Notice of EGM and Posting of Circular

RNS Number : 5021K

Irish Residential Prop REIT PLC

04 January 2021

 

4 January 2021

Irish Residential Properties REIT plc

Notice of Extraordinary General Mee ti ng

&

Posting of Circular

Irish Residential Properties REIT plc (the "Company") today gives notice that an Extraordinary General Meeting of the Company will be held at South Dock House, Hanover Quay, Dublin 2 D02 XW94, Ireland (the Company's registered office) on Friday, 29 January 2021 at 3.00 p.m. (the "EGM").

The business of the EGM will be to consider and, if thought fit, approve certain resolutions relating to the replacement of CREST with a system operated by Euroclear Bank SA/NV for the electronic settlement of trading in the Company's ordinary shares (the "EGM Resolutions"). Approval of the EGM Resolutions is necessary to ensure the Company's shares can continue to be settled electronically when they are traded on Euronext Dublin and remain eligible for continued admission to trading and listing on that exchange, which is considered crucial to the interests of the Company and its shareholders as a whole.

The circular which includes the notice of the EGM (the "Circular") and a Form of Proxy in respect of the EGM have been issued to shareholders today. The Board of Directors of the Company (the "Board") strongly urges shareholders to review the contents of the Circular in their entirety, including the documents referred to therein, and consider the Board's recommendation to vote in favour of the Resolutions.

Copies of the documents referred to in the Circular as being made available for inspection are available to view on the Company's website at https://investorrelations.iresreit.ie/ and will be available for inspection at the registered office of the Company during normal business hours on each business day from the date of this announcement until the conclusion of the EGM. In accordance with applicable regulations and public health guidelines in force in Ireland in connection with COVID-19 (see below), we request shareholders not to attend the Company's registered office but instead to inspect these documents on the Company's website.

Coronavirus (COVID-19) Public Health Guidelines and the EGM

The health and safety of the Company's people, shareholders and service providers is of paramount concern to the Company. As such, the Company plans to conduct the Extraordinary General Meeting in accordance with the Irish Government's public health measures and public health advice in respect of the Coronavirus (COVID-19) . Shareholders should expect the meeting to take place under constrained circumstances. The Company will ensure that all legal requirements of the meeting, in accordance with its Articles of Association and the Migration Act, are satisfied with the minimum necessary quorum of three shareholders and physical distancing measures will be in place.

Shareholders are requested not to attend the EGM in person but are strongly encouraged to vote by proxy to ensure their vote counts at the Extraordinary General Meeting and to appoint the Chairman of the Extraordinary General Meeting as their proxy.

The Company will continue to closely monitor the developing situation around COVID-19 as well as any further advice from the Irish Government. Due to the developing situation around COVID-19, we encourage shareholders to regularly check our website for any further updates regarding the Extraordinary General Meeting. If it becomes necessary to amend the arrangements for the Extraordinary General Meeting, as much notice as possible will be given to shareholders via Regulatory Information Service and within the Shareholder Meetings section of our website at https://investorrelations.iresreit.ie/ .

Proxy vo ting can be carried out in advance of the EGM through one of the following options:

· electronically at www.eproxyappointment.com ; or

· by submitting the Form of Proxy by post; or

· via the CREST System if you hold your shares in CREST.

Proxies must be received by no later than at 3.00 p.m. on Wednesday, 27 January 2021.

While personal attendance by shareholders is expected to be restricted to comply with the COVID-19 related public health measures and advice, the Company recognises the importance of continuing engagement in the lead up to the EGM. Shareholders can submit questions relating to items on the agenda of the EGM by email to [e-mail] . Any questions should be submitted by 3.00 p.m. on Wednesday, 27 January 2021. Such correspondence should include sufficient information to identify a shareholder (for example, a shareholder reference number, which is an 11 digit unique identifier printed on the Form of Proxy). Where appropriate, the answers to validly posed questions will be posted on the Company's website at https://investorrelations.iresreit.ie/ .

In order to facilitate shareholders to listen to the proceedings of the EGM, the Company is providing a teleconference facility. Details of this are provided in the notes to the Notice of Extraordinary General Meeting included in the Circular.

Filings

In accordance with Euronext Dublin Listing Rule 6.1.59, a copy of the Circular and of the Articles of Association of the Company in the proposed amended form is being submitted to Euronext Dublin and will be available for inspection at the following address:

Company Announcement Office

The Irish Stock Exchange plc t/a Euronext Dublin

28 Anglesea Street, Dublin 2, Ireland

For further information please contact:

Irish Residential Properties REIT plc   

Sarah Stokes, Investor Relations    Tel: [phone]

Margaret Sweeney, Chief Executive Officer                                                                            Tel: [phone]

For Media Requests:

Q4PR

Gerry O'Sullivan    Tel: + 353 (0) 87 259 7644

About Irish Residential Properties REIT plc

Irish Residential Properties REIT plc, together with IRES Residential Properties Limited, (the "Group") is a growth oriented Real Estate Investment Trust that is focused on acquiring, holding, managing and developing investments primarily focused on private residential rental accommodations in Ireland. The Group currently owns 3,683 apartments and houses for private rental in Dublin and Cork with an additional 146 units due to be acquired in January 2021 and an additional 69 units due for delivery between now and the end of H1 2022 under pre-purchase contracts. The Company has a further 66 units currently under construction directly on owned sites with planning approval to develop an additional 543 residential units on its existing sites. The Company's shares are listed on Euronext Dublin. Further information in respect of the Company can be obtained from the Company's website at www.iresreit.ie.

Important information

Announcements relating to the EGM may contain forward-looking statements, which are subject to risks and uncertainties because they relate to expectations, beliefs, projections, future plans and strategies, anticipated events (including Migration) or trends, and similar expressions concerning matters that are not historical facts and many of which are outside the Company's control and difficult to predict (certain of which are set out in the Circular with respect to Migration).  Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company or the industry in which it operates, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.  Due to such uncertainties and risks, readers are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date they are given and are subject to change without notice.  Except as required by law or by any appropriate regulatory authority, the Company will not undertake any obligation to release publicly any revision or updates to these forward-looking statements to reflect future events, circumstances, unanticipated events, new information or otherwise including in respect of the Covid-19 pandemic, the uncertainty of its duration and impact, and any government regulations or legislation in relation to it. 

The defined terms set out in Part 9 of the Circular have the same meaning where used in this Announcement and are not otherwise defined herein.

 

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