Northern Engineering Industries Africa Limited
(Incorporated in the Republic of South Africa)
(Registration number 1978/001240/06)
("NEI" or "the company")
RESULTS OF GENERAL MEETING
Further to the announcement dated 8 June 2001, KPMG Services (Proprietary)
Limited is authorised to announce that:
- Ordinary resolution number 1, as amended, and all the other ordinary and
special resolutions proposed at the general meeting of NEI held on Monday,
16 July 2001 were unanimously passed by NEI shareholders present or
represented; and
- The special resolutions will be lodged for registration by the Registrar
of Companies upon the issuance of the relevant clearance certificate by the
Competition Commission.
Accordingly, the following have been approved:
- The disposal by NEI Africa Operations Limited ("NEI Operations") of the
businesses and assets of its operating divisions, together with the land and
buildings of the property owning companies in the NEI Operations group, as
going concerns, as well as certain specific assets of the head office
division and certain specific liabilities of the operating divisions of NEI
Operations, to Alstom South Africa (Proprietary) Limited;
- The voluntary winding-up of NEI; and
- The distribution by NEI of its cash resources as a liquidation dividend
in the course of the voluntary winding-up of NEI.
The NEI liquidation dividend of approximately 1 100 cents per NEI share,
subject to any claim for price reduction in the event of a breach of the
warranties after the completion date, now estimated to be 30 July 2001, is
expected to be paid on or about Thursday, 28 February 2002 to NEI ordinary
shareholders registered as such by close of business on the record date, now
estimated to be Friday, 27 July 2001.
NEI's shares on the JSE Securities Exchange South Africa ("JSE") were
suspended on Monday, 23 July 2001 in accordance with the circular dated 22
June 2001.
The disposal is still subject to and conditional upon the approval by the
Competition Commission.
The estimated salient dates and times are as follows:
The record date (NEI shareholders should be
registered as such by close of business on
this date in order to participate in the
liquidation dividend) Friday, 27 July 2001
Liquidation dividend to NEI shareholders
to be paid on or about Thursday, 28 February 2002
Listing of NEI shares on the JSE to be
terminated at the close of business on
or about Friday, 1 March 2002
All dates and times indicated above are subject to amendment which will be
published in the South African press.
Johannesburg
24 July 2001
Corporate advisor and sponsor
KPMG
Legal advisors to NEI
Deneys Reitz Attorneys
Legal advisors to Alstom
Brink Cohen Le Roux & Roodt Inc
Attorneys
Reg No. 1993/004501/21
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