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Response to Second IMPT EGM Circular

9 Jan 2017 07:00

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
 
 
RSPLLFVDLDITIID
Date   Source Headline
24th May 20177:00 amRNSTrading Statement
19th May 20172:41 pmRNSClosure of Increased Cash Offer for IMPT
11th May 20173:39 pmRNSResults of EGM and Notice to Cancel Trading
3rd May 201712:51 pmRNSDirectorate Change
2nd May 20174:23 pmRNSHolding(s) in Company
2nd May 20179:39 amRNSHolding(s) in Company
28th Apr 20175:01 pmRNSHolding(s) in Company
28th Apr 20175:00 pmRNSPublication of Revised Offer Document
25th Apr 20175:58 pmRNSRevised offer by Hansteen Holdings
25th Apr 20175:25 pmRNSAgreement with Hansteen Holdings plc re IMPT
25th Apr 20175:03 pmRNSRevised offer for IMPT PLC
21st Apr 20174:33 pmRNSHolding(s) in Company
12th Apr 20174:43 pmRNSHolding(s) in Company
11th Apr 20177:00 amRNSIMPT plc Resolution re Fiduciary Duties
10th Apr 20177:00 amRNSNotice of EGM
5th Apr 20173:48 pmRNSReplacement ART Notes Significant Uplift in IMPT
5th Apr 20171:53 pmRNSART Notes Significant Uplift in IMPT Value
4th Apr 20174:47 pmRNSPortfolio Update
31st Mar 201711:12 amRNSIMPT Debt Redemption
31st Mar 20177:26 amRNSUpdate on Loan Facilities
27th Mar 201710:34 amRNSDirectorate Change
27th Mar 20177:00 amRNSProposed Delisting of IMPT
23rd Mar 201711:26 amRNSStatement re Offer by Hansteen and ART EGM request
23rd Mar 20177:00 amRNSCash Offer for IMPT Unconditional
22nd Mar 20177:00 amRNSForm 8.3 - Industrial Multi Property Trust PLC
21st Mar 201711:04 amRNSForm 8.5 (EPT/RI)
21st Mar 20177:00 amRNSIMPT Request for EGM
20th Mar 20175:46 pmRNSForm 8.3 - Industrial Multi Property Trust plc
20th Mar 201711:41 amRNSForm 8.5 (EPT/RI)
20th Mar 201710:00 amRNSForm 8 (DD) - Industrial Multi Property Trust PLC
17th Mar 20179:58 amRNSForm 8.5 (EPT/RI)
17th Mar 20177:51 amRNSForm 8 (DD) - Industrial Multi Property Trust PLC
16th Mar 201711:26 amRNSForm 8.5 (EPT/RI)
16th Mar 20179:21 amRNSHolding(s) in Company
16th Mar 20177:00 amRNSOffer Update Level Of Acceptances
15th Mar 20174:25 pmRNSForm 8 (DD) - Amendment
15th Mar 201711:55 amRNSForm 8.3 - Industrial Multi Property Trust Plc
15th Mar 201710:22 amRNSForm 8.3 - Industrial Multi Property Trust Plc
15th Mar 20177:00 amRNSForm 8 (DD)
14th Mar 20179:33 amRNSForm 8 (DD)
13th Mar 201712:19 pmRNSForm 8 (DD)
13th Mar 20177:00 amRNSStatement re offer from Hansteen Holdings plc
10th Mar 20178:24 amRNSForm 8 (DD) - Industrial Multi Property Trust PLC
9th Mar 20175:01 pmRNSIMPT Results Announcement
9th Mar 20179:30 amRNSForm 8 (DD)
8th Mar 201711:17 amRNSForm 8.3 - Industrial Multi Property Trust Plc
8th Mar 201710:52 amRNSForm 8 (DD)
7th Mar 201711:08 amRNSForm 8 (DD) - Industrial Multi Property Trust PLC
6th Mar 201711:39 amRNSForm 8.3 - Industrial Multi Property Trust Plc
6th Mar 20179:52 amRNSForm 8 (DD) - Industrial Multi Property Trust PLC

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