Notice of Results of Class A Meeting
18 August 2009 - 2:34AM
UK Regulatory
TIDM56QR
RNS Number : 5823X
Granite Mortgages 04-3 PLC
17 August 2009
NOTICE OF THE RESULTS OF A MEETING
of the holders of the
US$713,700,000 Series 2 Class A1 Floating Rate Notes
(ISIN: US38741SAF92 / CUSIP: 38741SAF9)
EUR 800,150,000 Series 2 Class A2 Floating Rate Notes
(ISIN: XS0201483228)
GBP411,250,000 Series 3 Class A1 Floating Rate Notes
(ISIN: XS0201486320)
GBP600,000,000 Series 3 Class A2 Floating Rate Notes
(ISIN: XS0201565628)
(together the "Class A Notes" and the holders thereof, the "Class A
Noteholders")
issued by
GRANITE MORTGAGES 04-3 PLC
(a public limited company incorporated in England
and Wales with registered number 5168395)
(the "Issuer")
In accordance with the provisions of the Issuer Trust Deed dated 22 September
2004 (as amended, restated, supplemented or otherwise modified and in effect
from time to time, the "Trust Deed") made between the Issuer and The Bank of New
York Mellon (f/k/a The Bank of New York), as note trustee for and on behalf of
the Noteholders (the "Note Trustee"), NOTICE IS HEREBY GIVEN that at the Meeting
of the holders of the Class A Notes (held at the same time as the Meetings of
Noteholders of the other Classes of the Issuer's Notes), convened by the Issuer
on 6 August 2009 by Notice of Meetings dated 6 July 2009, the extraordinary
resolution (the "Extraordinary Resolution") set out in Annex A was passed by the
Class A Noteholders. Notice of Adjourned Meetings of the holders of the Class B
Notes, the Class M Notes and the Class C Notes is separately given by the Issuer
on the date hereof.
ANNEX A
The text of the Extraordinary Resolution of the Class A Noteholders is as
follows:
"THAT this Meeting of the holders of the:
US$713,700,000 Series 2 Class A1 Floating Rate Notes
EUR 800,150,000 Series 2 Class A2 Floating Rate Notes
GBP411,250,000 Series 3 Class A1 Floating Rate Notes
GBP600,000,000 Series 3 Class A2 Floating Rate Notes
(together the "Class A Notes" and the holders thereof, the "Class A
Noteholders")
of Granite Mortgages 04-3 plc (the "Issuer") constituted by the Issuer Trust
Deed dated 22 September 2004 (as amended, restated, supplemented or otherwise
modified and in effect from time to time, the "Trust Deed") made between the
Issuer and The Bank of New York Mellon (f/k/a The Bank of New York), as note
trustee for and on behalf of the Noteholders (the "Note Trustee") hereby:
1. sanctions and approves the modifications to the Collection Bank Agreement
by way of an amendment deed substantially in the form of the amendment deed
signed by the chairman of this Meeting for the purpose of identification, with
such amendments (if any) thereto as the Note Trustee may deem appropriate in its
discretion which, if this Extraordinary Resolution is duly passed and becomes
effective as provided herein, will be executed by the parties to the Collection
Bank Agreement (the "Collection Bank Amendment Deed");
2. sanctions and approves the modifications to the Bank Account Agreement by
way of an amendment deed substantially in the form of the amendment deed signed
by the chairman of this Meeting for the purpose of identification, with such
amendments (if any) thereto as the Note Trustee may deem appropriate in its
absolute discretion which, if this Extraordinary Resolution is duly passed and
becomes effective as provided herein, will be executed by the parties to the
Bank Account Agreement (the "Bank Account Amendment Deed");
3. sanctions and approves the modifications to the Stand-by Bank Account
Agreement by way of an amendment deed substantially in the form of the amendment
deed signed by the chairman of this Meeting for the purpose of identification,
with such amendments (if any) thereto as the Note Trustee may deem appropriate
in its absolute discretion which, if this Extraordinary Resolution is duly
passed and becomes effective as provided herein, will be executed by the parties
to the Stand-by Bank Account Agreement (the "Stand-by Bank Account Amendment
Deed");
4. sanctions and approves the modifications to the Funding (04-3) Bank
Account Agreement by way of an amendment deed substantially in the form of the
amendment deed signed by the chairman of this Meeting for the purpose of
identification, with such amendments (if any) thereto as the Note Trustee may
deem appropriate in its absolute discretion which, if this Extraordinary
Resolution is duly passed and becomes effective as provided herein, will be
executed by the parties to the Funding (04-3) Bank Account Agreement (the
"Funding (04-3) Bank Account Amendment Deed" and, together with the Collection
Bank Account Amendment Deed, the Bank Account Amendment Deed and the Stand-by
Bank Account Amendment Deed, the "Amendment Deeds");
5. authorizes and directs the Note Trustee, with effect on and from the date
of this Extraordinary Resolution, (i) to concur in the modifications referred to
in paragraphs 1, 2, 3 and 4 of this Extraordinary Resolution and, in order to
give effect thereto and to implement the same on or shortly after the passing of
this Extraordinary Resolution, to execute the Amendment Deeds substantially in
the form of the drafts produced to this Meeting and for the purpose of
identification signed by the Chairman thereof with such amendments (if any)
thereto as the Note Trustee shall require or approve to give effect to the
modifications referred to in paragraphs 1, 2, 3 and 4 of this Extraordinary
Resolution and the implementation of such modifications, (ii) to make any other
amendment or modification which is incidental to, or in connection with, the
modifications referred to in paragraphs 1, 2, 3 and 4 of this Extraordinary
Resolution, and (iii) to concur in, and to execute and do, all such other deeds,
agreements, instruments, acts and things as may be necessary or appropriate to
carry out and give effect to this Extraordinary Resolution, the Amendment Deeds
and their implementation;
6.authorises and directs the Note Trustee, with effect on and from the date of
this Extraordinary Resolution and from time to time to authorise or waive or to
permit the Issuer to authorise or waive any breach or failure to perform or
proposed breach or proposed failure to perform of any obligation of, or any
covenant or other provision applicable to, the Issuer or any other party to any
Transaction Document or related agreement or ancillary document which may have
arisen by reason of the S&P Downgrade Event;
7. sanctions every abrogation, modification, compromise or arrangement in
respect of the rights of the Noteholders against the Issuer arising from,
resulting from or in connection with, the modifications referred to paragraphs
1, 2, 3 and 4 of this Extraordinary Resolution; and
8. discharges and exonerates the Note Trustee from all liability for which it
may have become or may become responsible under the Trust Deed, the Notes, any
other Issuer Transaction Document or any other Transaction Document in respect
of any act or omission in connection with the Amendment Deeds, this
Extraordinary Resolution or their implementation.
Except as otherwise defined, capitalised terms used in this Extraordinary
Resolution will have the meanings given to them in the Trust Deed."
This Notice is given by Granite Mortgages 04-3 plc
By:
Dated: 17 August 2009
This information is provided by RNS
The company news service from the London Stock Exchange
END
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