JD GROUP -
JD GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1981/009108/06)
Share code: JDG
ISIN:ZAE000030771
("JD Group")
RESULTS OF GENERAL MEETING
Shareholders of JD Group are advised that at the JD Group general meeting held
on Monday, 31 March 2003, JD Group shareholders unanimously approved the scheme
of arrangement in terms of section 311 of the Companies Act, No 61 of 1973 as
amended ("the Act"), proposed by JD Group between Profurn Limited ("Profurn")
and its shareholders ("the scheme" or "the transaction") failing which the
conditional substitute offer in terms of section 440 of the Act would be made.
The resolution proposed was approved by the requisite majority of JD Group
shareholders.
The Profurn board of directors has announced that the scheme has been approved
by the requisite majority of scheme members at the Profurn scheme meeting held
on Monday, 31 March 2003.
Application will be made to the High Court of South Africa (Witwatersrand Local
Division) ("Court") on Tuesday, 8 April 2003 at 10:00 or as soon thereafter as
Counsel may be heard for an order to sanction the scheme. If the scheme is
sanctioned by the Court, the only remaining condition precedent for
implementation of the scheme will be the registration of such order of Court, by
the Registrar of Companies. It is anticipated that the operative date of the
transaction and listing of the scheme shares will be Tuesday, 22 April 2003.
A further announcement will be made once all conditions precedent to the
transaction have been fulfilled.
Johannesburg
31 March 2003
Investment Bank Legal Adviser
and Transaction
Sponsor
Gensec Bank Limited Feinsteins
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