| Wed 19 Sep 2001, 0:00 | | Results Of Grayprop General Meeting And Grayvest S |
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Results of Grayprop general meeting and Grayvest scheme meetings
Results of Grayprop general meeting
Further to the announcement dated 17 August 2001, Standard Corporate and
Merchant Bank is authorised to announce that the ordinary resolutions
relating to the ratification of the proposal by Grayprop of the schemes of
arrangement between Grayvest and its shareholders and Grayvest and its
debenture holders considered at the general meeting of Grayprop unitholders
held on Monday, 10 September 2001, were passed by the requisite majority of
unitholders.
Results of Grayvest scheme meetings
At the share scheme meeting and the debenture scheme meeting held on Monday,
10 September 2001, the requisite majorities of shareholders and debenture
holders of Grayvest approved the respective schemes of arrangement proposed
by Grayprop, in terms of section 311 of the Companies Act (No. 61 of 1973),
as amended, between Grayvest and its shareholders ("the share scheme") and
Grayvest and its debenture holders ("the debenture scheme") (collectively,
"the schemes").
Sanction of the schemes
The schemes were sanctioned by the High Court of South Africa (Cape of Good
Hope Provincial Division) on Monday, 17 September 2001. The Order of Court
has been lodged today with the Registrar of Companies who has confirmed that
he will register such Order of Court with effect from 18 September 2001,
against which registration all of the conditions precedent relating to the
schemes will have been fulfilled.
Termination of the listing of Grayvest and listing of new Grayprop units
The listing of Grayvest linked units on the JSE Securities Exchange South
Africa ("JSE") will be suspended from the commencement of business on
Friday, 21 September 2001 and will be terminated with effect from the
commencement of business on Monday, 1 October 2001. The record date to
participate in the schemes is Friday, 28 September 2001 ("the record date")
and the last day to trade Grayvest linked units on the JSE in order to be
registered on the record date is Thursday, 20 September 2001. The operative
date of the schemes is Sunday, 30 September 2001.
In terms of the schemes, holders of Grayvest shares and Grayvest debentures
registered as such on the record date ("scheme participants"), are entitled
to receive 463 Grayprop units for every 100 Grayvest linked units held ("the
schemes consideration"). The new Grayprop units to be issued as the schemes
consideration will be listed on the JSE from the commencement of business on
Friday, 21 September 2001.
Surrender of Grayvest documents of title
Grayvest linked unitholders who have already dematerialised their linked
units through a Central Securities Depository Participant ("CSDP") or broker
need not take any action as the surrender of documents of title will
automatically be effected by the CSDP or broker on their behalf.
The schemes consideration will be posted within five business days after the
operative date to those scheme participants holding certificated linked
units who have surrendered their documents of title by 16:00 on the record
date. In respect of those scheme participants holding certificated linked
units who surrender their documents of title after 16:00 on the record date,
the schemes consideration will be posted within five business days of the
surrender of their documents of title in terms of the schemes. Accordingly,
if they have not already done so, scheme participants holding certificated
linked units should surrender their documents of title as soon as possible
to the transfer secretaries, Mercantile Registrars Limited, 7th Floor, 11
Diagonal Street, Johannesburg, 2001 (PO Box 1053, Johannesburg, 2000) in
order to claim the schemes consideration.
The schemes consideration will not be posted to scheme participants holding
certificated linked units unless and until all documents of title in respect
of the relevant Grayvest linked units have been surrendered to the transfer
secretaries, as set out above.
A form of surrender was included in the circular posted to Grayvest linked
unitholders on Friday, 17 August 2001 and a further form of surrender will
be posted to Grayvest linked unitholders holding certificated linked units
on Thursday, 20 September 2001.
Cape Town
18 September 2001
