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"I am a BLOGGER NOT an expert. This is a BLOG not a 'go-to' website for official information. I represent no one's view save my own. I have neither legal nor financial training, nor do I have anything to do with the real estate industry. My understanding of the Collective Sale Process is from a layman's position only. My calculations, computations and tables are homespun and may contain errors. Please note that nothing in this blog constitutes any legal or financial advice to anyone reading it. You should refer to your lawyer, CSC or financial adviser for expert advice before making any decision. This disclaimer is applicable to every post and comment on the blog. Read at your own risk."
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There is one thing worse than an Enbloc ----- and that is an Enbloc done badly. Since the majority have the necessary mandate to sell, then they owe it to all SPs to make a success of it. Minority SPs can only watch and wait, if they sell then lets pray it's at a price we can move on with, if they don't sell, then we are happy to stay for a few more years.

Supplementary CSA to Lower the Reserve Price

The first question we should ask ourselves is do we even want a supplementary agreement to lower the RP in the CSA in the first place.  Do we want the Reserve Price to be  fixed and inviolable or impermanent and unpredictable as is the case now. 

In round 1, we were told the Reserve Price was the absolute minimum Owners would receive from the collective sale. It was based on a 66% premium Owners would have gotten over the then present market value of an individual unit. There was no talk of it being lowered and 80% of Owners signed; confident that that was the minimum figure they would get. We were naive and uninformed and did not know it was already at a bargain basement price and had  a buyer happy to snap it up. 

In this round, the carrot is bigger, but not stable,  neither is it  66% of  the last sale price of an individual unit, which was done in August at $1.08m. If it were, then the RP would  have been $1.79million !!! Even by round 1 standards the present Reserve Price is at an undersell!

Since developers would prefer a rock bottom  price, the supplemental agreement to lower it is a route to bringing it closer to the bottom. Now who proposed this alternative route? The Solicitor, the  MA or the sale committee? Whoever it was, it certainly wasn't the Owners.

"Oh, but you need 80% to agree to the new price, so it is safe, right? If 80% don't agree then cannot sell, okay? If the sale price is lower the Sellers must agree, simple la."

To fully agree with the above, we must first look into every possible nook and cranny to make sure we are not having the wool pulled over our eyes. We were told that the terms outlining the  SCSA are 'very clear',  - clear as mud, if you ask me. Here is what the CSA tells us about the supplemental agreement to lower the RP:
  • it shall be done  by signing a supplemental agreement of some sort.
At the back of the CSA (pg 30 after the Terms of Appointments and schedules) ) we have the all-important execution page for the CSA. This page is spectacular in it's simplicity and the vital information that is missing... but that is fodder for another post. We are not similarly graced with a sample of what an execution page of a supplemental agreement would look like, and that is cause for concern.  We know that the Amendments to the LTSA  were partly in response to massive problems with property agents and their unscrupulous tactics for obtaining signatures to the CSA. It was deemed safer that the Solicitor, who has a higher professional code to follow, should be witness to this momentous signing. Now, looking at the Solicitors Terms of Appointment I notice that he is to witness the signatures on the CSA but there is no mention of witnessing signatures on any other owner document, whether it be a supplemental agreement to lower the RP or other supplemental agreements. I feel this omission is important. Note also how the fee charged in advance is for the CSA - again no mention of a SCSA or other supplemental agreements that will definitely pop up.  Knowing how the legal profession likes to charge for every single piece of paper, the Solicitor surely would have listed it as an extra to be charged separately. If it were under his purview would he not have included it in a separate Schedule at the back? Now turning to the Property Consultant's Terms of Appointment;  page 24 item (d)  seems to cover this SCSA signing very nicely. Note the 'at any time and from time to time'.

Now things  are beginning to look scary, are they not? Is the marketing agent regaining control of the signing via a back door? Isn't this a grave cause for concern?

We are further told that:
  • the minimum sale price (the new RP) will be at or below whatever the proposed sale price might be.
When you read clause 8.1.3 (a) on page 9 of the CSA, what assumption do you make? How do you read that clause, what scenario pops into your head?  
Do you think that after a tender bid or after an offer has been made, Sellers will be asked to rethink the RP and either agree or disagree to lower the RP to match the bid or offer by signing a supplemental agreement? Do you think there might even be a time frame for this new consensus to sell at a lower price? Well, welcome to the club, because that is what most owners will assume and they will be wrong - on both counts. That is also what I assumed, but I was puzzled by the inclusion of "or below" because, if there is an offer on the table, why ask Sellers to sign for something below that?  It did not make sense and so up shot a red flag.

