MONTERREY, Mexico--(BUSINESS WIRE)--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 internally managed and specializing in the hotel industry serving the business traveler with global brands, informs regarding the resolutions approved at the Extraordinary and Ordinary Shareholders’ Meeting for its CBFI holders that took place on April 28, 2017.
Resolutions of Extraordinary Meeting
The Meeting was held and cancelled as there was insufficient quorum to approve the Meeting points.
Resolutions of Ordinary Meeting
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, 2016.
SECOND: Unanimously approved by all present, all the terms of the Trust’s Technical Committee annual report, corresponding to 2016.
THIRD: Unanimously approved by all present, all the terms of the Trust’s Auditing Committee annual report, corresponding to 2016.
FOURTH: Unanimously approved by all present, all the terms of the Trust’s Practices Committee annual report, corresponding to 2016.
FIFTH: Unanimously approved by all present, all the terms of the Trust’s Nominations and Compensations Committee annual report, corresponding to 2016.
SIXTH: Unanimously approved by all present, all the terms of the Trust’s Financial Committee annual report, corresponding to 2016.
SEVENTH: Unanimously approved by all present, all the terms of the Trust’s Debt Surveillance Committee annual report, corresponding to 2016.
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 2016.
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 2016 period.
TENTH: Unanimously approved by all present, all the terms of the Trust’s Financial Results, corresponding to the period ended December 31, 2016.
ELEVENTH: Approved with a 99.96% favorable vote, the designation of the ratification of, both Proprietary as well as Independent members, who currently comprise the Trust’s Technical Committee, in the following manner, with 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:
|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|
|Santiago Pinson Correa|
TWELFTH: Approved with a 99.96% favorable votes the designation or the ratification of the Trust Technical Committee Proprietary Member alternates, 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 named as successors:
|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|
THIRTEENTH: Unanimously approved by all present, the fees paid to the Trust Technical Committee Independent Members, as follows: (i) Ps. 34,000.00 for their participation to each session of the Trust Technical Committee; and (ii) Ps. 28,000.00 for participation to each session of Practices Committee, the Auditing Committee, the Nominations and Compensations Committee, the Debt Surveillance Committee, the Financial Committee, the Investment Committee, or any other committees that exist to support 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, 2017.
FOURTEENTH: Unanimously approved by all present, the cancellation of Ps. 264,610,552 from the Share Repurchase Program that were not exercised and were approved at the General Ordinary Shareholders’ Meeting that took place on January 20, 2017.
FIFTEENTH: Unanimously approved by all present, the creation of a new Share Repurchase Program for the Trust’s CBFIs up to an amount of Ps. 245,000,000, for the period up to the now and until the next General Annual Shareholders’ Meeting that will take place in 2018. This amount may not exceed 5% of the total number of CBFIs issued by the Trust, as per the limits established by the current applicable law.
SIXTEENTH: Unanimously approved by all present, Mr. Oscar Eduardo Calvillo Amaya, Mr. Miguel Aliaga Gargollo and Ms. Laura Nelly Lozano Romero as special delegates of this Meeting so that, individually or jointly, they may instruct the Trust’s Fiduciary to carry out any act necessary to comply with the Resolutions approved at this Meeting.
SEVENTEENTH: Unanimously declared the approval and signature of the Resolutions taken at the Ordinary Shareholders’ Meeting and instructs the Fiduciary to realize all of the items herein discussed, taking the present document as a letter of instruction for all legal effects that take place.
EIGHTEENTH: Unanimously and notwithstanding any other Resolutions of this Meeting, the Common Representative was designated as a special delegate, so that, the items approved at this Shareholders’ Meeting may be formalized with the public notary of their choosing and that the adopted Resolutions may be published in the corresponding Public Registry of Commerce.
About the Company
Fibra Inn is a Mexican trust formed primarily to acquire, develop 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”.
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.