-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JGaJXObySweaYS2U5vgirZVSpPqW9x42wRFIb5oqCzaHppt/Gmafm4netvCaNZm1 ZrNFe+YzXeQoQBoiRZ+1PA== 0000908737-07-000213.txt : 20070508 0000908737-07-000213.hdr.sgml : 20070508 20070508164357 ACCESSION NUMBER: 0000908737-07-000213 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070508 ITEM INFORMATION: Other Events FILED AS OF DATE: 20070508 DATE AS OF CHANGE: 20070508 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RMR F.I.R.E. Fund CENTRAL INDEX KEY: 0001299993 IRS NUMBER: 201458439 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 811-21616 FILM NUMBER: 07828740 BUSINESS ADDRESS: STREET 1: 400 CENTRE STREET CITY: NEWTON STATE: MA ZIP: 02458 BUSINESS PHONE: 617-332-9530 MAIL ADDRESS: STREET 1: 400 CENTRE STREET CITY: NEWTON STATE: MA ZIP: 02458 8-K 1 firefund.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 8, 2007 RMR F.I.R.E. FUND (Exact name of registrant as specified in charter) Massachusetts 811-21616 20-1458439 (State or other jurisdiction (Commission File No.) (IRS Employer Identification No.) of Incorporation)
400 Centre Street, Newton, Massachusetts 02458 (Address of principal executive offices) (Zip Code) (617) 332-9530 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events. On May 8, 2007, RMR F.I.R.E. Fund announced the results of its annual meeting of shareholders held May 8, 2007. A copy of the press release is attached to this report as Exhibit 99.1. Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press release dated May 8, 2007 2 SIGNATURES 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 hereunto duly authorized. Date: May 8, 2007 RMR F.I.R.E. FUND By: /s/ Mark L. Kleifges Mark L. Kleifges Treasurer 3 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press release dated May 8, 2007 EX-99 2 rmrexhib.txt [GRAPHIC OMITTED][GRAPHIC OMITTED] FOR IMMEDIATE RELEASE Contact: Timothy A. Bonang Manager of Investor Relations (617) 332-9530 www.rmrfunds.com RMR Funds Announce Results of Annual Meeting Newton, MA (May 8, 2007): RMR Real Estate Fund (AMEX: RMR), RMR F.I.R.E. Fund (AMEX: RFR), RMR Preferred Dividend Fund (AMEX: RDR) and RMR Asia Pacific Real Estate Fund (AMEX: RAP) (hereinafter RMR, RFR, RDR and RAP are collectively referred to as the "RMR Funds") announced the results of their annual meetings of shareholders held today as follows: Election of Trustees. Arthur G. Koumantzelis and Barry M. Portnoy were elected as Class III trustees of each of the RMR Funds to serve three year terms until the annual meetings in 2010. The preliminary tabulations of the percentages of shareholders' votes cast for each of these trustees are as follows:
Percentage Of Fund Trustee Votes Cast RMR Real Estate Fund Arthur G. Koumantzelis 93.08% Barry M. Portnoy 99.00% RMR F.I.R.E. Fund Arthur G. Koumantzelis 97.03% Barry M. Portnoy 97.50% RMR Preferred Dividend Fund Arthur G. Koumantzelis 97.59% Barry M. Portnoy 95.00% RMR Asia Pacific Real Estate Fund Arthur G. Koumantzelis 88.73% Barry M. Portnoy 88.17%
