Alpha Real Trust Limited Response to Second IMPT EGM Circular (5996T)
January 09 2017 - 2:00AM
UK Regulatory
TIDMARTL TIDMIMPT
RNS Number : 5996T
Alpha Real Trust Limited
09 January 2017
9 January 2017
ALPHA REAL TRUST LIMITED ("ALPHA REAL TRUST" OR THE
"COMPANY")
The Board of Alpha Real Trust Limited ("ART") has today written
to shareholders of Industrial Multi Property Trust PLC. The text of
the letter appears below.
For further information please contact:
Alpha Real Trust Limited
David Jeffreys, Chairman, Alpha Real Trust +44 (0) 1481 231 100
Brad Bauman, Joint Fund Manager, Alpha Real Trust +44 (0) 20 7391 4700
Panmure Gordon, Broker to the Company
Richard Gray / Andrew Potts +44 (0) 20 7886 2500
Further information on the Company can be found on the Company's
website:
www.alpharealtrustlimited.com.
The Industrial Multi Property Trust PLC ("IMPT", the
"Company")
Dear fellow shareholder in IMPT,
We write to you in response to the circular sent to you by IMPT
(the "Circular") regarding the upcoming Extraordinary General
Meeting ("EGM") on 27 January 2017.
Alpha Real Trust Limited ("ART") has proposed to shareholders of
IMPT the following resolution:
"That the Company be required to obtain shareholder approval for
a disposal of more than 50% of the Company's assets having provided
shareholders with disclosure of all the material terms of the
transaction"
Despite there being sufficient time between our letter to IMPT
of 14 December 2016 and the EGM on 19 January 2017, the Independent
Directors have chosen to hold an additional EGM rather than comply
with our request that this resolution be considered at the EGM of
19 January 2017. The Independent Directors have decided to incur
the costs and expense of an additional EGM.
ART has previously set out why it is good corporate governance
for Shareholders to vote on any potential sale of a significant
proportion of the assets of the Company.
The Independent Directors' Resolution at the EGM of 19 January
2017, if passed, would allow them to proceed with a sale without
requiring the Company's shareholders to vote on such an important
transaction.
We believe it would be a failure of good governance for any
board to agree to a sale of substantially all of a company's assets
without shareholders receiving adequate information and without
shareholders approving the key terms of the transaction.
The Independent Directors' Resolution:
-- does NOT require a competitive sale process;
-- does NOT require that the best price offered be accepted; and
-- does NOT prohibit the Board selling to related parties.
ART believes that the Independent Directors' Resolution:
-- is NOT in shareholders' interests; and
-- is NOT in keeping with good governance.
The new resolution at the EGM of 27 January 2017 ensures that
shareholders are provided with the material terms of any
transaction and the opportunity to consent to any transaction.
As the Company's Circular notes, the Company stated it would be
prepared to make an announcement that it would seek shareholder
approval in the event of a disposal of more than 50 per cent of the
Company's assets. ART was not prepared to accept the offer of the
Independent Directors announcing such an intention as this would
not bind the Company. ART questions why the Independent Directors
were prepared to make such an announcement but are not supporting a
resolution to the same effect.
ART recommends that all shareholders who wish to retain control
of their investment and ensure good governance should vote FOR the
resolution at the EGM of 27 January 2017.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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