| Wed 12 Nov 2008, 11:30 | | REM - Remgro Limited - Apportionment Of Cost For South African Taxation Purposes |
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REM
REM
REM - Remgro Limited - Apportionment Of Cost For South African Taxation Purposes
In Respect Of The Distribution By Remgro Of British American Tobacco Plc
("Bat") Shares And Reinet Investments S.C.A. ("Reinet") Depositary Receipts
To Its Shareholders
Remgro Limited
(Incorporated in the Republic of South Africa)
(Registration number 1968/006415/06)
(ISIN: ZAE000026480)
(Share code: REM)
("Remgro")
APPORTIONMENT OF COST FOR SOUTH AFRICAN TAXATION PURPOSES IN RESPECT OF THE
DISTRIBUTION BY REMGRO OF BRITISH AMERICAN TOBACCO PLC ("BAT") SHARES AND REINET
INVESTMENTS S.C.A. ("REINET") DEPOSITARY RECEIPTS TO ITS SHAREHOLDERS
Introduction
Remgro shareholders are referred to the circular dated 15 August 2008
("circular") regarding, inter alia, the distribution by Remgro, as an interim
dividend in specie, of 192 870 000 ordinary shares in BAT and 302 555 410 Reinet
depositary receipts to Remgro shareholders in proportion to their shareholding
("Remgro distribution").
The Remgro distribution was completed in terms of section 90 of the Companies
Act, 1973 (Act 61 of 1973) to Remgro shareholders recorded as such in the
shareholders register of Remgro on 3 November 2008 ("record date") such that
each Remgro shareholder received 40.6054 BAT shares and 63.6977 Reinet
depositary receipts for every 100 Remgro shares held on the record date.
The purpose of this announcement is to advise Remgro shareholders on the
apportionment of cost for South African taxation purposes in respect of the
distribution by Remgro of BAT shares and Reinet depositary receipts to its
shareholders.
The capital gains base cost as a result of the Remgro distribution
As mentioned in the circular, the Remgro distribution is a local dividend for
South African tax purposes and should therefore be exempt from income tax in the
hands of shareholders subject to South African tax. The dividend is subject to
STC and therefore carries an STC credit in the hands of shareholders that are
South African tax resident companies.
If the Remgro shareholder`s personal circumstances are such that the BAT
ordinary shares and the Reinet depositary receipts are and will be held on
capital account, the base cost of such shares and depositary receipts for
capital gains tax purposes will be equal to their market value on Friday 31
October 2008, which was R266.21 per BAT share and R12.40 per Reinet depositary
receipt. The capital gains tax base cost of the Remgro shares held by Remgro
shareholders remains what it was before the in specie dividend.
However, Remgro shareholders holding the Remgro shares on capital account who
dispose of their Remgro shares within a period of two years from the date of
receiving the in specie dividend from Remgro will be subject to the restrictions
placed by the South African capital gains tax legislation on losses that can be
claimed as a result of "extraordinary dividends".
Should Remgro shareholders have any queries regarding the taxation consequences
of the Remgro distribution and the calculation of the cost for taxation
purposes, it is advisable to consult a tax advisor in this regard.
12 November 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 consents 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: 12/11/2008 11:30:01 Produced by the JSE SENS Department.
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