Westfield statement on ruling of Dutch Court

16 October 2001

Countries: United States(Amsterdam) Westfield Chairman Mr. Frank Lowy today statedthat he was pleased by the Dutch Enterprise Chamber’s rulingrequiring an investigation into mismanagement by Rodamco NorthAmerica NV (RNA).

In reaching its decision, the Court:

  • validated Westfield’s purchase of a 23.9% shareholding from ABPand
  • questioned RNA’s creation of a captive voting trust.

The Court will name three independent investigators later thisweek. The investigators will critically examine the grounds andassumptions behind RNA’s protective measures. In the process,Westfield will have the opportunity to present its strategic andcorporate governance plans to this panel.

“Westfield welcomes this opportunity to present its plans to atruly objective body,” Mr. Lowy said.

The Enterprise Chamber ruled that there are substantive reasonsto question the RNA management’s conduct, vis- -vis thelegitimate interests of Westfield as a shareholder. For thesereasons, the Court ordered the investigation. The Court ruled thatRNA is overwhelmingly in the wrong and therefore the costs of theproceedings are to be borne by RNA.

“This process paves the way for the calling of an EGM in thenear future, which has been Westfield’s objective from the outset,”said Mr. Lowy.