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Form 6-K Brookfield Asset Managem For: Jun 27

June 27, 2022 8:21 AM EDT

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

Form 6-K

 

 

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the month of: June 2022

Commission File Number: 001-40509

 

 

BROOKFIELD ASSET MANAGEMENT REINSURANCE PARTNERS LTD.

(Name of Registrant)

 

 

Wellesley House South, 2nd Floor

90 Pitts Bay Road

Pembroke, Bermuda HM08

(Address of Principal Executive Offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

Form 20-F  ☒             Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

 

 

 


INFORMATION CONTAINED IN THIS FORM 6-K REPORT

Exhibit Index

 

Exhibit   

Description of Exhibit

99.1    Press release dated June 27, 2022
99.2    Report of Voting Results dated June 27, 2022


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    BROOKFIELD ASSET MANAGEMENT REINSURANCE PARTNERS LTD.
Date: June 27, 2022     By:  

/s/ Thomas Corbett

     

Name:  Thomas Corbett

Title:    Interim Chief Financial Officer

Exhibit 99.1

 

LOGO

Brookfield Reinsurance Announces Results of Annual General and Special Meeting of Shareholders

BROOKFIELD NEWS, June 27, 2022 Brookfield Reinsurance (NYSE, TSX: BAMR) today announced that all four nominees proposed for election to the board of directors by holders of Class A Limited Voting Exchangeable Shares (“Class A Shares”) and all four nominees proposed for election to the board of directors by the holder of Class B Limited Voting Shares (“Class B Shares”) were elected at the company’s annual general and special meeting of shareholders held on June 24, 2022 in a virtual meeting format. Detailed results of the vote for the election of directors are set out below.

 

Director Nominee

   Votes For      %      Votes Withheld      %  

William Cox

     3,988,311        81.44        908,904        18.56  

Anne Schaumburg

     4,578,790        93.50        318,425        6.50  

Soonyoung Chang

     4,828,087        98.59        69,128        1.41  

Lars Rodert

     4,810,033        98.22        87,182        1.78  

Management received a proxy from the holder of Class B Shares to vote all 24,000 Class B Shares for each of the four directors nominated for election by this shareholder class, namely Sachin Shah, Barry Blattman, Gregory Morrison and Jay Wintrob.

A summary of all votes cast by holders of the Class A and Class B Shares represented at the company’s annual general and meeting of shareholders is available electronically on EDGAR on the United States Securities and Exchange Commission’s website at www.sec.gov or on SEDAR at www.sedar.com.

About Brookfield Reinsurance:

Brookfield Asset Management Reinsurance Partners Ltd. (NYSE, TSX: BAMR) operates a leading financial services business providing capital-based solutions to the insurance industry. Each class A exchangeable limited voting share of Brookfield Reinsurance is exchangeable on a one-for-one basis with a class A limited voting share of Brookfield Asset Management Inc. (NYSE: BAM; TSX: BAM.A).

For more information, please visit our website at bamr.brookfield.com or contact:

 

Communications & Media

Kerrie McHugh

Tel: (212) 618-3469

Email: [email protected]

  

Investor Relations

Rachel Powell

Tel: (416) 956-5141

Email: [email protected]

Exhibit 99.2

BROOKFIELD ASSET MANAGEMENT REINSURANCE PARTNERS LTD.

REPORT ON VOTING RESULTS

Annual General and Special Meeting of Shareholders

June 24, 2022

 

National Instrument 51-102 – Section 11.3 (Canada)

The Annual General and Special Meeting of Shareholders of Brookfield Asset Management Reinsurance Partners Ltd. (the “Company”) was held on Friday, June 24, 2022 at 10:00 a.m. in a virtual meeting format via live audio webcast. At this meeting, there were 188 shareholders represented in person or by proxy holding 5,518,391 class A exchangeable limited voting shares (“class A exchangeable shares”), representing 50.73% of the Company’s 10,877,989 issued and outstanding class A exchangeable shares on the record date for this meeting, and one shareholder holding 24,000 class B limited voting shares (“class B shares”), representing 100% of the Company’s 24,000 issued and outstanding class B shares as of the record date for this meeting.

The following is a summary of the votes cast by holders of the class A exchangeable shares and class B shares represented at this meeting.

Election of Directors

All of the 8 nominees proposed by management for election to the board of directors of the Company were nominated and elected at this meeting by acclamation. As indicated below, each director elected at this meeting also received a majority of the proxy votes cast for and withheld from voting for the individual director.

Management received the following proxies from holders of class A exchangeable shares in regard to the election of the four directors nominated for election by this class of shareholders:

 

Director Nominee

   Votes For      %      Votes Withheld      %  

William Cox

     3,988,311        81.44        908,904        18.56  

Anne Schaumburg

     4,578,790        93.50        318,425        6.50  

Soonyoung Chang

     4,828,087        98.59        69,128        1.41  

Lars Rodert

     4,810,033        98.22        87,182        1.78  

Management received a proxy from the holder of class B shares to vote all 24,000 class B shares for each of the four directors nominated for election by this shareholder class, namely Sachin Shah, Barry Blattman, Gregory Morrison and Jay Wintrob.

Appointment of Auditors

The resolution to reappoint Deloitte LLP, Chartered Accountants, as the external auditor of the Company to hold office until the next Annual Meeting of Shareholders and to authorize the directors to fix the remuneration to be paid to the external auditor was approved by the majority of the votes cast by the holders of class A exchangeable shares and by the holder of class B shares, each voting as a separate class.


