UK COMMERCIAL PROPERTY TRUST LIMITED
18 OCTOBER 2016
The discount control policy of UK Commercial Property Trust Limited (the "Company") provides that if the market price of the ordinary shares of 25 pence each in the Company (the "Shares") is more than 5 per cent. below the published net asset value ("NAV") for a continuous period of 90 dealing days or more, following the second anniversary of the Company's most recent continuation vote in relation to the discount control policy, the Directors will convene an extraordinary general meeting ("EGM") to be held within three months to consider an ordinary resolution for the continuation of the Company. The most recent continuation vote in relation to the share buy back policy was held on 15 June 2009.
The Company announces that the closing market price of the Shares had been more than 5 per cent. below the published NAV for more than 90 continuous days up to 11 October 2016. As at 14 October 2016 the discount was 5.7 per cent. In accordance with the discount control policy, the Board therefore intends to convene an extraordinary general meeting to consider a resolution (the "Continuation Resolution") to approve the continuation of the Company.
The Company will publish a circular shortly convening the extraordinary general meeting to be held 9 November 2016 (the "EGM") to consider the Continuation Resolution.
Shareholders will also be sent a form of proxy for use at the EGM. Whether or not shareholders propose to attend the EGM, they should complete the form of proxy and return it in accordance with the instructions printed thereon. Completion and return of the form of proxy will not prevent Shareholders from attending and voting in person at the EGM, should they so wish. The Continuation Resolution will be proposed as an ordinary resolution, as such the Continuation Resolution will require the approval of over 50 per cent. of shareholders entitled to vote to be passed.
The Board considers that the continuation of the Company is in the best interests of Shareholders as a whole. Accordingly, the Board unanimously recommends all shareholders vote in favour of the Continuation Resolution. The Directors, who in aggregate have an interest in 125,000 Shares (being 0.01 per cent. of the issued share capital), intend to vote their entire beneficial holdings in favour of the Continuation Resolution.
Phoenix Life Limited and Phoenix Life Assurance Limited, the Company's largest shareholders, have irrevocably undertaken to vote in favour of the Continuation Resolution. Phoenix Life Limited and Phoenix Life Assurance Limited hold in aggregate 47.87 per cent. of the issued Shares.
If the Continuation Resolution is not passed then, in accordance with the discount control policy, the Directors will convene a further extraordinary general meeting of the Company to be held within six months of the date of the EGM to consider the winding up of the Company or a reconstruction of the Company which offers all shareholders the opportunity to realise their investment.
For further information please contact:
Will Fulton, Standard Life Investments
Tel: 0131 245 2799
Graeme McDonald, Standard Life Investments
Tel: 0131 245 3151
Douglas Armstrong, Dickson Minto W.S.
Tel: 020 7649 6823