| Mon 30 Apr 2012, 17:43 | | CPN - Capricorn Investment Holdings Limited - Results of the General Meeting |
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CPN
CPN
CPN - Capricorn Investment Holdings Limited - Results of the General Meeting
and changes to the board
CAPRICORN INVESTMENT HOLDINGS LIMITED
(formerly Cenmag Holdings Limited)
(Registration Number 1987/004821/06)
("Capricorn" or "the Company")
Share code: CPN ISIN: ZAE000149951
RESULTS OF THE GENERAL MEETING AND CHANGES TO THE BOARD
Shareholders are reminded that a circular posted to shareholders on 2 April
2012 in connection with inter alia the proposed acquisition of Western
Utilities Corporation (Proprietary) Limited, reverse listing thereof into
Capricorn and transfer to the Alternative Exchange ("AltX"), contained a
Notice of General Meeting including resolutions to be voted upon by
shareholders, which General Meeting was held today.
The board is pleased to advise shareholders that, at the General Meeting held
today, all the resolutions presented in the Notice of General Meeting were
passed by the requisite majority of shareholders. Shareholders are reminded
that the reverse listing as mentioned above and included in the circular
dated 2 April 2012 is subject to the Company meeting the minimum shareholders
spread requirements as required by AltX.
The special resolutions, where applicable, including the change of the
Company`s name to Mine Restoration Investments Limited, will be lodged with
the Companies and Intellectual Property Commission ("CIPC"). In the event
that there are any changes to the salient dates as contained in the circular
and announced previously on SENS on 28 March 2012, depending on the
registration of special resolutions with CIPC, these date changes will be
announced on SENS and in the press.
Shareholders are advised that, as disclosed in the circular dated 2 April
2012, with effect from today, Messrs K Jarvis and B McQueen resigned as
independent non-executive directors and the role of Mr S Tredoux has changed
from financial director to independent non-executive director. Similarly, the
role of Mr J Herbst has changed from chief executive officer to non-executive
director.
The board thanks Mr Jarvis and Mr McQueen for their valuable contribution
during their tenure.
Furthermore, the Company welcomes on board the following new directors as
approved by shareholders in General Meeting today:
Quinton George (Non-Executive Chairman)
Jaco Schoeman (Chief Executive Officer of Capricorn)
Michelle van den Berg (Financial Director)
Charles Pettit (Non-Executive Director)
Sandile Swana (Independent Non-Executive Director and Audit Committee Member)
Anthon Meyer (Lead Independent Non-Executive Director and Audit Committee
Member)
Chris Roed (Independent Non-Executive Director and Audit Committee Member)
Quinton George (39) (Non-Executive Chairman)
Quinton is a registered financial advisor with the Securities Institute of
London and the Financial Services Board in South Africa. He has successfully
achieved certificates in Investment Advice and Investment General Exams of
the Institute of Stockbrokers.
He began his career in the financial services industry when he joined Peter
George Portfolios (Pty) Ltd, members of the South African Bond Market
Association. Thereafter, Quinton joined a South African Corporate member of
the Johannesburg Stock Exchange (JSE). Here he worked as portfolio manager
and developed a substantial private client base. Later, he joined DC Palmer
Securities and initiated their online stock broking. He played a significant
role in building the online business of the company.
On September 1, 2000, Quinton launched Trinity Holdings (Pty) Ltd, an
investment management company registered with the Financial Services Board.
Currently, Quinton is the CEO of Trinity Asset Management, notably one of
South Africa`s largest gold and resource fund managers.
Jaco Schoeman (37) (Group Chief Executive Officer)
Jaco Schoeman is a scientist and holds a B. Tech Degree in Analytical
Chemistry from Pretoria Technikon in South Africa. Jaco was previously the
Technical Director of Mintails Ltd (ASX: MLI), a South African based, but
Australian-listed gold mining company which reprocesses tailings. Prior to
joining Mintails, he held senior positions including General Manager of
Atomaer RSA, Product Specialist at Nalco-Chemserve and Senior Chemist at
Amplats (now Anglo Platinum). His responsibilities at Mintails included
initiating a commercial alternative to existing technologies for the
treatment of AMD water.
Jaco previously had overall responsibility for the water treatment project,
ensuring accountability of funds and reports to the Board against agreed
milestones. Jaco has also accepted responsibility for the establishment and
continuation of vital strategic relationships with the regulatory agencies
and major mining enterprises of South Africa.
Michelle van den Berg (32) (Financial Director)
Michelle completed high school in Middelburg and studied her National Diploma
in Internal Auditing through the Free State Technikon where she became a
Certified Professional Accountant after completing articles at Oelofse
Auditors, Medprak Fin Services and Van Wyk Auditors.
