SECUREDATA SOLUTIONS LIMITED
(Incorporated in the Republic of South Africa)
Share code: SDA ISIN code: ZAE000016846
(Registration number 1998/020718/06)
("SecureData" or "the company")
* Results of general meeting;
* Suspension and termination of JSE Securities Exchange South Africa ("JSE")
listing; and
* Effective date of unbundling
1. RESULTS OF GENERAL MEETING
Trans Atlantic Securities (Proprietary) Limited is authorised to announce
that, at the general meeting of the company held at 09:00 on Thursday, 23
August 2001, the necessary ordinary and special resolutions were passed and,
where applicable, will be lodged for registration by the Registrar of
Companies, as soon as practicably possible, to approve:
* the proposed unbundling and distribution of 34 842 000 ERP.com Holdings
Limited shares to SecureData shareholders by way of a distribution in specie
("the unbundling") in terms of section 60 of the Income Tax Act, 1993 (Act
113 of 1993), as amended ("the Income Tax Act"); and
* the proposed members' voluntary winding-up of the company in terms of
sections 349 and 350 of the Companies Act, 1973 (Act 61 of 1973), as amended
("the winding-up").
2. UNBUNDLING EFFECTIVE
2.1 Subject to the registration of the special resolutions referred to above
and approval by the South African Revenue Services of the unbundling as an
"unbundling transaction" in terms of the Income Tax Act ("the remaining
conditions precedent"), the unbundling will become effective on Monday, 3
September 2001.
2.2 A further press announcement regarding the fulfilment of the remaining
conditions precedent will be made as soon as appropriate.
3. JSE Listings
3.1 Subject to the fulfilment of the remaining conditions precedent,
SecureData's listing on the JSE will be suspended with effect from the
commencement of trading on Wednesday, 29 August 2001 and thereafter
terminated with effect from the close of trading on Friday, 31 August 2001
("the record date").
3.2 It is expected that the winding-up of SecureData will be completed by no
later than the end of March 2002, whereafter a final cash liquidation
dividend, if any, will become payable to SecureData shareholders who were
registered as such on the record date.
Johannesburg
24 August 2001
Corporate advisers and lead sponsor
Trans@lantic Securities (Pty) Ltd
Corporate Finance
(Registration number 1999/000210/07)
Registered as a sponsor with the
JSE Securities Exchange South Africa
Legal advisers
Trans@lantic Securities (Pty) Ltd
Corporate Legal advisory
(Registration number 1999/000210/07)
Joint sponsor
Appleton Securities
Registration number 1998/021849/07
Member of the JSE
Corporate Finance
Auditors
Fisher Hoffman PKF (Jhb) Inc.
Chartered Accountants (SA)
Registered Accountants & Auditors
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