| Wed 20 Jul 2011, 8:26 | | MND / MNP - Mondi Limited / Mondi plc - Apportionm |
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MND MNP
MND MNP
MND / MNP - Mondi Limited / Mondi plc - Apportionment of cost for South African
taxation purposes in respect of the demerger by Mondi Limited of its 89.55%
ordinary shareholding in Mpact Limited (formerly Mondi Packaging South Africa
Limited)
THIS DOCUMENT IS NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN
Mondi Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1967/013038/06)
JSE share code: MND ISIN: ZAE000097051
Mondi plc
(Incorporated in England and Wales)
(Registration number: 6209386)
JSE share code: MNP ISIN: GB00B1CRLC47
LSE share code: MNDI
20 July 2011
As part of the dual listed companies structure, Mondi Limited and Mondi plc
(together "Mondi Group") notify both the JSE Limited ("JSE") and the London
Stock Exchange of matters required to be disclosed under the Listings
Requirements of the JSE and/or the Disclosure and Transparency and Listing Rules
of the United Kingdom Listing Authority.
Apportionment of cost for South African taxation purposes in respect of the
demerger by Mondi Limited of its 89.55% ordinary shareholding in Mpact Limited
(formerly Mondi Packaging South Africa Limited)
Introduction
Mondi Limited ordinary shareholders ("Mondi Limited Shareholders") are referred
to the circular dated Tuesday, 31 May 2011 (the "Circular") regarding, inter
alia, the demerger by Mondi Limited of its 89.55% ordinary shareholding in Mpact
Limited (formerly Mondi Packaging South Africa Limited) ("Mpact") to Mondi
Limited Shareholders (the "Demerger").
On Monday, 18 July 2011 Mondi Limited demerged and distributed, in compliance
with section 46 of the South African Companies Act, 2008 and in terms of section
46 of the South African Income Tax Act, 1962 ("Income Tax Act"), 146,896,322
Mpact ordinary shares ("Mpact Shares") to Mondi Limited Shareholders recorded as
such in the shareholders register of Mondi Limited on Friday, 15 July 2011 (the
"Record Date") such that each Mondi Limited Shareholder received 1 (one) Mpact
share for every 1 (one) Mondi Limited ordinary share ("Mondi Limited Ordinary
Share") held on the Record Date.
The Demerger was effected as a "dividend", as defined in section 1 of the Income
Tax Act, solely out of Mondi Limited`s reserves.
As detailed in Part III to the Circular, Mondi Limited Shareholders who are tax
resident in South Africa will have a combined expenditure ("Combined
Expenditure") in respect of their Mondi Limited Ordinary Shares and the Mpact
Shares received pursuant to the Demerger ("Mpact Demerged Shares"). For Mondi
Limited Ordinary Shares held on trading account, the Combined Expenditure will
be equal to the original expenditure incurred in respect of such Mondi Limited
Ordinary Shares, as contemplated in section 11(a), section 22(1) or section
22(2) of the South African Income Tax Act. For Mondi Limited Ordinary Shares
held on capital account, the Combined Expenditure will be equal to the original
expenditure incurred in respect of such Mondi Limited Ordinary Shares, as
contemplated in paragraph 20 of the Eighth Schedule to the South African Income
Tax Act.
The purpose of this announcement is to notify Mondi Limited Shareholders who are
tax resident in South Africa of the apportionment ratio to be applied to the
Combined Expenditure in determining the portion of the Combined Expenditure to
be allocated to the Mpact Demerged Shares and the Mondi Limited Ordinary Shares.
The apportionment ratio
The ratio of the respective market values of a Mondi Limited Ordinary Share held
after the Demerger and an Mpact Demerged Share on the JSE as at close of trade
on Tuesday, 19 July 2011 was 80.539% relating to a Mondi Limited Ordinary Share
held after the Demerger and 19.461% relating to an Mpact Demerged Share (the
"Apportionment Ratio").
The Apportionment Ratio is to be used for South African taxation purposes to
apportion the Combined Expenditure between the Mpact Demerged Shares and the
Mondi Limited Ordinary Shares for the determination of profits and losses, of a
capital or trading nature, to be derived on any future disposals of the Mpact
Demerged Shares and/or the Mondi Limited Ordinary Shares.
