Issuer Notice Chapel 2003 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 2003-I B.V.
(the "Issuer")
Notice is hereby given with respect to notes of each of the following class(es):
euro 890,000,000 floating rate Senior Class A Asset-Backed Notes 2003 due November 2064, issue price 100 per cent. ISIN: XS 0179679328
Time of Noteholders Meeting: 13.00hrs
euro 39,000,000 floating rate Mezzanine Class B Asset-Backed Notes 2003 due November 2064, issue price 100 per cent. ISIN: XS 0179679674
Time of Noteholders Meeting: 13.15hrs
euro 23,500,00 floating rate Junior Class C Asset-Backed Notes 2003 due November 2064, issue price 100 per cent. ISIN: XS 0179679914
Time of Noteholders Meeting: 13.30hrs
euro 47,500,000 floating rate Subordinated Class D Asset-Backed Notes 2003 due November 2064, issue price 100 per cent. ISIN: XS 0181842146
Time of Noteholders Meeting: 13.45hrs
(the "Notes" and each class of Notes, a "Class of Notes" and together the "Classes of Notes" )
Amsterdam, 30 December 2010
NOTICE
The Notes are backed by certain loan receivables originated by DSB Bank N.V. ("DSB"). DSB was declared bankrupt on 19 October 2009. A claims admission meeting (verificatievergadering) in this bankruptcy was held on 10 December 2010.
Announcement pursuant to section 5:25i of the Act on Financial Supervision (Wet op het financieel toezicht)
The bankruptcy trustees of DSB have submitted a request to the Issuer to agree to a certain acknowledgement and confirmation in connection with the settlement of claims of customers of DSB against DSB related to a breach by DSB of its duty of care (zorgplicht) under Dutch law, which acknowledgement and confirmation enables the bankruptcy trustees of DSB (inter alia) to waive (part of) the balance outstanding (if any) of the relevant (mortgage) loans granted by DSB to such customers, as a result of which acknowledgement and confirmation the Noteholders may be confronted with losses under the Notes. T he Issuer intends to provide the acknowledgement and confirmation , provided that certain conditions as set forth in a report prepared by Stichting Security Trustee Chapel 2003-I (the "Security Trustee") dated 23 November 2010 (the "Security Trustee Report") are met and the Security Trustee has given its consent. The Security Trustee is willing to comply with the request of the Issuer and to consent that the Issuer may provide the acknowledgement and confirmation provided that the Security Trustee's consent is sanctioned by an extraordinary resolution by Noteholders of the relevant Class of Notes. For detailed information regarding the acknowledgement and confirmation, the consequences thereof and the observations of the Issuer in connection therewith, reference is made to the Security Trustee Report.
Convention of Noteholders Meetings
At the request of the Issuer, the Security Trustee hereby convenes a meeting of holders of each Class of Notes (each a "Noteholder" and collectively, the "Noteholders") on 17 January 2011, in relation to any such Class of Notes at the time as specified under each such Class of Notes in the header hereof, during which a certain extraordinary resolution as described in the Security Trustee Report will be submitted for adoption (each a "Noteholders Meeting" and collectively, the "Noteholders Meetings"). In anticipation of the Noteholders Meetings, an informative meeting for Noteholders was convened and held on 18 November 2010.
The agenda of each of the 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
Noteholders, their representatives or their proxyholder(s) may attend the relevant Noteholders Meeting in person and may vote at such Noteholders Meeting, subject to certain blocking instructions and voting certificates being submitted as set out in more detail below, at the following address:
Loyens & Loeff
Fred. Roeskestraat 100
1076 ED Amsterdam
The Royal Bank of Scotland N.V. ("RBS") will act as agent in respect of this announcement (the "Agent").
Noteholders also have the opportunity to authorise the Agent to cast their votes, as set out in more detail below.
Instructions to obtain the Security Trustee Report
The Security Trustee Report may be obtained by submitting a request in writing to the Agent ( email: corporate.actions@rbs.com ).
Instructions in relation to in person attending, and voting at, the Noteholders Meetings
Noteholders, their representatives or their proxyholder(s) wishing to attend the relevant Noteholders Meeting in person and to vote at such Noteholders Meeting are requested to submit or procure to submit (i) a blocking instruction to RBS; and (ii) a voting certificate which may be obtained from the Agent; both through and in accordance with any procedures of Euroclear or Clearstream, Luxembourg by no later than 17.00 hours CET on 13 January 2011. Such blocking instruction should contain details of the relevant nominal amount and the ISIN code of each Class of Notes held and all relevant details of the Noteholder (including full contact details). Noteholder representatives or proxyholders wishing to attend the relevant Noteholders Meeting in person must produce at such Noteholders Meeting a valid voting certificate issued by the Agent relating to each such Class of Note(s) in respect of which he or she wishes to vote.
As of 18 January 2011 the relevant nominal amount of each Class of Notes, for which a blocking instruction has been submitted, will be unblocked.
Instructions in relation to authorising the Agent to attend and to vote at, the Noteholders Meetings
Noteholders, wishing to vote but not to attend a Noteholders Meeting in person are requested to submit or procure to submit a blocking instruction to RBS which is to include a voting instruction, all through and in accordance with any procedures of Euroclear or Clearstream, Luxembourg by no later than 17.00 hours CET on 13 January 2011. Such combined blocking instruction and voting instruction should contain details of the relevant nominal amount and the ISIN code of each Class of Notes held, all relevant details of the Noteholder (including full contact details) and the appointment of RBS as proxyholder to attend and vote at each Noteholder Meeting in accordance with the voting instruction received from such Noteholder.
As of 18 January 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 at the meeting, 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.
ANT Trust & Corporate Services N.V.
Director
Claude Debussylaan 24
1082 MD Amsterdam
Important Notice Chapel 2003 B.V.