Each Participant (being a non-employee trustee of the REIT) may elect in advance to receive up to 100% of his or her Trustee Retainer Fees otherwise payable in cash in the form of Deferred Units ("Elected DUs"), with the REIT potentially also granting "Granted DUs." Each Granted DU or Elected DU (collectively, "Deferred Units") will vest immediately on grant and is intended to be economically equivalent to one REIT Unit (a "Unit").
See also Calloway REIT elimination of subtrust through s. 107.4 transfer and s. 132.2 merger (including diagram) below.
The REIT is a SIFT trust (and not a REIT for income tax purposes) indirectly carrying on a hotel business. It holds a subsidiary real estate LP (Temple LP) through a subsidiary Ontario unit trust (TR Trust). It will convert to a public corporation (New Temple) under a CBCA plan of arrangement pursuant to s. 85.1(8).
Proposed Plan of Arrangement under the CBCA under which all the outstanding units of the (TSX-listed) Fund are exchanged on a one-for-one basis for common shares of a recently-incorporated CBCA corporation (WesternOne Inc.) (with the one initial share of WesternOne Inc. heretofore held by the Fund cancelled.)
The Trust's Declaration of Trust is proposed to be amended to accommodate the extension of the term of the Trust to 2019 and a revised structure (reflecting the introduction of the character conversion rules) under which it will hold its subordinated bank securities (including European bank securities) and other securities directly rather than indirectly through a forward purchase and sale structure.
The Manager (Marret Asset Management Inc.) is seeking the approval of unitholders to approve extending the termination date of the Fund by five years to October 31, 2019 (the "Continuation"), and amending the Fund's investment objectives and management fee provisions.
