The Susan L. Ciciora Trust Submits Stockholder Proposals to Management of DWS RREEF Real Estate Fund II, Inc., Expresses Conc...
2009年7月23日 - 8:14AM
ビジネスワイヤ(英語)
The Susan L. Ciciora Trust today resubmitted various stockholder
proposals to the management of DWS RREEF Real Estate Fund II, Inc.
(AMEX: SRO). The proposals seek to move SRO in a different
direction by terminating the current investment managers, Deutsche
Asset Management, Inc. and RREEF America, L.L.C. The proposals also
seek to hold the Board of Directors of SRO accountable to the
stockholders for what the trust believes are stalling tactics in
conducting its annual meeting, including amendments to SRO�s
bylaws, which forced the trust, as a stockholder, to resubmit its
proposals. Further, Stewart Horejsi, a spokesperson for the trust,
expressed concern regarding the relationship between Deutsche Asset
Management, Inc., and Deutsche Bank AG. Deutsche Asset Management,
Inc. is the investment manager for SRO and a wholly owned
subsidiary of Deutsche Bank AG. Deutsche Bank AG is reportedly
under investigation by German prosecutors for alleged spying
activities on board members and/or activist stockholders.
On April 9, 2009, the Board of SRO implemented a �Rights
Agreement" which would trigger dilutive rights dividends if the
trust purchases additional shares of SRO. The trust believes this
"poison pill," in conjunction with other anti-stockholder measures,
is designed to discourage the trust from purchasing additional
shares and denies stockholders who may want to sell shares their
most likely prospect for much needed price support. Mr. Horejsi
said that �SRO�s management announced that the poison pill was to
'protect the interest of stockholders pending stockholder
consideration of a proposed plan of liquidation of the fund.'
Stockholders defeated this plan of liquidation on May 20, 2009, so
it is time to terminate these obstructive measures which serve only
to harm stockholders.� Mr. Horejsi went on to say that �the trust
successfully fought a proxy fight against a sister-fund, SRQ, and
defeated management�s previous attempt to liquidate. The continued
erosion of stockholder value has gone on long enough! The
stockholders have voted, and many of them have communicated to the
trust that they share our belief that Deutsche Asset Management,
Inc. and RREEF America, L.L.C. are simply no longer fit to manage
the fund. Fortunately, it only requires a majority of the fund�s
outstanding voting securities to fire these advisers and hire more
competent managers.�
Mr. Horejsi added that �the trust has become increasingly
alarmed at the motives of Deutsche Asset Management, Inc. with
regard to their stalling tactics. Last week they amended SRO�s
bylaws to make it more difficult for stockholders to submit their
proposals to fund management. Yesterday, I read in The Wall Street
Journal that Deutsche Bank AG �has dismissed two top executives
following an internal investigation into whether [Deutsche Bank AG]
conducted surveillance on a board member and others [including an
activist shareholder].� This has prompted prosecutors in Germany to
open an investigation into what else is going on at Deutsche Bank
AG! I am very concerned about what is happening with SRO and its
management, and I believe that stockholders� attempts to guide
SRO�s assets in a different direction should not be thwarted at
every turn. Quite simply, I have concerns of corporate malfeasance
at Deutsche Asset Management, Inc. due to its ownership by Deutsche
Bank AG.�
The trust is a large stockholder of SRO, owning approximately 5%
of the outstanding shares of SRO. The trust has been an active and
vocal investor in the Fund and, on February 25, 2009, sent a letter
to SRO and its board of directors proposing, among other things,
termination of SRO's investment advisers, a new slate of directors,
and better corporate governance standards and other ideas to
enhance stockholder value. Copies of the letters were filed with
the Securities and Exchange Commission and can be viewed at the
trust�s website at www.srqsro.com or on the SEC�s website at
www.sec.gov. No meaningful response was provided by the SRO board
and, given that the board has very little incentive to manage the
Fund due to its members' lack of any ownership, the trust decided
that it should bring the substantial experience and skill of its
affiliated registered investment advisers to the table and offer a
better alternative to SRO�s stockholders.
More information can be located at www.srqsro.com.
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から 1 2024 まで 1 2025