Management received the following proxies from the holders of class A exchangeable shares and class B shares on this resolution:

 

Class

   Outcome      Votes For      %      Votes Withheld      %  

class A exchangeable shares

     Carried        5,512,756        99.90        5,635        0.10  

class B shares

     Carried        24,000        100.0        Nil        Nil  

Passing a Resolution on Increasing the Maximum Size of the Company’s Board of Directors

The resolution to increase the maximum size of the Company’s board of directors from eight to sixteen members, as set out in Appendix A of the Management Information Circular dated May 13, 2022, was approved by the majority of the votes cast by the holders of class A exchangeable shares and by the holder of class B shares, each voting as a separate class.

Management received the following proxies from the holders of class A exchangeable shares and class B shares on this resolution:

 

Class

   Outcome      Votes For      %      Votes Against      %  

class A exchangeable shares

     Carried        5,454,395        98.84        63,994        1.16  

class B shares

     Carried        24,000        100.0        Nil        Nil  

Passing a Resolution on Increasing the Authorized Share Capital of the Company to Create the Class A-1 Exchangeable Non-Voting Shares

The resolution to increase the authorized share capital of the Company by US$19,730,000,000 to include 500,000,000 class A-1 exchangeable non-voting shares, as set out in Appendix A of the Management Information Circular dated May 13, 2022, was approved by the majority of the votes cast by the holders of class A exchangeable shares and by the holder of class B shares, each voting as a separate class.

Management received the following proxies from the holders of class A exchangeable shares and class B shares on this resolution:

 

Class

   Outcome      Votes For      %      Votes Against      %  

class A exchangeable shares

     Carried        4,694,147        95.85        203,068        4.15  

class B shares

     Carried        24,000        100.0        Nil        Nil  

 

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Passing the Return of Capital Distribution Resolution

The resolution approving a quarterly return of capital distribution on the class A exchangeable shares, the class A-1 exchangeable non-voting shares and the class B shares of the Company in respect of the periods ending on or about September 30, 2022, December 31, 2022, March 31, 2023 and June 30, 2023 and an annual return of capital distribution on the class A junior preferred shares, series 1 of the Company, in respect of the period ending on or about December 15, 2022, and corresponding reductions to the authorized share capital of the Company, as set out in Appendix A of the Management Information Circular dated May 13, 2022, was approved by the majority of the votes cast by the holders of class A exchangeable shares and by the holder of class B shares, each voting as a separate class.

Management received the following proxies from the holders of class A exchangeable shares and class B shares on this resolution:

 

Class

   Outcome      Votes For      %      Votes Against      %  

class A exchangeable shares

     Carried        4,891,770        99.89        5,446        0.11  

class B shares

     Carried        24,000        100.0        Nil        Nil  

Passing the Resolution for Bye-Law Amendment No. 1

The resolution to amend the amended and restated bye-laws of the Company (the “bye-laws”) to reflect the increase in the maximum size of the Company’s board of directors from eight to sixteen members, as set out in Appendix A of the Management Information Circular dated May 13, 2022, was approved by the majority of the votes cast by the holders of class A exchangeable shares and by the holder of class B shares, each voting as a separate class.

Management received the following proxies from the holders of class A exchangeable shares and class B shares on this resolution:

 

Class

   Outcome      Votes For      %      Votes Against      %  

class A exchangeable shares

     Carried        4,854,245        99.12        42,971        0.88  

class B shares

     Carried        24,000        100.0        Nil        Nil  

Passing the Resolution for Bye-Law Amendment No. 2

The resolution to amend the bye-laws of the Company to reflect the increase in the authorized share capital of the Company and the creation of a new class of class A-1 exchangeable non-voting shares of the Company, as set out in Appendix A of the Management Information Circular dated May 13, 2022, was approved by the majority of the votes cast by the holders of class A exchangeable shares and by the holder of class B shares, each voting as a separate class.

 

- 3 -


Management received the following proxies from the holders of class A exchangeable shares and class B shares on this resolution:

 

Class

   Outcome      Votes For      %      Votes Against      %  

class A exchangeable shares

     Carried        4,801,334        98.04        95,881        1.96  

class B shares

     Carried        24,000        100.0        Nil        Nil  

Passing the Resolution for Bye-Law Amendment No. 3

The resolution to amend the bye-laws of the Company to reflect certain amendments of a housekeeping nature, as set out in Appendix A of the Management Information Circular dated May 13, 2022, was approved by the majority of the votes cast by the holders of class A exchangeable shares and by the holder of class B shares, each voting as a separate class.

Management received the following proxies from the holders of class A exchangeable shares and class B shares on this resolution:

 

Class

   Outcome      Votes For      %      Votes Against      %  

class A exchangeable shares

     Carried        2,593,774        52.96        2,303,441        47.04  

class B shares

     Carried        24,000        100.0        Nil        Nil  

Other Business

There were no other matters coming before this meeting that required a vote by either the holders of class A exchangeable shares or class B shares.

 

BROOKFIELD ASSET MANAGEMENT REINSURANCE PARTNERS LTD.
By:  

/s/ Anna Knapman-Scott

 

Anna Knapman-Scott

Corporate Secretary

Date: June 27, 2022

 

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