Schroder Real Estate Result of AGM
09 September 2016 - 10:42PM
UK Regulatory
TIDMSREI
Schroder Real Estate Investment Trust Limited
("the Company")
RESULT OF ANNUAL GENERAL MEETING
9 SEPTEMBER 2016
At the Annual General Meeting ("AGM") of the Company held today all Ordinary
Resolutions as set out in the AGM Notice dated 10 June 2016 (the "Notice") and
sent to shareholders of the Company, were duly passed.
Details of the proxy voting results which should be read alongside the Notice
are noted below:
Ordinary For Discretion Against Abstain
Resolution
1 171,827,123 110,927 118,048 0
2 169,971,813 110,927 1,939,371 33,987
3 171,630,790 110,927 307,806 0
4 169,397,072 110,927 2,548,099 0
5 167,340,529 110,927 4,604,642 0
6 167,290,529 110,927 4,654,642 0
7 171,637,365 110,927 307,806 0
8 169,396,291 110,927 2,287,230 261,650
9 171,686,584 110,927 257,806 781
10 171,933,255 110,927 11,916 0
Note - A vote withheld is not a vote in law and has not been counted in the
votes for and against a resolution.
At the same AGM noted above, the following Special Resolutions were also passed
as detailed below:
SPECIAL RESOLUTION 11:
That the Company be authorised, in accordance with section 315 of The Companies
(Guernsey) Law, 2008, as amended (the "Companies Law"), to make market
acquisitions (within the meaning of section 316 of the Companies Law) of
ordinary shares in the capital of the Company ("ordinary shares"), provided
that:
(a) the maximum number of ordinary shares hereby authorised to be
purchased shall be 14.99% of the issued ordinary shares on the date on which
this resolution is passed;
(b) the minimum price which may be paid for an ordinary share shall be
0.01p;
(c) the maximum price (exclusive of expenses) which may be paid for an
ordinary share shall be 105% of the average of the middle market quotations on
the relevant market where the repurchase is carried out for the ordinary shares
for the five business days immediately preceding the date of a purchase;
(d) such authority shall expire at the Annual General Meeting of the
Company in 2017 unless such authority is varied, revoked or renewed prior to
such date by ordinary resolution of the Company in general meeting; and
(e) the Company may make a contract to purchase ordinary shares under
such authority prior to its expiry which will or may be executed wholly or
partly after its expiration and the Company may make a purchase of ordinary
shares pursuant to any such contract.
SPECIAL RESOLUTION 12:
That the Directors of the Company be and are hereby empowered to allot ordinary
shares of the Company for cash as if the pre-emption provisions contained under
Article 13 of the Articles of Incorporation did not apply to any such
allotments and to sell ordinary shares which are held by the Company in
treasury for cash on a non-pre-emptive basis provided that this power shall be
limited to the allotment and sales of ordinary shares:
(a) up to such number of ordinary shares as is equal to 10% of the
ordinary shares in issue on the date on which this resolution is passed;
(b) at a price of not less than the net asset value per share as close
as practicable to the allotment or sale;
provided that such power shall expire on the earlier of the Annual General
Meeting of the Company in 2017 or on the expiry of 15 months from the passing
of this Special Resolution, except that the Company may before such expiry make
offers or agreements which would or might require ordinary shares to be
allotted or sold after such expiry and notwithstanding such expiry the
Directors may allot or sell ordinary shares in pursuance of such offers or
agreements as if the power conferred hereby had not expired.
EXTRAORDINARY RESOLUTION 13:
That the Articles of Incorporation produced to the meeting and initialed by the
chairman of the meeting for the purpose of identification be adopted as the
Company's Articles of Incorporation in substitution for and to the exclusion of
the existing Articles of Incorporation.
Details of the proxy voting results which should be read alongside the Notice
are noted below:
Special For Discretion Against Abstain
Resolution
11 171,887,283 110,927 57,888 0
12 167,771,962 110,927 438,209 3,735,000
13 171,927,255 122,843 6,000 0
Note - A vote withheld is not a vote in law and has not been counted in the
votes for and against a resolution.
Enquiries:
Company website: www.srei.co.uk
Samuel Walden
Northern Trust International Fund Administration Services (Guernsey) Limited
Tel: +44 (0) 1481 745 323
Email: sw171@ntrs.com
END
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