Grande Royal Orchid Hospitality Real Estate Investment Trust (SET: GROREIT) has announced that it signed a THB5.3 billion sale and purchase agreement with Orchid Hospitality Co., Ltd. for the disposal of the Royal Orchid Sheraton Hotel and Towers project, marking a major step toward resolving its prolonged dispute with Royal Orchid Hotel (Thailand) Public Company Limited (SET: ROH).
One Asset Management Co., Ltd. (ONEAM), the REIT manager, disclosed to the Stock Exchange of Thailand (SET) on November 2, 2026, that MFC Asset Management PCL, acting as GROREIT’s trustee, and Orchid Hospitality signed the agreement on October 30.
GROREIT also confirmed that it received a THB100 million deposit from the buyer on the same day. The remaining payment and completion of the asset disposal are subject to the terms of the agreement.
The transaction follows a resolution by GROREIT unitholders at an extraordinary meeting on October 28, approving the disposal of the trust’s core assets to Orchid Hospitality for THB5.3 billion. Under the resolution, the transaction was to be completed within 14 days of receiving the meeting’s approval.
The development comes amid an ongoing legal dispute between GROREIT and ROH over the latter’s contractual buy-back rights to the hotel, which has become the central issue in determining the property’s future ownership.
Background: GROREIT and ROH’s Buy-Back Dispute
The dispute stems from the original sale-and-leaseback arrangement involving the Royal Orchid Sheraton Hotel and Towers. GROREIT acquired the hotel from ROH under a structure that included a buy-back condition, allowing ROH to repurchase the property for approximately THB4.873 billion.
However, disagreements emerged over the exercise of ROH’s buy-back rights and its readiness to complete the repurchase. ROH maintained that it had consistently demonstrated its intention and financial readiness to buy back the hotel, with support from an investment partner.
GROREIT, meanwhile, moved to pursue other options for disposing of the property, citing the need to protect unitholders’ interests. The trust subsequently proposed selling the hotel to Orchid Hospitality for THB5.3 billion, a price THB427 million higher than ROH’s contractual buy-back price.
At the October 28 extraordinary meeting, unitholders overwhelmingly rejected the proposal to sell the hotel back to ROH, while approving the THB5.3 billion sale to Orchid Hospitality. They also approved an open auction as a fallback should the proposed transaction fail, as well as the termination and liquidation of the trust following the disposal of its assets.
The disagreement has also escalated into litigation. GROREIT, through its trustee and REIT manager, filed a lawsuit against ROH seeking the return of the hotel, unpaid rent and damages. ROH subsequently filed its own lawsuit against GROREIT and ONEAM, arguing that its contractual buy-back rights remain valid and warning that it could challenge any transaction that infringes those rights.
With the sale agreement now signed and the deposit received, GROREIT has moved closer to transferring ownership to Orchid Hospitality. Nevertheless, the broader legal dispute with ROH remains a key issue to watch as the transaction progresses.
