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Fibra Inn Announces Resolutions of General Ordinary Shareholders’ Meeting

MONTERREY, Mexico, April 30, 2019 (GLOBE NEWSWIRE) -- Deutsche Bank Mexico, S.A., Banking institution, Trust Division F/1616 or Fibra Inn (BMV: FINN13, ADR OTC: DFBRY) (“Fibra Inn” or “the Company”), an internally managed Mexican real estate investment trust specializing in the hotel industry serving the business traveler with global brands, announced today the resolutions adopted at its Ordinary Shareholders’ Meeting (the “Meeting”) which took place on April 29, 2019.

RESOLUTIONS

FIRST – Approved the Annual Report regarding the Trust’s activities for the fiscal period ended December 31, 2018.

SECOND – Approved the Annual Report regarding Technical Committee activities for the 2018 fiscal period.

THIRD – Approved the Annual Report regarding Auditing Committee activities for the 2018 fiscal period.

FOURTH – Approved the Annual Report of the Practices Committee activities for the fiscal 2018 period.

FIFTH – Approved the Annual Report of the Nominations and Compensations Committee activities for the fiscal 2018 period.

SIXTH – Approved the Annual Report of the Financial Committee activities for the fiscal 2018 period.

SEVENTH – Approved the Annual Report of the Trust’s Investment Committee activities for the fiscal 2018 period.

EIGHTH – Approved the External Auditor’s report, corresponding to the main policies and accounting criteria and information utilized in the preparation of the Trust’s financial information for the fiscal 2018 period.

NINTH – Approved the report in reference to the fulfillment of Trust’s tax obligations, rendered by the Administrator and corresponding to the fiscal 2018 period.

TENTH – The Trust’s financial statements corresponding to the period ended December 31, 2018 were approved by the majority of CBFIs holders present.

ELEVENTH – The Meeting qualified the independence of Mr. Adrían Enrique Garza de la Garza and ratifies him as an Independent Member of the Technical Committee.

TWELTH – The Meeting qualified the independence of Mr. Alberto Rafael Gómez Eng and ratifies him as an Independent Member of the Technical Committee.

THIRTEENTH – The Meeting qualified the independence of Mr. Héctor Medina Aguiar and ratifies him as an Independent Member of the Technical Committee.

FOURTEENTH – The Meeting qualified the independence of Mr. Marcelo Zambrano Lozano and ratifies him as an Independent Member of the Technical Committee.

FIFTEENTH – The Meeting qualified the independence of Mr. Santiago Pinson Correa and ratifies him as an Independent Member of the Technical Committee.

SIXTEENTH – Approved the updating of fees corresponding to Independent Members under the following terms: (i) the amount of Ps. 37,500.00 (thirty-seven thousand and five hundred Mexican pesos) for each Trust Technical Committee session attended; and, (ii) the amount of Ps. 30,900.00 (thirty thousand and nine hundred Mexican pesos) for attending each session of the Practices Committee, the Auditing Committee, the Nominations and Compensations Committee, the Financial Committee, the Investment Committee, and any Committee that is formed to support the Technical Committee in its functions, regardless of whether these attendances are in person or via telephone. The aforementioned will have retroactive effect as of April 1, 2019.

SEVENTEENTH – The Meeting was informed of the ratification of the two Technical Committee’s proprietary members and their respective alternates, appointed via the Founding Partner Trust, as established by the Trust. Additionally, the Meeting was informed of the ratification of the President of said Technical Committee.          

Proprietary Member Alternates
Victor Zorrilla Vargas (President) José Francisco Clariond Castañeda
Joel Zorrilla Vargas Adrian Jasso

EIGHTEENTH – Under the SEVENTEENTH resolution, as well as the ELEVENTH, TWELFTH, THIRTEENTH, FOURTEENTH and FIFTEENTH resolutions and the Ninth Clause, section 9.1.2. of the Trust, the Shareholders’ Meeting was informed that the Technical Committee is comprised in the following manner, with the understanding that each member will remain in their position until the date they are removed or resign from said Committee and are replaced by whoever is designated as their successor:

Proprietary Member Function Alternate
Victor Zorrilla Vargas (President) Proprietary Member, appointed by the Founding Trust José Francisco Clariond Castañeda
Joel Zorrilla Vargas Proprietary Member, appointed by the Founding Trust Adrian Jasso
Oscar Eduardo Calvillo Amaya Management Member Miguel Aliaga Gargollo
Adrián Enrique Garza de la Garza Independent Member N/A
Alberto Rafael Gómez Eng Independent Member N/A
Héctor Medina Aguiar Independent Member N/A
Marcelo Zambrano Lozano Independent Member N/A
Santiago Pinson Correa Independent Member N/A

NINETEENTH – The Meeting was informed of the cancellation of the Share Repurchase Fund which was not exercised to date, for the amount of Ps. 132,959,714.00 (one hundred and thirty two million, nine hundred and fifty-nine thousand and seven hundred and fourteen Mexican pesos) and had been originally approved at the Ordinary General Shareholders’ Meeting on April 26, 2018, in the amount of Ps. 250,000,000.00 (two hundred and fifty million Mexican pesos).

TWENTIETH – Approved the creation of a new Repurchase Fund for the repurchase of the Trust’s CBFIs for a maximum amount of up to Ps. 250,000,000.00 (two hundred and fifty million Mexican pesos) for the 12-month period following April 30, 2019; not to exceed 5% of the total CBFIs issued by the Trust, in accordance with current legislation.

TWENTY-FIRST –Approved the appointment of Oscar Eduardo Calvillo Amaya, Miguel Aliaga Gargollo and Laura Nelly Lozano Romero as Special Delegates to fulfill the resolutions approved during the Meeting, so that, either individually, or jointly, they instruct the Trust’s Fiduciary of any action necessary to fulfill the resolutions approved at the Meeting.

TWENTY-SECOND – Declared the approval and signature of the Resolutions taken at the 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.

***

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”.

www.fibrainn.mx

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.

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