
18 June 2025
KCR Residential REIT plc
("KCR" or the "Company")
Requisition of General Meeting
KCR Residential REIT plc, the residential REIT group, announces that on 13 June 2025, the board of KCR ("Board") received a letter dated 12 June 2025 from a consortium of KCR shareholders requisitioning a general meeting ("GM") of the Company's shareholders (the "Requisition"). The letter states that the consortium of shareholders requisitioning the GM hold, between them, in excess of 20 per cent. of the issued share capital of KCR.
The letter requests that the Company convenes a general meeting of the Company's shareholders pursuant to section 303 of the Companies Act 2006 (the "Act") to consider resolutions to reconstitute the Board by removing the current directors from office (including the 'Representative Directors' as defined in the Company's articles of association appointed by Torchlight Fund LP, the Company's majority shareholder), the appointment of replacement directors (executive and non-executive) and that the newly constituted board of the Company initiates a strategic review for further shareholder approval.
The Board is satisfied that the Requisition has been duly made and, accordingly, will, by no later than 4 July 2025, post a circular to shareholders including a notice convening the GM in accordance with section 304 of the Act.
Shareholders should be aware that Torchlight Fund LP, which holds 23,100,000 Ordinary Shares in KCR, representing approximately 55.44 per cent of the issued share capital of KCR, has notified the Company that it intends to exercise its rights to vote against all of the resolutions to be proposed at the GM. As such, all such resolutions will fail.
Further announcements will be made in due course.
The information contained within this announcement is deemed by the company to constitute Inside Information as stipulated under the Market Abuse Regulation (E.U.) No. 596/2014, as it forms part of U.K. domestic law under the European Union (Withdrawal) Act 2018, as amended. Upon the publication of this announcement via a regulatory information service, this information is considered to be in the public domain.
The Directors of the Company are responsible for the content of this announcement.
For further information please contact:
KCR Residential REIT plc Russell Naylor, Executive Director | Tel: +44 (0)7749 963 033 |
| |
Cairn Financial Advisers LLP (Nomad) Emily Staples / Louise O'Driscoll
| Tel: +44 (0)20 7213 0880
|
Zeus Capital Limited (Broker) Louisa Waddell
| Tel: +44 (0)20 7614 5000
|
Caution regarding forward looking statements
Certain statements in this announcement, are, or may be deemed to be, forward looking statements. Forward looking statements are identified by their use of terms and phrases such as ''believe'', ''could'', "should" ''envisage'', ''estimate'', ''intend'', ''may'', ''plan'', ''potentially'', "expect", ''will'' or the negative of those, variations or comparable expressions, including references to assumptions. These forward-looking statements are not based on historical facts but rather on the Directors' current expectations and assumptions regarding the Company's future growth, results of operations, performance, future capital and other expenditures (including the amount, nature and sources of funding thereof), competitive advantages, business prospects and opportunities. Such forward looking statements reflect the Directors' current beliefs and assumptions and are based on information currently available to the Directors.
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