Other Matters. In addition to the elections of trustees, this year's meetings of shareholders also considered an amendment to each of the RMR Funds' declarations of trusts to provide explicitly that any shareholder that breaches a fund's declaration of trust or bylaws will indemnify and hold harmless the fund from any cost or other damages (including attorneys fees) arising from the shareholder's breach. This proposed amendment was adopted by each of the RMR Funds, as follows: Percentage Of Votes Cast In Favor Of Fund The Amendment - ---- --------------- RMR Real Estate Fund 89.56% RMR F.I.R.E. Fund 93.87% RMR Preferred Dividend Fund 93.52% RMR Asia Pacific Real Estate Fund 92.28% The RMR Funds believe that applicable law may allow them to recoup costs and damages which arise from breaches of their declarations of trusts or bylaws. However, the RMR Funds determined to amend the declarations of the trusts to make these rights explicit after an affiliated fund incurred substantial costs as a result of an apparently intentional breach of that affiliated fund's declaration of trust and bylaws by Phillip Goldstein and his Bulldog Investors hedge fund. That RMR affiliated fund, RMR Hospitality and Real Estate Fund (AMEX: RHR), previously held its 2007 annual meeting of shareholders in March when Goldstein's nominations and proposals were defeated, and RHR currently is pursuing litigation against Goldstein and his hedge fund to enforce its declaration of trust. WARNING REGARDING FORWARD LOOKING STATEMENTS THE FOREGOING PRESS RELEASE INCLUDES FORWARD LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 AND THE FEDERAL SECURITIES LAWS. THESE FORWARD LOOKING STATEMENTS ARE BASED UPON THE RMR FUNDS' PRESENT BELIEFS AND EXPECTATIONS, BUT THEY MAY NOT OCCUR. FOR EXAMPLE: o THIS PRESS RELEASE REPORTS THE PRELIMINARY TABULATIONS OF VOTES OF SHAREHOLDERS AND IMPLIES THAT THE FINAL RESULTS OF THE TABULATIONS OF VOTES MAY BE THE SAME. IN FACT, THE PRELIMINARY TABULATIONS ARE SUBJECT TO FINAL COUNTINGS OF VOTES AND VERIFICATIONS THEREOF BY THE APPOINTED INSPECTOR OF ELECTIONS. THE FINAL VOTES MAY BE DIFFERENT FROM THE RESULTS IMPLIED BY THE PRELIMINARY TABULATIONS. o THIS PRESS RELEASE STATES THAT THE RMR FUNDS BELIEVE THAT APPLICABLE LAW MAY ALLOW THEM TO RECOUP COSTS AND DAMAGES WHICH ARISE FROM BREACHES OF THEIR DECLARATIONS OF TRUSTS AND BYLAWS AND THAT RMR HOSPITALITY AND REAL ESTATE FUND IS CURRENTLY PURSUING LITIGATION AGAINST PHILLIP GOLDSTEIN AND HIS HEDGE FUND TO ENFORCE ITS DECLARATION OF TRUST. THE IMPLICATION OF THESE STATEMENTS MAY BE THAT RHR WILL RECOVER ITS COSTS AND DAMAGES FROM GOLDSTEIN AND HIS HEDGE FUND. IN FACT, RESULTS OF LITIGATION ARE IMPOSSIBLE TO PREDICT. GOLDSTEIN IS DEFENDING THIS LITIGATION BY ASSERTING THAT THE COURT IN WHICH IT IS PENDING LACKS JURISDICTION AND HIS ATTORNEYS HAVE STATED THAT HE MAY ASSERT COUNTERCLAIMS AGAINST RHR IF HIS JURISDICTION DEFENSE FAILS. IF RHR ACHIEVES RECOUPMENT FROM GOLDSTEIN, SUCH RECOUPMENT MAY ONLY BE AWARDED AFTER CONSIDERABLY MORE COSTS ARE INCURRED AND THE AMOUNT OF THAT RECOUPMENT MAY NOT EQUAL RHR'S TOTAL COSTS. ALSO, RHR MAY DECIDE THAT A COST BENENFIT ANALYSIS OF THE LITIGATION MAKES SETTLEMENT APPROPRIATE. INVESTORS ARE CAUTIONED NOT TO PLACE UNDUE RELIANCE UPON FORWARD LOOKING STATEMENTS IN THIS PRESS RELEASE. -----END PRIVACY-ENHANCED MESSAGE-----