Result of EGM

RNS Number : 9290G

Starwood European Real Estate Finan

09 March 2015

 



09 March 2015

Starwood European Real Estate Finance Limited

Results of Extraordinary General Meeting

The Board of Starwood European Real Estate Finance Limited announces that, at the Extraordinary General Meeting of the Company held on Monday, 09 March 2015, the resolution put to the meeting was approved by shareholders on a show of hands.

Details of the proxy votes lodged are set out below:

Ordinary Resolution	For*	Against	Withheld**
1.   To adopt the proposed changes to the Company's investment policy, as set out in Part II of the circular sent to Shareholders dated 16 February 2015	132,967,853	0	0

Special Resolution	For*	Against	Withheld**
2.  The Directors be generally and unconditionally      authorised for the purposes of section 292 of the      Companies (Guernsey) Law, 2008, as amended,      (the "Law"), (such authority superseding and      revoking any previous authority to the extent      unused (to exercise all the powers of the      Company to a lot shares in the Company and      grant rights to subscribe for, or convert any      security into, shares in the Company up to an      aggregate amount of 200 million shares of no par      value pursuant to the Share Issuance Programme      as subscribed in the Circular.      The authority hereby conferred on the Directors      shall expire at the conclusion of the annual general      meeting of the Company in 2016, save that the      Company may before such expiry make an offer      or agreement which would or might require shares      to be allotted or rights to be granted, after such      expiry and the Directors may allot shares, or grant      rights to subscribe for or to convert any security      into shares, in pursuance of such an offer or      agreement as if the authority conferred hereby has      not expired.	118,909,785	14,058,068	0

Special Resolution	For*	Against	Withheld**
3. Subject to the passing of Resolution 2 above and in     substitution for all subsisting authorities to the     extent unused, the Directors be empowered     pursuant to article 7.7 of the articles of     incorporation of the Company (the "Articles") to     allot equity securities of the Company for cash     pursuant to the authority conferred by Resolution 2    as if Article 7.2 did not apply to any such allotment    or sale, provided that the power conferred by this    Resolution shall be limited to:    (i)  the allotment of equity securities for cash in         connection with or pursuant to an offer of or         invitation to acquire equity securities in favour of         holders of ordinary shares in proportion (as         nearly as practicable) to the respective number         of ordinary shares held by them on the record         date for such allotment or sale (and holders of         any other class of equity securities entitled to         participate therein or if the Directors consider it         necessary, as permitted by the rights of those         securities) but subject to such exclusions or         other arrangements as the Directors may         consider necessary or appropriate to deal with         fractional entitlements, treasury shares, record         dates or legal regulatory or practical difficulties         which may arise under the laws of or the         requirements of any regulatory body or stock         exchange in any territory or any other matter         whatsoever; and    (ii) the allotment (otherwise) than under paragraph         of this Resolution 3 of equity securities up to a         maximum number of 200 million shares of no         par value (which may be issued as ordinary         shares/and/or C shares in accordance with the         Articles,         and provided further that the power conferred         shall expire at the conclusion of the annual         general meeting of the Company in 2016 save         that the Company may before such expiry make         an offer or agreement which would or might         require equity securities to be allotted after such         expiry and The Directors may allot equity         securities in pursuance of any such offer or         agreement as if the power conferred hereby had         not expired.	117,705,789	15,252,064	10,000

The full text of the resolution may be found in the Notice of Extraordinary General Meeting contained in the Shareholder Circular dated 16 February 2015, copies of which are available on both the Company's website www.starwoodeuropeanfinance.com and on the National Storage Mechanism www.morningstar.co.uk/uk/NSM***

*           Includes discretionary votes received

**          A vote withheld is not a vote in law and is not counted in the proportion of votes 'for' or 'against' a resolution

***        Neither the NSM website nor the Company's website nor the content of any website accessible from hyperlinks on those websites (or any other website) is (or is deemed to be) incorporated into, or forms (or is deemed to form) part of this announcement

Enquiries:

Ipes (Guernsey) Limited

Gillian Newton

01481 713843

Notes:

Starwood European Real Estate Finance is an investment company listed on the main market of the London Stock Exchange with an investment objective to provide Shareholders with regular dividends and an attractive total return while limiting downside risk, through the origination, execution, acquisition and servicing of a diversified portfolio of real estate debt investments in the UK and Continental European markets. www.starwoodeuropeanfinance.com

 

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