Mixed-Asset Sukuk Traded at a Premium

No. The SPV's assets are 72% murabaha receivables and 28% tangible property. Because receivables dominate, the certificates are treated as debt for trading purposes, and a sale of debt must be at par; the 1.5% premium is riba. The 28% tangible slice does not rescue the trade, because each certificate is an undivided interest in the whole pool and the majority rule applies to the certificate as a whole. Options: sell at par, which is the Shariah answer and gives no gain; hold to maturity; or restructure the pool so that tangible assets and usufruct exceed 50%, after which trading at market price becomes possible, subject to fresh SSB approval and legal perfection of the asset transfer. Treasury should not book the 1.5% as income; if a premium has already been received in error it should be reversed or donated. The broker should be told the certificate is debt-based so the same offer is not repeated across the book.

The undertaking is a unilateral promise from the issuer to buy the SPV's assets at nominal value at maturity. A wa'd is in principle permissible, but its effect here is to guarantee principal, and combined with a fixed 5.6% distribution and a 72% receivables pool the economics are indistinguishable from a fixed-rate bond. The structure is asset-based, not asset-backed: the SPV owns assets, but holders' returns depend on the issuer's lease and purchase obligations rather than the performance of the assets, and on an issuer default the assets would not be sold to satisfy them. That is common and widely accepted, but the SSB should require the undertaking to be a separate unilateral promise and not a condition of subscription; distributions to be sourced from actual rentals and receivables with no top-up if assets underperform; disclosure that the capital protection is credit enhancement from the obligor, not a Shariah guarantee; and a test of the asset pool against the majority rule. A market-value undertaking or a true-sale asset-backed structure would be cleaner.

Treat it as an unsecured exposure to Jazeera Telecom, not as a real estate exposure. Recourse is to the issuer under the lease and the purchase undertaking; the tower estate is not available to holders in a true-sale sense and the murabaha receivables are the issuer's own obligations. Credit risk is therefore the issuer's rating, with a remaining tenor of six months. If the regulator applies look-through, the risk weight follows the obligor and the real estate risk weight is not available. A secured classification would only be justified in an asset-backed structure with true sale, perfected security and an insolvency-remote SPV. Practical points: aggregate the exposure with any direct murabaha or leasing lines to the same group, monitor whether the 5.6% distribution is covered by the issuer's cash generation, and revise the treasury liquidity plan to assume a par exit, because the premium sale is unavailable.