The answer to this conundrum is that a supplemental agreement to lower the minimum sale price is not restricted to this period in time - it can it be done 'at any time and from time to time'. That is my conclusion. If an owner is happy to sign the CSA at the RP stated, but is also willing to sell for a lower price if need be, what is stopping him from signing a supplemental agreement to this lower sale price at any time?
Reserve price: $100m
Minimum selling price; $80m
So, perhaps some Sellers might sign a CSA with the solicitor and a SCSA with the marketing agent. An official and a fall back selling price, as it were.

Worse, knowing how gullible some owners are, in this estate  there may be instances where owners are encouraged to sign the MA's slip of paper stating their minimum selling price without them even realising that this is their tacit agreement to the eventual lower RP!!! They might come back and say "but I didn't know it was that, when I signed off on it! I was just asked to state my absolute minimum  and was assured that I had already signed the CSA for the higher RP".
I am so scared for these people, they are putty in a smooth-talking property agent's hand

The 80% requisite is the first milestone that much be reached in order to go for a tender and beyond. But this is just a provisional 80% and the higher RP can be used for this purpose. Some Sellers, who sign for the higher RP only might baulk at signing for a lower minimum selling price and drop out afterward, bringing the percentage to below 80%.  Will this prevent the sale committee from signing a conditional sale contract? NO. The 80% requirement is at the point of application for sale at the STB and not at point of conditional sale. The conditions of the sale contract would be dependent on securing the 80% before application and the sale being granted by the STB/HC. So, the time frame for securing the second 80% can extend for many months.

THIS IS WHAT I THINK:

.
So, 'very clear', they said?

I also find 8.1.3(d) very, very odd. I ask myself, why would anyone sign for the lower sum and not the higher sum, presumably after the initial 80%.  In other words these new signers are from the 'minority' group. As an ex-minority owner, I know there are only 3 reasons why an owner could be persuaded to sign after holding out for so long a) he was fooled b) he was pressured or c) he was offered an incentive sum. If you juxtapose 8.1.3(d) with 2.11 what do you get? In 2.11,  owners are signing some kind of 'supplemental agreement' voluntarily ("or otherwise where they enter"), but what is it? How much more will they be getting?  Seeing how 'conditional signers' is now a dirty word, have they just found a more neutral term that can cover a multitude? Methinks there can be many kinds of supplemental agreements whereby conditional signing can continue incognito. If Sellers agree to these  supplemental agreements without knowing what they contain, then they are signing blindly.

Owners will have to draw their own conclusions.

Owners ought to reject any supplemental agreement other that those  ordered by the STB or HC.  I believe it is conditional signing by another name.

Owners ought to reject the supplemental agreement to lower the RP outright and remove it from the CSA.  Stick to a good, solid Reserve Price and run with that ball. Don't inject uncertainty, unpredictability and confusion. When things are not transparently clear, then you have to ask yourself, what else am I missing?

Remember also how incredibly long it is all going to take. You may be happy now to accept  the lower minimum sale price, but will you still be still happy in 2 years time?

If there must be a clause to lower the reserve price in the CSA - then let's guard ourselves against the shenanigans that will inevitably occur . Let us demand that owners are to decide only AFTER the  bids or offers are in and all agreements to the lower reserve price must be after this date and witnessed by the en bloc lawyer.

This was first partially posted on 5 Oct 2011 

17 comments:

  1. The RP that was agreed upon is really a BIG mistake.
    HDB flats near MRT stations can have a difference of $110K.
    Prices rise for HDB flats around new Circle Line stations
    http://www.channelnewsasia.com/stories/singaporebusinessnews/view/1157466/1/.html

    And Tampines Court has access to 2 MRT and one more coming up!!!

    Just don't understand... why TC owners like to leh-long their homes in a cheap en-bloc....?!!

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  2. how can we know our RP? I didn't receive any information through my mail or email. How are we suppose to vote or decide then?

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  3. The RP has already been set by those who attended the last EGM.

    ReplyDelete
  4. I find it amusing that everybody in this blog quoted $XXX as our reserve price. This is no BIG SECRET. Everyone knows the RP. The security guards, the cleaners & the maids talk about it openly. So no need to hide. Anyway, our RP is a moving target even more elusive than the Great Leader Kim

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  5. We should reduce the RP by 10% bec no developer is going to build and market all units on this large plot of land within the 5 years to be expemted from the 10% stamp duty (new measure).

