Resolutions Pertaining to Ordinary Shareholders’ Meeting for CBFI Holders

MONTERREY, Mexico--()--Deutsche Bank Mexico, S.A., Banking Institution, Trust Division F/1616 or Fibra Inn (BMV:FINN13, ADR OTC:DFBRY) (“Fibra Inn”, “the Trust” or “the Company”), the Mexican real estate investment trust specializing in the hotel industry serving the business traveler with global brands, informs regarding the resolutions approved at the General Ordinary Shareholders’ Meeting (“the Shareholders’ Meeting” or “the Meeting”) that took place on April 29, 2016.

RESOLUTIONS

FIRST: Unanimously approved by all present, all the terms of the annual report regarding the Trust’s activities for the fiscal period ended December 31, 2015.

SECOND: Unanimously approved by all present, all the terms of the Trust’s Technical Committee annual report, corresponding to 2015.

THIRD: Unanimously approved by all present, all the terms of the Trust’s Auditing Committee annual report, corresponding to 2015.

FOURTH: Unanimously approved by all present, all the terms of the Trust’s Practices and Investments Committee annual report, corresponding to 2015.

FIFTH: Unanimously approved by all present, all the terms of the Trust’s Nominations Committee annual report, corresponding to 2015.

SIXTH: Unanimously approved by all present, all the terms of the Trust’s Nominations Debt Surveillance Committee annual report, corresponding to 2015.

SEVENTH: Unanimously approved by all present, all the terms of the Trust’s Financial Committee annual report, corresponding to 2015.

EIGHTH: Unanimously approved by all present, all the terms of the External Auditor’s annual report, in accordance with the main rules and accounting principles as well as the information used in the preparation of the Trust’s financial information, corresponding to 2015.

NINTH: Unanimously approved by all present, all the terms of the annual report in reference to the fulfillment of tax obligations by the Trust, as delivered by the Trust Administrator and corresponding to the 2015 period.

TENTH: Unanimously approved by all present, all the terms of the Trust’s Financial Results, corresponding to the period ended December 31, 2015.

ELEVENTH: Unanimously approved by all present, the nominations of the Members of the Board, both Proprietary as well as Independent, who currently comprise the Trust’s Technical Committee, under the understanding that they will continue their responsibilities until the dates they are removed or they resign from their respective positions or are substituted by those names as successors. In virtue of the aforementioned, the Technical Committee will continue to be comprised of the following:

Proprietary Members

     

Independent Members

Victor Zorrilla Vargas Everardo Elizondo Almaguer
Joel Zorrilla Vargas Adrián Enrique Garza de la Garza
Oscar Eduardo Calvillo Amaya Alberto Rafael Gómez Eng
José Gerardo Clariond Reyes-Retana Héctor Medina Aguiar
Robert Jaime Dotson Castrejón Marcelo Zambrano Lozano
Juan Carlos Hernáiz Vigil
Adrian Jasso
Santiago Pinson Correa
 

TWELFTH: Unanimously approved by all present, the substitution, effective immediately, of Mr. Juan Carlos Calderón Guzmán, as substitute for the Trust Technical Committee Proprietary Member, Mr. Santiago Pinson Correa.

THIRTEENTH: Unanimously approved by all present, the designation, effective immediately, of Mr. Antonio de Jesús Sibaja Luna, as the substitute of Mr. Santiago Pinson Correa as the Trust Technical Committee Proprietary Member.

FOURTEENTH: Unanimously approved by all present, the ratification of the roles of all other substitute Trust Technical Committee Proprietary Members.

FIFTEENTH: In accordance with the aforementioned, it was unanimously approved by all present, the designation or the ratification of the Trust Technical Committee Proprietary Member substitutes, in the following manner; with the understanding that all alternates herein designated will continue their responsibilities until the dates they are removed or they resign from their respective positions or are substituted by those names as successors:

Proprietary Member

     

Alternates

Victor Zorrilla Vargas Diego Zorrilla Vargas
Joel Zorrilla Vargas Daniel Arán Cárdenas
Oscar Eduardo Calvillo Amaya Alejandro Javier Leal Isla Garza
José Gerardo Clariond Reyes-Retana José Pedro Saldaña Lozano
Robert Jaime Dotson Castrejón José Pedro Valenzuela Rionda
Juan Carlos Hernáiz Vigil María Fernanda Hernáiz Leonardo
Adrian Jasso Roberto Simón Woldenberg
Santiago Pinson Correa Antonio de Jesús Sibaja Luna
 

SIXTEENTH: Unanimously approved by all present, the fees for the Trust Technical Committee independent members, as follows: (i) Ps. 32,750.00 (thirty two thousand, seven hundred and fifty pesos 00/100) for their participation to each session of the Trust Technical Committee; and (ii) Ps. 27,000.00 (twenty seven thousand 00/100 pesos) for participation to each session of other committees, which are part of the Trust, with the understanding that, in either case, their participation may be either in person or via telephone. The aforementioned will have retroactive effect as of April 1, 2016.

