Notice CHAPEL 2007 B.V.

THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

This notice is made pursuant to section 5:25i of the Act on Financial Supervision (Wet op het financieel toezicht), pursuant to which inside information should be made forthwith available .

If you are in any doubt as to the action you should take, you are recommended to seek your own financial, legal or other advice immediately from your stockbroker, bank manager, solicitor, accountant or other appropriately authorised independent financial adviser.

CHAPEL 2007 B.V.
(the "Issuer")

Notice is hereby given with respect to notes of each of the following class(es):

€ 321,000,000 Senior Class A1 Asset-Backed Notes 2007 due 2066, issue price 100 per cent. ISIN: XS0287346976

Time of Noteholders Meeting 21 September 2011 at 13.30hrs CET  

€ 13,800,000 Senior Class B Asset-Backed Notes 2007 due 2066, issue price 100 per cent. ISIN XS0287349566

Time of Noteholders Meeting 21 September 2011 at 13.45hrs CET  

€ 23,500,000 Mezzanine Class C Asset-Backed Notes 2007 due 2066, issue price 100 per cent. ISIN XS0287351463

Time of Noteholders Meeting 21 September 2011 at 14.00hrs CET  

€ 17,900,000 Mezzanine Class D Asset-Backed Notes 2007 due 2066, issue price 100 per cent. ISIN XS0287352198

  Time of Noteholders Meeting 21 September 2011 at 14.15hrs CET  

€ 13,800,000 Junior Class E Asset-Backed Notes 2007 due 2066, issue price 100 per cent. ISIN XS0287352511

  Time of Noteholders Meeting 21 September 2011 at 14.30hrs CET  

€ 13,800,000 Subordinated Class F Notes 2007 due 2066, issue price 100 per cent. ISIN XS0290510626

Time of Noteholders Meeting 21 September 2011 at 14.45hrs CET  

€ 6,900,000 Subordinated Class G Notes 2007 due 2066, issue price 100 per cent. ISIN XS0290516409

Time of Noteholders Meeting 21 September 2011 at 15.00hrs CET  

(the "Notes" and each class of Notes, a "Class of Notes" and together the "Classes of Notes" and the holders thereof the "Noteholders" )

Amsterdam, 3 September 2011

INFORMATION AND INVITATION

The Notes are backed by certain loan receivables originated by DSB Bank N.V. ("DSB"). DSB was declared bankrupt on 19 October 2009.

The bankruptcy trustees of DSB have entered into four sub-delegation contracts (the "Sub-Delegation Contracts") with Quion Services B.V. and Quion Hypotheekbegeleiding B.V . (together, "Quion"), with the aim to transfer to Quion, on or about May 2012, the servicing activities in relation to all Dutch (mortgage) loans originated by DSB, both held for its own account as well as those loans which have been securitised. In the Sub-Delegation Contracts, each of the securitisation SPV's, including the Issuer, has been granted the right, acknowledged by the bankruptcy trustees of DSB as well as Quion, to enter into a direct legal relationship with Quion on similar terms as agreed between Quion and the bankruptcy trustees in the Sub-Delegation Contracts, in due course. The Sub-Delegation Contracts have an initial term of 5 years.

On 8 August 2011, Stichting Security Trustee Chapel 2007 (the "Security Trustee") convened a meeting of Noteholders of each Class of Notes (each a "Noteholders Meeting" and, collectively, the "Noteholders Meetings"), which meetings were split into (i) a plenary session together with the Noteholders Meetings in respect of the other Classes of Notes, held on 29 August 2011, at which session a certain extraordinary resolution in relation to the foregoing and as described in the report prepared by the Security Trustee, dated 8 August 2011 (the "Security Trustee Report"), was discussed and (ii) a separate voting session for each Class of Notes, to be held on 7 September 2011, at which session such extraordinary resolution should be submitted for adoption.

The Security Trustee hereby informs the Noteholders that, in respect of each Class of Notes specified above, the quorum required for the adoption of the extraordinary resolution at a Noteholders Meeting was not present and that during the separate voting sessions of the Noteholders Meetings to be held on 7 September 2011 (i) no extraordinary resolution can be validly adopted and (ii) the Noteholders Meetings will be formally closed by the chairman.

The Security Trustee hereby convenes an adjourned meeting of Noteholders of each such Class of Notes (each an "Adjourned Noteholders Meeting" and, collectively, the "Adjourned Noteholders Meetings") to be held on the date and the time specified above, during which the extraordinary resolution as described in the Security Trustee Report will be submitted for adoption.