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  6. To be honest, at the end of the day it boils down to the dollar and cents. Therefore judging by the avalanche of previous contributions including this particular site, most if not all contributions are eager to ramp up if not preserve the right RP against a rising tide of nonsense about how bad the environment is and no taker bla bla bla, many sad stories to lower the RP.
    Anyway should be glad that the security guards and maids are helping to speculate, free propagandas after all and for some who does not visit this site.
    Ha! By now I believe the team must be sucking their thumbs. Will see! 7th 0f January
    Good Luck!

    ReplyDelete
  7. No amount of luck can save TC from another enbloc disaster. One must balance desires with realities and I do not see much realism in the discussion here... only wishful thinking.

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  8. We should increase the RP by 15% because by the time we get our sales proceed in 2013/14, the property price may increase by 20%.

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  9. It will be another waste of time and money because your process will lead to a price and terms that no developer would be interested in.

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  10. Realism: TC will not enbloc for the next 5 years. Why?
    1. GLS has more attractive options than TC
    2. Large supply coming on stream
    3. Recently announced measures
    4. Economic slowdown
    6. DC going up and up and lease down and down
    5. TC owners still asking for more and more

    and I have not mention the possibility of the Euro crisis...

    jialat...

    While the new condos spring up around us... we will be a sore thumb.

    ReplyDelete
  11. Get real! If TC cannot enbloc for the next 5 years. So be it, why?

    1. There is no point selling cheap and downgrade to HDB.

    2. Our first enbloc is $700K, 2nd enbloc now is $700K+$xxxK, we may get $700k+$xxxK+$xxxk in 3rd enbloc 5 years later. Overall property price is always going up in Singapore.

    3. The most important is that we still have a big and nice home in Tampines Court which is sitting on plot ratio 2.8 land.

    4. Economic will pick up again a few years later.

    5. TC owners are becoming smarter and smarter.

    6. Land in mature estate become less and less once more GLS are released.

    good ...

    We can always wait while enjoying our stay in TC.

    ReplyDelete
  12. counter to logic no 1... sell cheap, buy cheap replacement, sell high, buy high replacement.

    counter to logic no 2... should you should wait another 30 years to enbloc?... at that time it will probably by $7m... oops, the lease would only be around 40 years and too old to enjoy the $$$$...hmm...

    counter to logic no 3.... no use having a high plot ratio but not having the ability to unlock the value... look into the mirror.

    counter to logic no 5.... your 2nd enbloc attempt is not much better than the first...smarter? Farrer court succeeded... you think you can?

    counter to logic no 6... yes land mature... and be reminded that TC is not on freehold land... your lease will mature too...

    be realistic.

    ReplyDelete
  13. Each one of us is entitled to our own view. Here are the comments as your views are misleading.

    Counter to counter logic no:

    1. "sell cheap, buy cheap" only if your are selling individually but not for enbloc sales. Just look back at enbloc of Waterfront and Gillman Height. The owners of the two estates ended up "sell cheap, buy high".

    2. Yes, we should wait for maximum profit. Just image if enbloc1 was successful, all of us would have got $700k and downgraded to HDB.

    3. High plot ratio land is like gold mine. Unlocking the value is not equal to selling cheap. The value should go to the owners.

    5. The enbloc are managed by SC. The owners have learn from enbloc1 and become smarter now. At least many questions are being asked by the owners in enbloc2.

    6. All leasehold properties will face the same problem. TC still has 70+ years of lease which is long way to go before maturity.

    ReplyDelete
  14. Don't take it for granted that high plot ratio is cast in stone.

    Consider what happpen if LTA acquire part of our land to widen the expressway. We end up with a hard-to-develop piece of land that looks like a bow-tie

    Just look at Rochor Centre for the HARD TRUTH.

    So make haste with the EBS

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  15. Those who are happy with TC, no issue if it does not en-bloc.
    The en-bloc raiders will say "jialat" because cannot make enough profit and rental will become and issue. Economy down turn, job cuts, FT will return, new completed homes in 2012/2013 will cause home rentals to drop.. so really "jialat" for them. Those who bit more than they can chew will be in trouble.

    By the way, who cares if there are other condos springing up here and there that looks good but are so tiny that really squeeze you life out in the home and I don't need the facilities.

    "LTA acquire..." another scare tactic. This part of PIE is NEVER congested, it already has a link to ECP and TPE further down. There's no need to widen the expressway! Oh BTW, there is really no problem to increase expressway, we're mostly bounded by the slip road to PIE; so please... check your map before you scare yourself.

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  16. Unfortunately, not many like the situation at TC. We do not have condo facilities but call ourselves a condo... Our condition is worse than HDB and yet there is no estate upgrading...time to upgrade..

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  17. Since the en bloc process has already started, it cannot be reversed. Let sees how it will evolve from here.

    ReplyDelete