| Tue 7 Oct 2008, 16:43 | | REM - Remgro Limited - Results of the general meeting of Remgro |
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REM
REM
REM - Remgro Limited - Results of the general meeting of Remgro
shareholders
Remgro Limited
(Incorporated in the Republic of South Africa)
(Registration number 1968/006415/06)
(ISIN: ZAE000026480)
(Share code: REM)
("Remgro" or "the Company")
RESULTS OF THE GENERAL MEETING OF REMGRO SHAREHOLDERS
1. Results of general meeting
At the general meeting of Remgro shareholders held today, 7
October 2008, all the special and ordinary resolutions that
were proposed at the meeting relating to the implementation
of the transaction as described in the announcement of Friday
8 August 2008 and as defined in the circular to shareholders
dated 15 August 2008 were approved by the requisite majority
of votes. The special resolutions have been lodged for
registration with the Companies and Intellectual Properties
Registration Office. The resolutions are expressed to be
subject inter alia to the Remgro restructuring and the
Richemont Reconstruction, as defined in the abovementioned
circular, becoming unconditional.
2. Timetable
The remaining salient dates and times for the Remgro
distribution are set out below:
2008
Reinet prospectus and Supplementary Pre- Friday 10 October
listing Information document available
on or about
British American Tobacco plc ("BAT") Monday 20 October
pre-listing statement available on or
about
Finalisation and salient dates Monday 20 October
announcement in respect of the Remgro
distribution on
Expected listing date for the Reinet Tuesday 21 October
depositary receipts on the JSE on
Last day to trade in Remgro shares on Monday 27 October
the JSE to participate in the Remgro
distribution on
Expected listing of BAT on the JSE on Tuesday 28 October
Remgro shares trade "ex" the Tuesday 28 October
entitlement to the Remgro distribution
on
Remgro distribution record date on Monday 3 November
Assuming that the BAT ordinary shares are registered in the
name of Remgro on Monday 3 November 2008, the following
dates will apply:
Dematerialised Remgro shareholders will Tuesday 4 November
have their accounts with their broker
or CSDP credited with their
proportional share of the distributed
shares on or about
Subject to note 5 below, share Tuesday 4 November
certificates in respect of certificated
Remgro shareholders` proportional
shares of the distributed shares will
be posted, by registered post, at the
risk of the certificated Remgro
shareholders concerned, to certificated
Remgro shareholders on or about
Reinet Investments intends undertaking a rights offer
during the period from Monday 10 November 2008 to Friday 5
December 2008, the salient features of which are described
in the Reinet prospectus together with the Supplementary
Pre-listing Information document expected to be issued on
or about Friday 10 October 2008, and in the Reinet Rights
Offering Prospectus to be posted to Reinet shareholders and
Reinet depositary receipt holders on or about 7 November
2008.
Notes:
1. Dematerialised Remgro shareholders will be able to trade the
BAT ordinary shares and Reinet depositary receipts, which they
will receive pursuant to the Remgro distribution from Tuesday 28
October 2008, being five days before it is anticipated that these
shares will reflect in the accounts of dematerialised Remgro
shareholders. However, as the settlement process is dependent on a
number of steps, it is advisable to exercise caution when trading
the BAT ordinary shares and Reinet depositary receipts which
shareholders will receive pursuant to the Remgro distribution.
2. All times shown above are South African local times.
3. These dates and times are subject to change. Any material
change will be released on SENS and published in the South African
press.
4. No dematerialisation or rematerialisation of Remgro share
certificates may take place after the last day to trade in Remgro
shares in order to participate in the Remgro distribution.
5. Unless otherwise instructed, the transfer secretaries,
Computershare Investor Services (Proprietary) Limited, will
withhold the certificates in respect of BAT ordinary shares
received pursuant to the Remgro distribution until after the
Reinet rights offer in order to facilitate the subscription by
certificated Reinet depositary receipt holders of new Reinet
depositary receipts in terms of the Reinet rights offer.
3. Reinet depositary receipts
The Reinet depositary receipts will be listed on the main
board of the JSE and will commence trading on or about
Tuesday 21 October 2008. Remgro will make an electronic copy
of the Reinet prospectus, and the Supplementary Pre-listing
Information document available on its website, www.remgro.com
on or about Friday 10 October 2008.
7 October 2008
Stellenbosch
Merchant bank and sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Attorneys
Cliffe Dekker Hofmeyr Inc
This announcement sets out details pertaining to the Remgro
distribution and is addressed only to persons to whom it may
lawfully be made. The Remgro distribution in jurisdictions other
than South Africa may be restricted by law and a failure to comply
with any of those restrictions may constitute a violation of the
securities laws of any such jurisdiction. Persons who are in
possession of this announcement must inform themselves about and
observe any such restrictions.
The Remgro distribution may be affected by the laws of such
foreign Remgro shareholders` relevant jurisdiction. Those foreign
Remgro shareholders should consult their professional advisers as
to whether they require any governmental or other consent or need
to observe any other formalities to enable them to take up their
rights.
In particular, the information contained herein does not
constitute an offer of securities for sale in the United States.
None of the securities described, or directly or indirectly
referred to, in this announcement have been and nor will they be
registered under the US Securities Act of 1933, as amended (the
"Securities Act"). Such securities may not be offered or sold in
the United States to, or for the account or benefit of, U.S.
persons (as such terms are defined in Regulation S under the
Securities Act) unless registered under the Securities Act or
pursuant to an exemption from such registration. If and to the
extent that any such securities may be deemed to be offered or
sold as a result of the transactions described in this
announcement, such securities are being offered and sold only to
persons in offshore jurisdictions outside the United States in
accordance with Regulation S under the Securities Act.
This announcement has not been and may not be disseminated or
distributed by any person in the United States or to U.S. persons.
Date: 07/10/2008 16:43:06 Produced by the JSE SENS Department.
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