SEVENTEENTH: Unanimously approved by all present, the Shareholders’ Meeting confirms understanding of the property assets of the Trust to date.

EIGHTEENTH: Unanimously approved by all present, the processes and acquisitions of fixed assets that conform the Trust’s capital, corresponding to fiscal year 2015.

NINETEENTH: Unanimously approved by all present, the implementation of the Recurring Issuer Program with respect to the current Debt Issuance Program, approved by the Shareholders’ Meeting on September 4, 2015, considering that:

(i) The total debt amount issued under this modality shall not exceed Ps. 3,124.7 million, or its equivalent in UDIS or U.S. dollars, remaining from the Debt Issuance Program previously authorized by this Shareholders’ Meeting on September 4, 2015; and

(ii) All agreements approved by this Shareholders’ Meeting on September 4, 2015 derived from the Debt Issuance Program, will remain current.

TWENTIETH: Unanimously approved by all present, Recurring Issuer Program is established, in accordance with the characteristics described in this item, considering that:

(i) The total Capital amount issued shall not exceed 200,000,000 CBFIs; and

(ii) The Shareholders’ Meeting will keep the power to determine dates, amounts and definitive characteristics of each of the Capital issuances under this Program.

TWENTY FIRST: The Common Representative was designated as a special delegate, so that, the items approved at this Shareholders’ Meeting may be formalized with a public notary, and the adopted Resolutions may be published.

TWENTY SECOND: Unanimously approved by all present, the minutes of this Shareholders’ Meeting.

About the Company

Fibra Inn is a Mexican trust formed primarily to acquire, develop, operate and rent a broad range of hotel properties in Mexico aimed at the business traveler. The Company has signed franchise, license and brand usage agreements with international hotel brands for the operation of global brands as well as the operation of national brands. Additionally, the Company has development agreements. These hotels enjoy some of the industry’s top loyalty programs. Fibra Inn trades its Real Estate Certificates (Certificados Bursátiles Fiduciarios Inmobiliarios or “CBFIs”) on the Mexican Stock Exchange under the ticker symbol “FINN13”; its ADRs trade on the OTC market in the U.S. under the ticker symbol “DFBRY”.

For more information, please visit: www.fibrainn.mx

Note on Forward-Looking Statements

This press release may contain forward-looking statements. These statements are statements that are not historical facts, and are based on management’s current view and estimates of future economic circumstances, industry conditions, Company performance and financial results. Also, certain reclassifications have been made to make figures comparable for the periods. The words “anticipates”, “believes”, “estimates”, “expects”, “plans” and similar expressions, as they relate to the Company, are intended to identify forward-looking statements. Statements regarding the declaration or payment of dividends, the implementation of principal operating and financing strategies and capital expenditure plans, the direction of future operations and the factors or trends affecting financial condition, liquidity or results of operations are examples of forward-looking statements. Such statements reflect the current views of management and are subject to a number of risks and uncertainties. There is no guarantee that the expected events, trends or results will actually occur. The statements are based on many assumptions and factors, including general economic and market conditions, industry conditions, and operating factors. Any changes in such assumptions or factors could cause actual results to differ materially from current expectations.

Contacts

In Monterrey, Mexico:
Fibra Inn
Lizette Chang, 52 1 (81)1778-5926
IRO
lchang@fibrainn.mx
Twitter: @fibrainn
or
In New York:
i‐advize Corporate Communications, Inc.
Maria Barona, 212-406-3691
mbarona@i‐advize.com

Contacts

In Monterrey, Mexico:
Fibra Inn
Lizette Chang, 52 1 (81)1778-5926
IRO
lchang@fibrainn.mx
Twitter: @fibrainn
or
In New York:
i‐advize Corporate Communications, Inc.
Maria Barona, 212-406-3691
mbarona@i‐advize.com