TORONTO, ONTARIO--(Marketwire - Nov. 16, 2011) - Brookfield Renewable Power Fund (TSX:BRC.UN) ("Fund") and the Fund's wholly-owned subsidiary, Brookfield Renewable Power Preferred Equity Inc. (TSX:BRF.PR.A) ("BRP Equity") today announced that the holders of Class A Preference Shares, Series 1 (the "Preferred Shareholders") of BRP Equity have approved a special resolution (the "Arrangement Resolution") in connection with the previously announced strategic combination (the "Combination") of the renewable power assets of Brookfield Renewable Power Inc. ("Brookfield Power") and the Fund to create Brookfield Renewable Energy Partners L.P. ("BREP"), a publicly-traded partnership focused on renewable power generation.

As described in the management information circular of BRP Equity dated September 30, 2011 (the "Information Circular"), subject to the satisfaction of certain conditions, including the approval by the unitholders of the Fund and the issuance of a final order by the Ontario Superior Court of Justice, the Combination will be implemented by way of a plan of arrangement (the "Arrangement") under the Business Corporations Act (Ontario).

On completion of the Arrangement, the Class A Preference Shares, Series 1 will continue to be outstanding and listed on the Toronto Stock Exchange (under the current symbol "BRF.PR.A"), the Fund's existing guarantee of the Class A Preference Shares will be replaced by a guarantee of each of BREP and its key holding subsidiaries for its Canadian, U.S. and Brazilian operations and certain amendments to the terms of the Class A Preference Shares will be made to give effect to the Arrangement, as described in the Information Circular.

The Arrangement Resolution required a favourable vote of not less than 66 2/3% of the votes cast by Preferred Shareholders represented at the special meeting of Preferred Shareholders. Based on the voting results, 99.7% of the votes cast by Preferred Shareholders were voted in favour of the Arrangement Resolution. The Combination is expected to be implemented this quarter.

This news release shall not constitute an offer to sell or a solicitation of an offer to buy the limited partnership units of BREP or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The securities to be offered by BREP have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act. BREP intends to offer and sell its securities in the United States pursuant to the exemption from registration set forth in Section 3(a)(10) of the U.S. Securities Act.


This news release contains forward-looking statements and information within the meaning of the Canadian securities laws. Forward-looking statements may include estimates, plans, expectations, opinions, forecasts, projections, guidance or other statements that are not statements of fact. Forward-looking statements in this news release include statements regarding the proposed combination of renewable power assets of Brookfield Power and the Fund as well as the creation of BREP and the approval, successful completion and timing of the transaction. Forward-looking statements can be identified by the use of words such as "will", "expected", "intend", "continue", and targets, or variations of such words and phrases. Although the Fund and BRP Equity believe that such forward-looking statements and information are based upon reasonable assumptions and expectations, they can give no assurance that such expectations will prove to have been correct. The reader should not place undue reliance on forward-looking statements and information as such statements and information involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of BREP to differ materially from anticipated future results, performance or achievement expressed or implied by such forward-looking statements and information.

Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include, but are not limited to, the risk that the conditions precedent to be met, and the approvals to be obtained, for the Arrangement to occur, are not met or obtained. We caution that the foregoing important factors that may affect future results is not exhaustive. Except as required by law, neither the Fund nor BRP Equity undertakes any obligation to publicly update or revise any forward-looking statements or information, whether written or oral, that may be as a result of new information, future events or otherwise.

About Brookfield Renewable Power Fund

Brookfield Renewable Power Fund ( is a premier Canadian income fund and one of the largest power income funds in North America with more than 1,700 megawatts of power generating capacity and average annual production exceeding 6,500 gigawatt hours.

The Fund produces electricity exclusively from environmentally friendly and renewable resources, including 42 high quality hydroelectric generating stations and two wind farms in four distinct geographic regions across North America: Québec, Ontario, British Columbia and New England.

Brookfield Renewable Power Inc., which comprises most of the power operations of Brookfield Asset Management Inc., owns approximately 34% of the Fund's outstanding units on a fully exchanged basis.

The Fund's units are listed for trading on the Toronto Stock Exchange under the symbol BRC.UN.

Contact Information:

Brookfield Renewable Power
Zev Korman
Director, Investor Relations and Communications
(416) 359-1955