This notice provides holders of Bricks (Brick Holders) in BrickX Trust No. 11 (Trust No. 11) with the outcome from the meeting that was held at 10.00 am (Melbourne time) on Thursday 26 September 2024 to consider the following two resolutions set out in the Notice of Meeting (for further details please refer to ‘Notice of Meeting – BrickX Trust No. 11’) in respect of the Property located at 10 Shamrock Street, Brunswick West VIC, 3055 (Property):
Resolution 1 – Approval to issue Bricks with General power
Brick Holders were asked to approve the offer and issue of 6,000 additional bricks in Trust 11 at a value of $81.85 per brick, with subscription funds being used to replenish the cash reserve and extinguish all debt held by Trust No. 11.
As part of this resolution, Brick Holders were asked to authorise each director and company secretary of the Trustee to do all things necessary or desirable to give effect to the offer and issue of those Bricks.
Resolution 1 was an extraordinary resolution and would only be passed if Brick Holders who collectively hold at least 50% of the Bricks on issue in Trust No. 11 – that is, at least 5,000 out of the 10,000 Bricks on issue – vote in favour.
Resolution 2 – General power
Brick Holders were asked that, should Resolution1 not be approved, or should Resolution 1 be approved but the offer and issue referred to in Resolution 1 not be fully subscribed by 31 October 2024, then Brick Holders approved the Property being offered for sale and sold at a price on such terms as the Trustee considers reasonable in the circumstances but having due regard to the independent valuation of the property obtained as at 30 June 2024 (being $1,250,000), and that this authorization be in place until 30 December 2024 (which may be extended to 31 March 2025 in the discretion of the Trustee if considered necessary in the circumstances).
As part of this resolution, Brick Holders were asked to authorise each director and company secretary of the Trustee to do all things necessary or desirable to give effect to the offer and sale of the property, including to wind up Trust No. 11 once the property is sold as there will no longer be any material assets in Trust No. 11 at that time.
Resolution 2 was an extraordinary resolution and would only be passed if Brick Holders who collectively hold at least 50% of the Bricks on issue in Trust No. 11 – that is, at least 5,000 of the 10,000 BrickX on issue – vote in favour of the Resolution. Resolution 2 may also pass should Resolution 1 not be passed.
Outcome of Vote
The voting process was independently managed by CorpVote Pty. Ltd. They advised that a total of 4,296 Bricks (out of 10,000 Bricks) were voted in respect of Resolution 1 and a total of 4,297 Bricks (out of 10,000 Bricks) were voted in respect of Resolution 2.
The results of the votes on each Resolution are set out below:
| For | Against | Abstain | Declaration |
| Resolution 1* | |||
| 2,409 | 1,553 | 334 | Not Passed |
| Resolution 2* | |||
| 3,251 | 751 | 295 | Not Passed |
* Resolution 1 votes are shown as a proportion of the total number of votes that may be cast by Brick Holders in the BrickX Trust No. 11 who are entitled to vote (10,000).
As can be seen from the results, while a majority of the votes that were cast were in favour of each Resolution, neither Resolution received the required approval (being a minimum of 5,000 votes being cast in favour of the Resolution).
What happens now?
With both Resolutions failing to be passed by Brick Holders, the Trustee has, in accordance with Clause 4.2 (b) of the Trust Deed for Trust No.11 and as contemplated by the Notice of Meetings, determined that the Trust be terminated and will be wound up in accordance with the Trust Deed for Trust No.11 due to Trust No. 11 being unable to financially support itself or meet its ongoing obligations.
The Trustee will now proceed to sell the Property as outlined in the Notice of Meeting and distributions of the sale proceeds to Brick Holders will be made in accordance with the Trust Deed. Further notice will be given to Brick Holders when any material new developments occur in this process.
Given this outcome, the trading halt for Bricks in Trust No.11 will remain in place.
If you have any further questions, please refer to our Help Centre or contact info@brickx.com.