Following her articles, Michelle became the Financial Manager of Head to Toe
before she left and started working at MNR Solutions (Pty) Ltd and Isiango
Convention Centre (Pty) Ltd to fill the positions of Financial Manager/Human
Resources Representative and Bookkeeper. In 2007, Michelle was employed as a
financial accountant by Barnstone Corporate Services (Pty) Ltd where she was
contracted out to WUC. However in 2008, WUC decided to include Michelle on
their payroll while she continued to fulfil the role of financial accountant.
Michelle will be assisted by Anthon Meyer initially in her role as Financial
Director.
The newly constituted audit committee confirmed that they are satisfied with
the expertise and experience of Michelle as financial director of the Group
going forward.
Charles Pettit (30) (Non-Executive Director)
Charles has extensive corporate finance experience in the United Kingdom,
South Africa and Mauritius which includes acquisitions, disposals, IPO`s,
fundraisings, BEE transactions and corporate restructurings. Since founding
AfrAsia Corporate Finance in June 2009, Charles has led the origination and
execution activities of the team and also led the sale of a minority interest
in the business to AfrAsia Bank in May 2010.
Charles graduated from the University of Cape Town with a First Class Honours
degree in Finance. He subsequently qualified as a CFA charter holder while
working in corporate finance for Close Brothers in London.
Sandile Swana (43) (Independent Non-Executive Director)
Sandile Swana was born in Johannesburg, South Africa and matriculated at St
John`s College, Mthatha. He completed a B.Com under the Anglo American
Scholarship Programme at Wits University, with majors in Economics and
Business Information Systems. He received training in software development
and project. He has a BCom Hons (Unisa) and an MBA (UP).
He is a director of the following companies listed on the Johannesburg Stock
Exchange: ConvergeNet Holdings, Gold One Data Works which amongst other
things specialises in the development and implementation of asset management
systems for compliance with Government Immovable Asset Management Act
(GIAMA). He started lecturing at Wits Business School in 2007 covering Risk
Management and Public Private Partnerships. He is a member of the following
audit committees: ICASA (chairman); Gariep Municipality (Chairman), Gold One;
ConvergeNet Holdings (Chairman) and Sallies Limited (Chairman).
He has wide ranging management and leadership experience having worked for
multi-nationals and private companies including: Anglo American as a trainee
(1988-1992); New York Times; Caltex Oil; The Don Suite Hotels and also acting
as non-executive director of several JSE listed companies. Mr Swana is a
specialist and experienced leader in audit and risk in both the public and
private sector including JSE listed (Gold One Limited; White Water Resources;
Sallies Limited and ConvergeNet Holdings). He has well developed quantitative
skills
Anthon Meyer (58) (Lead Independent Non-Executive Director)
Anthon a Chartered Accountant, as an article clerk and audit senior was
involved in audits of a number of businesses ranging from farmers,
individuals, doctors, banks, government departments, warehouses, retail
businesses, car dealers, second hand dealers, manufacturing concerns and
pharmacies. As sole practitioner Anthon was involved in audits and financial
management of pharmacies, printers, manufacturers, motor car dealers, general
engineering works and individuals.
Anthon has experience consulting on an opencast coal exploration and with a
mining company, Optimum Coal in Mpumalanga, and involved in the reclamation
of gold slime sludge and sand in heavy manufacturing as well as the assembly
of "knocked-down" and "semi-knocked-down" units with knowledge gained at
Mogale Gold in Krugersdorp and Ergo Gold in Brakpan. This experience was also
underpinned by a detailed costing exercise spearheaded by Anthon and
supported by a team of experts. He also gained experience of the warehousing
of spare parts, work-in-process, raw material and finished goods and more
recently implemented an EVA system in a bottling plant and produced a
detailed costing exercise.
During the recent past, Anthon was contracted as CFO to a large private
company that services Government in respect of its IT requirements and gained
valuable experience in respect of the PFMA requirements and completed the
annual statutory audit under the governance of the PFMA and other related
acts governing Government bodies.
Chris Roed (45) (Independent Non-Executive Director)
Chris is a water/civil engineer with more than 20 years of experience and
specialises in water and wastewater engineering, as well as conventional
civil engineering. Chris gained experience while working for the City of Cape
Town Waterworks Department (7 years), Arcus Gibb Consulting Engineers water
department (8 years), and Watermarc Consulting Engineers (6 years).
Roed started and owns a successful petroleum products supply company selling
mainly bulk liquid petroleum gas (LPG) in Southern Africa.
For and on behalf of the board
30 April 2012
Johannesburg
Sponsor Corporate Advisor
Arcay Moela Sponsors AfrAsia Corporate Finance
(Proprietary) Limited (Proprietary) Limited
Date: 30/04/2012 17:43:00 Produced by the JSE SENS Department.
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