In accordance with clause 2.4(a) of schedule 1 of the trust deed, dated 29 March 2007, at an Adjourned Noteholders Meeting an extraordinary resolution may be passed by a majority of at least 51 per cent. of the validly cast votes regardless of the principal amount of the Notes of the relevant Class then represented.

The agenda of each of the Adjourned Noteholders Meetings is as follows:

1.          Opening

2.          Introduction of submitted extraordinary resolution

3.          Voting on the submitted extraordinary resolution

4.          Any other business

5.          End of the Noteholders Meeting

 

Subject to certain blocking instructions and voting certificates being submitted, as set out in more detail below, Noteholders, their representatives or their proxyholder(s) may attend and vote at the relevant Adjourned Noteholders Meeting in person, at the following address:

Loyens & Loeff

Fred. Roeskestraat 100

1076 ED Amsterdam

Subject to certain blocking instructions and voting instructions being submitted, as set out in more detail below Noteholders also have the opportunity to authorise the Agent to attend and cast their votes at the relevant Adjourned Noteholders Meeting.

Blocking instructions and voting instructions with respect to the Classes of Notes specified above received by the Agent prior to the date hereof will remain in place, unless the Agent is otherwise instructed.

The Royal Bank of Scotland N.V. will act as agent in respect of this announcement (the "Agent").

Instructions to obtain the Security Trustee Report

Noteholders wishing to obtain the Security Trustee Report are requested to submit such request in writing to the Agent ( email:   corporate.actions@rbs.com ).

Instructions in relation to attend and to vote at an Adjourned Noteholders Meeting in person

Noteholders, their representatives or their proxyholder(s), wishing to attend and to vote at an Adjourned Noteholders Meeting on 21 September 2011 in person are requested to submit or procure to submit (i) a blocking instruction, and (ii) a request for a voting certificate, both to the Agent all through and in accordance with any procedures of Euroclear or Clearstream, Luxembourg, by no later than 17.00hrs CET on 19 September 2011. The blocking instruction and the request for a voting certificate should contain details of the relevant nominal amount, the ISIN code of each Class of Notes held and all relevant details of the Noteholder (including full contact details and particularly the e-mail address to which the voting certificate needs to be sent). Noteholders, their representatives or their proxyholder(s) wishing to attend and to vote at the relevant Adjourned Noteholders Meeting in person must produce at such Adjourned Noteholders Meeting a valid voting certificate issued by the Agent.

Instructions in relation to authorising the Agent to attend and to vote at an Adjourned Noteholders Meeting

Noteholders, their representatives or their proxyholder(s), wishing to vote at but not to attend the Adjourned Noteholders Meeting on 21 September 2011 in person are requested to submit or procure to submit (i) a blocking instruction, and (ii) a voting instruction, both to the Agent, all through and in accordance with the applicable procedures of Euroclear or Clearstream, Luxembourg, by no later than 17.00hrs CET on 19 September 2011. Such blocking instruction and voting instruction should contain details of the relevant nominal amount, the ISIN code of each Class of Notes held and all relevant details of the Noteholder (including full contact details) and the appointment of the Agent as proxyholder to attend and to vote at a Adjourned Noteholders Meeting on 21 September 2011 in accordance with the voting instruction received from such Noteholder as specified therein.

As of 22 September 2011 the relevant nominal amount of each Class of Notes, for which a blocking instruction has been submitted, will be unblocked.

For assistance with procuring attendance for the Adjourned Noteholders Meetings, obtaining voting certificates and/or submitting voting instructions, please contact the Agent:

The Royal Bank of Scotland N.V.

Tel. +31 20 464 3707

Fax: + 31 20 464 1707

Email: corporate.actions@rbs.com

 

This notice constitutes the formal announcement of the Noteholders Meetings. Neither Euroclear Bank S.A./N.V., Clearstream Banking société anonyme, the Issuer, the Security Trustee or Royal Bank of Scotland N.V. accept any liability whatsoever for any act or omission to act in relation to the foregoing.

 

Amsterdamsch Trustee's Kantoor B.V.

Director

Fred. Roeskestraat 123

1076 EE Amsterdam, the Netherlands

                             dsb.securitytrustee@atcgroup.com

 

Notice in realtion to the Noteholders Meeting