BETHESDA, Md.--(BUSINESS WIRE)--LaSalle Hotel Properties (NYSE: LHO) today announced that its Board of Trustees (the “Board”), in connection with its regular review of the Company’s corporate governance structure, unanimously voted to adopt governance enhancements, including the adoption of proxy access rights.
The new proxy access bylaw permits a shareholder, or a group of up to 20 shareholders, owning at least 3% of the outstanding Common Shares continuously for at least the prior three years (each such shareholder or group of shareholders, an “Eligible Shareholder”) to nominate for election to the Board, and include in the Company’s proxy materials for its annual meeting of shareholders, nominees representing the greater of two trustees or 20% of the number of trustees then serving on the Board.
Additionally, the Board determined that it was in the best interests of the Company and its shareholders to amend the Bylaws to add a provision which permits shareholders to amend the Company’s Bylaws (the “Proposed Bylaw Amendment”). The effectiveness of the Proposed Bylaw Amendment is conditioned on shareholder approval at the 2018 annual meeting of shareholders.
Pursuant to the Proposed Bylaw Amendment, in addition to the Board having the right to adopt, alter or repeal any provision of the Bylaws and to make new Bylaws, the Bylaws may be adopted, altered or repealed, and new Bylaws may be made, pursuant to a binding proposal that is (a) submitted to the shareholders for approval at a duly called annual meeting or special meeting of shareholders by an Eligible Shareholder and (b) approved by the affirmative vote of the holders of a majority of the outstanding shares entitled to vote on such proposal.
The Board also voted to add an exclusive forum provision to the Bylaws, which identifies certain Maryland courts as the sole and exclusive forum for certain actions brought on behalf of or against the Company. The exclusive forum provision will enhance the Company’s ability, on behalf of its shareholders, to address any such actions in a more efficient and, therefore, cost-effective way.
About LaSalle Hotel Properties
LaSalle Hotel Properties is a leading multi-operator real estate investment trust. The Company owns 41 properties, which are upscale, full-service hotels, totaling approximately 10,400 guest rooms in 11 markets in seven states and the District of Columbia. The Company focuses on owning, redeveloping and repositioning upscale, full-service hotels located in urban, resort and convention markets. LaSalle Hotel Properties seeks to grow through strategic relationships with premier lodging groups, including Hilton Hotels Corporation, Marriott International, Outrigger Lodging Services, Noble House Hotels & Resorts, Hyatt Hotels Corporation, Benchmark Hospitality, Two Roads Hospitality, Davidson Hotel Company, Kimpton Hotel & Restaurant Group, LLC, Accor, HEI Hotels & Resorts, JRK Hotel Group, Inc., Viceroy Hotel Group, Highgate Hotels, Access Hotels & Resorts, and Provenance Hotels.
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