BTB Real Estate Investment Trust T.BTB.DB.G

BTB REIT - Proposals for Upcoming AGM

[b919191]

I am trying to reach out to suffering BTB REIT unitholders (TSX:BTB-UN – ‘BTB’), who may be interested by my efforts to improve BTB's governance. I submitted an Open Letter to Canadian regulators via Sedar+ on February 23rd, 2024, the board of trustees of BTB (the ‘Board’) received it on February 28th, 2024. It is available in its complete version at this link : https://tinyurl.com/3wpkr4tm. Please note the cautionary statement included in the Open Letter.

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The Open Letter formally asks the Board to present the proposals below for a vote by unitholders at BTB’s upcoming AGM:

 

1- Independent investigation of the Board’s Governance and Human Resource (‘GHR’) committee to establish how material mis-statements appeared in BTB’s past management information circulars;

 

2- Change focus to pay management for long-term performance instead of short-term performance;

 

3- Binding annual vote on adequacy of BTB leadership compensation (‘Say-on-Pay’);

 

4- Mandatory abstention from voting on any proposal by BTB leadership members having a personal interest in the proposal being voted upon;

 

5- Prohibition from serving on any other board for BTB trustees, except for pro bono roles.

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I have never seen a publicly-listed company with executive compensation policies as mis-aligned with the interests of long-term owners, as those used by the Board.

While the Board focuses on generously paying BTB’s management regardless of the operational and financial performance delivered, it has ignored the growing frustration of BTB’s owners recorded at the last BTB AGMs : An urgent intervention is required.

[rabnud]

well done there Post by b919191  thats a pretty well defined  letter to the BOD  It shows that even though this is a so called public company theses guys run as their own personal ATM  I can just imagine the cost to us of their so called expense accounts, cell phones, vehicles etc also 

[b919191]

Thanks for the kind words. Feel free to share that letter with other unitholders... let's start a healthy debate. Also to be clear, you can copy and paste the proposals and send them to the company yourself to increase their odds of being included for a vote.

[garyreins]

Although your concerns may be true I find this reit has performed well relative to its peers past 3 years only declining 25% while others have done 30 to 60%. In addition the dividend and affo is stable.  So results are not terrible in this environment. 

[b919191]

Hi Gary Thanks for your feedback, The dividend and the AFFO have declined or been stagnant when you consider a longer time horizon than 3 years, and note that its easy to do well over 3 years from the lower disastrous base you put yourself in after messing up for the eon years before that..  current management has been running the show for 16+ years. -------- We encourage you to read

[b919191]

From the Open Letter...   Dear Fellow BTB Unitholder,   Over the past few years, we have indicated our displeasure with the board of trustees (‘Board’) of BTB by voting in increasing numbers against the re-election of its members. Against rules of common sense, after recording our warning at the 2022 annual general meeting of unitholders (‘AGM’), the

[b919191]

Proposal 1 Investigation of the Governance and Human Resource committee RESOLVED that an investigation of BTB’s Governance and Human Resource committee (‘GHR’) will be launched immediately. This investigation shall be (i) led by a prominent and reputable law firm without outstanding conflicts of interests and (ii) paid for by the trustees who were part of GHR when improper behavior occurred.