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Update To Notice Of General Meeting
AYO TECHNOLOGY SOLUTIONS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1996/014461/06
JSE share code: AYO
ISIN: ZAE000252441
("AYO" or "the Company")
UPDATE TO NOTICE OF GENERAL MEETING
1. INTRODUCTION
Shareholders are referred to the announcement released on SENS on 30 July 2025, wherein
Shareholders were advised that a circular containing full details of the general offer to
Shareholders and proposed subsequent delisting and incorporating, inter alia, a notice convening
a general meeting of Shareholders ("General Meeting") ("Circular"), being distributed to
Shareholders.
2. NOTICE OF GENERAL MEETING
Shareholders are advised that the General Meeting originally scheduled for 10:00 on Friday, 29
August 2025 has been postponed and will now be held on Monday, 29 September 2025 at 10:00.
This revision follows a formal request from the Public Investment Corporation (PIC) for additional
time to adequately assess the merits and risks associated with holding shares in a delisted entity.
This includes a thorough evaluation of the disclosures contained in the circular. Other than the
changes to the timeline, the agenda and resolution remain unchanged.
Accordingly, notice is hereby given that the General Meeting will be conducted by, and accessible
to, Shareholders through electronic communication, as contemplated in section 63(2)(a) of the
Companies Act, the JSE Listings Requirements, and clause 21 of the Company's memorandum of
incorporation, for the purpose of considering and, if deemed fit, approving with or without
modification the resolution set out in the notice of General Meeting.
The revised notice and proxy form will be distributed to Shareholders in accordance with section
62 of the Companies Act, 2008 and the JSE Listings Requirements. Copies of the notice may be
obtained during normal business hours from the registered office of AYO and from the office of
Vunani Sponsors, whose addresses are set out in the "Corporate Information and Advisors"
section of the Circular. The Notice is also available on AYO'S website at https://ayotsl.com/wp-
content/uploads/2025/07/AYO-Distribution-of-circular-and-Notice-of-
General-Meeting.pdf.
Shareholders are referred to the section commencing on page 5 of the Circular entitled "Action
required by AYO Shareholders" which sets out the details regarding electronic participation at the
General Meeting. All shareholders are encouraged to review the circular and revised notice prior
to the meeting.
Shareholders are advised that all forms previously submitted to AYO in relation to the circular
remain valid, and no resubmission is required.
3. SALIENT DATES AND TIMES
Shareholders are referred to the table below setting out the revised salient dates and times in
relation to the Offer.
Capitalised terms set out in paragraph 6 that are not otherwise defined, bear the meanings
ascribed to them in the Circular.
Offer opened at 9:00am
Thursday, 31 July 2025
Record date to receive the updated notice
Friday, 22 August 2025
Publication of updated notice announcement on SENS
Wednesday, 27 August 2025
Last day to trade in order to be eligible to vote at the General
Tuesday, 16 September 2025
Meeting
Voting record date to be eligible to participate in and vote at
Friday, 19 September 2025
the General Meeting by 5:00pm
For administrative purposes, forms of proxy to be lodged at the
Thursday, 25 September 2025
transfer secretary by 10:00am
General Meeting to be held at 10:00am
Monday, 29 September 2025
Results Announcement published on SENS by 2:00pm
Monday, 29 September 2025
Results Announcement published on press on or about
Tuesday, 30 September 2025
Compliance certificate application to the TRP
Thursday, 02 October 2025
Anticipated receipt of the TRP compliance certificate Thursday, 09 October 2025
Finalisation date by 11:00am
Tuesday, 14 October 2025
Last day to trade
Tuesday, 21 October 2025
Suspension of listing from the main board of the JSE at
Wednesday, 22 October 2025
commencement of trading
Offer closes at 12:00pm
Friday, 24 October 2025
Offer record date, being the time and date on which Issuer
Friday, 24 October 2025
shareholders must be recorded in the register to receive the
Offer Consideration, which is expected to be by 5:00pm
Payment Date
Monday, 27 October 2025
Termination of Listing
Tuesday, 28 October 2025
Notes:
1. All times referred to in this Circular are references to South African Standard Time.
2. The dates and times set out in the table above are subject to amendment. Any such amendment
will be released on SENS.
3. If the General Meeting is adjourned or postponed, Forms of Proxy submitted for the initial General
Meeting will remain valid in respect of any adjournment or postponement of the General Meeting,
unless the contrary is stated on such Form of Proxy.
4. Shareholders are reminded that Shares can only be traded in dematerialised form.
5. The Register will be closed between the Last Day to Trade to be entitled to participate, and vote at
the General Meeting and the General Meeting record date.
6. Shares may not be rematerialized or dematerialised after the Offer Last Day to Trade.
7. Eligible Shareholders are requested to deposit Forms of Proxy at the office of the Transfer
Secretaries, JSE Investor Services, Fifth Floor, One Exchange Square, 2 Gwen Lane, Sandown,
2196 or by post to PO Box 4844, Johannesburg, 2000 (at their own risk), or via email to
meetfax@jseinvestorservices.co.za, by no later than 10:00am on Thursday, 25 September 2025,
for administrative purposes. Any Forms of Proxy not delivered by this time may be forwarded to the
Transfer Secretaries at any time prior to the commencement of voting on any Resolutions proposed
at the General Meeting.
Cape Town
27 August 2025
JSE Sponsor:
Vunani Sponsors
Legal Adviser:
Hanekom Attorneys
Transaction Advisors
Vunani Corporate Finance
Independent Expert:
Exchange Sponsors
Date: 27-08-2025 05:13:00
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