Finally, in determining the base cost for the Mpact Demerged Shares and the
Mondi Limited Ordinary Shares for South African capital gains tax purposes,
Mondi Limited Shareholders are deemed to have acquired both the Mondi Limited
Ordinary Shares and the Mpact Demerged Shares on the dates on which the Mondi
Limited Ordinary Shares were originally acquired.
Mondi Limited Shareholders are advised to consult their own tax advisors should
they have any queries regarding the taxation consequences of the Demerger and
the calculation of their costs for taxation purposes.
Illustrative example
Assume a Mondi Limited Shareholder who is tax resident in South Africa acquired
100 Mondi Limited Shares on 1 July 2008 as a capital asset for expenditure equal
to R4,865.
The Combined Expenditure incurred by the Mondi Limited Shareholder in respect of
his Retained Mondi Limited Shares and his Mpact Demerged Shares will be R4,865.
For the determination of profits or losses to be derived on any future disposals
of such shares, R946.78 (calculated as R4,865 x 19.461%) will be attributable to
the Mpact Demerged Shares and R3,918.22 (calculated as R4,865 x 80.539%) will be
attributable to the Retained Mondi Limited Shares.
Furthermore, the Mpact Demerged Shares will be deemed to have been acquired by
the Mondi Limited Shareholder on the date that he originally acquired his
Retained Mondi Limited Shares, namely 1 July 2008.
/ends
Sponsor: UBS South Africa (Pty) Ltd
Contact:
Mondi Group
Lora Rossler
Group Corporate Affairs Manager
Tel: +27 (0)31 451 2040 or +27 (0)83 627 0292
E-mail: lora.rossler@mondigroup.co.za
Kerry Crandon
Group Communications Manager
Tel: +27 (0)11 994 5425 or +27 (0)83 389 3738
E-mail: kerry.crandon@mondigroup.com
Andrew King
Group CFO
Tel: +27 (0)11 994 5415
E-mail: andrew.king@mondigroup.com
Editors` notes
About Mondi:
Mondi is an international paper and packaging Group, with production operations
across 31 countries and revenues of Euro6.2 billion in 2010. The Group`s key
operations are located in central Europe, Russia and South Africa and as at the
end of 2010, Mondi employed 29,000 people (2010 figures include Mpact).
Mondi is fully integrated across the paper and packaging process, from the
growing of wood and the manufacture of pulp and paper (including recycled
paper), to the conversion of packaging papers into corrugated packaging,
industrial bags and coatings.
The Group is principally involved in the manufacture of packaging paper,
converted packaging products and uncoated fine paper (UFP).
Mondi has a dual listed companies structure, with a primary listing on the JSE
Limited for Mondi Limited under the ticker code MND and a premium listing on the
London Stock Exchange for Mondi plc, under the ticker code MNDI, as well as a
secondary listing for Mondi plc on the JSE under the ticker code MNP. The Group
has been recognised for its sustainability through its inclusion in the
FTSE4Good UK, Europe and Global indices in 2008, 2009 and 2010 and the JSE`s
Socially Responsible Investment (SRI) Index in 2007, 2008, 2009 and 2010.
Notice to Shareholders
This announcement does not constitute an offer to sell nor a solicitation to buy
securities as such terms are defined under the US Securities Act.
The securities referenced herein have not been and will not be registered under
the US Securities Act or under any securities laws of any state or other
jurisdiction of the United States and may not be offered, sold or taken up,
directly or indirectly, within the United States except pursuant to an
applicable exemption from, or in a transaction not subject to, the registration
requirements of the US Securities Act and in compliance with any applicable
securities laws of any state or other jurisdiction of the United States. There
will be no public offer of Mpact Shares in the United States.
The securities referenced herein have not been and will not be registered under
the securities laws of Australia, Canada or Japan and may not be offered, sold,
taken up or renounced, directly or indirectly, within such jurisdictions except
pursuant to an applicable exemption from and in compliance with any applicable
securities laws.
Date: 20/07/2011 08:00:06 Produced by the JSE SENS Department.
The SENS service is an information dissemination service administered by the
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