| Fri 10 Dec 2010, 16:55 | | R&E - Randgold & Exploration Company Limited - Finalisation announcement in |
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RNG
RNG
R&E - Randgold & Exploration Company Limited - Finalisation announcement in
respect of Distribution in specie and special dividend
Randgold & Exploration Company Limited
(Incorporated in the Republic of South Africa)
(Registration number 1992/005642/06)
Share code: RNG
ISIN: ZAE000008819
("R&E" or "the Company")
FINALISATION ANNOUNCEMENT IN RESPECT OF DISTRIBUTION IN SPECIE AND SPECIAL
DIVIDEND
1. Shareholders are referred to the Company`s circular ("the Circular") to
shareholders issued on 8 November 2010 relating to:
1.1 a distribution in specie of the R&E shareholding in Gold Fields Limited
("Gold Fields"), comprising 2 270 687 ordinary shares in Gold Fields, as a
specific payment to R&E shareholders in terms of section 90 of the
Companies Act 61 of 1973, as amended; and
1.2 a special dividend of 90 cents per share to R&E shareholders.
2. Shareholders are also referred to the Company`s SENS announcement dated 30
November 2010 in which it was confirmed that the ordinary resolution and
special resolution, as more fully set out in the notice of general meeting
of R&E shareholders included in the Circular, were passed by the requisite
majority of shareholders present and represented by proxy at the general
meeting of shareholders held on 30 November 2010. Shareholders are also
referred to the SENS announcement dated 9 December 2010 amending the
finalisation date in view of the fact that the Company was still awaiting
registration of the aforesaid special resolution ("the Special Resolution")
by the Registrar of Companies.
3. Shareholders are hereby advised that the Special Resolution was registered
on 10 December 2010 by the Registrar of Companies. Accordingly, all
conditions precedent for the distribution in specie and the special
dividend have now been fulfilled.
4. The salient dates and times for the distribution in specie and the special
dividend are as follows:
Last day to trade in order to Friday, 7 January 2011
participate in the distribution in
specie and the special dividend on
Trade in the ordinary shares will Monday, 10 January 2011
commence trading ex distribution in
specie and ex special dividend on
Record date on which R&E Friday, 14 January 2011
shareholders must be recorded in
the register to be entitled to the
distribution in specie and the
special dividend
Payment of the special dividend on Monday, 17 January 2011
Distribution in specie effected in Monday, 17 January 2011
respect of dematerialised R&E
shareholders on
Distribution in specie in respect Monday, 17 January 2011
of certificated R&E shareholders on
or about
5. Share certificates may not be dematerialised or rematerialised between
Monday, 10 January 2011 and Friday, 14 January 2011, both days inclusive.
6. US shareholders are referred to the Company`s website
(www.randgoldexp.co.za), specifically the announcement published on 8 July
2010, for information regarding the US market.
Johannesburg
10 December 2010
Sponsor
PSG Capital (Pty) Limited
Date: 10/12/2010 16:55:01 Produced by the JSE SENS Department.
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