions in an approval letter addressed to EY Corporate Advisors Pte. Ltd., advisers should also treat the approval letter as part of the effective compliance framework. Even where the statutory definitions are satisfied, failure to meet the approval conditions could jeopardise the exemption.
Why Is This Legislation Important?
This Order is important because it demonstrates how Singapore can grant targeted relief under the Income Tax Act through subsidiary legislation. For REIT structures and cross-border investment vehicles, dividend taxation can materially affect yield and distribution capacity. By exempting specified dividend income, the Order supports the intended economic outcome of the REIT structure—at least for the qualifying income stream tied to the specified property.
From an enforcement and compliance perspective, the Order’s incorporation of external conditions (via the 2 December 2021 approval letter) is a key practical issue. Lawyers advising on tax treatment should not treat the exemption as automatic merely because the dividend is received by the named trustee from the named Bermuda entity. Instead, they should verify:
- the dividend is paid out of the qualifying rental/property-related income and/or qualifying interest derived from deposits;
- the underlying income relates to the specified property (Jem) and is received by the specified companies; and
- the conditions in the approval letter are satisfied on an ongoing basis (or at least at the relevant times).
Finally, the Order is a useful reference point for practitioners dealing with similar REIT or fund structures. It illustrates the level of specificity Singapore tax exemptions may require: named entities, named property, defined income categories, and a referenced approval letter. This approach reduces ambiguity but increases the need for careful documentation, tracing, and governance around distributions.
Related Legislation
- Income Tax Act 1947 (in particular, section 13(12), which provides the enabling power for such exemption orders)
- Income Tax Act 1947 (general framework for Singapore income tax and treatment of dividends and exemptions)
Source Documents
This article provides an overview of the Income Tax (Lendlease Global Commercial REIT — Section 13(12) Exemption) Order 2022 for legal research and educational purposes. It does not constitute legal advice. Readers should consult the official text for authoritative provisions.