Resilient Property Income Fund Limited - Announcem
Resilient Property Income Fund Limited - Announcement to Shops for Africa and
Resilient linked unitholders
Resilient Property Income Fund Limited
(Incorporated in the Republic of South Africa)
(Registration number 2002/016851/06)
Share code: RES
ISIN no.: ZAE000043642
("Resilient")
ANNOUNCEMENT TO SHOPS FOR AFRICA LIMITED ("SHOPS") LINKED UNITHOLDERS AND
RESILIENT LINKED UNITHOLDERS REGARDING:
* THE REQUISITION OF A GENERAL MEETING OF SHOPS LINKED UNITHOLDERS TO APPOINT
ADDITIONAL DIRECTORS TO THE SHOPS BOARD; AND
* NOTIFICATION THAT NO OFFER IS TO BE MADE TO ACQUIRE ADDITIONAL LINKED UNITS
IN SHOPS
1. Introduction
Resilient linked unitholders and Shops linked unitholders are referred to the
announcement by Resilient dated 27 March 2003 in which it was announced that:
Resilient had entered into agreements to acquire 16 909 702 Shops linked units,
representing 25.66% of the issued linked units of Shops, from subsidiaries of
Nedbank Limited; and
Resilient"s board of directors was considering making an offer to all other
Shops linked unitholders.
2. No offer to Shops linked unitholders
The board of directors of Resilient has decided not to make an offer to acquire
all the linked units of Shops. This does not preclude Resilient making such an
offer at any time in the future.
3. Requisition of a Shops general meeting to approve the appointments of
additional directors to the board of directors of Shops ("the Shops board")
Resilient has requested the Shops board to appoint six additional non-executive
directors to its board given its now significant interest in Shops, which
request the Shops board has refused to accede to. Instead, the Shops board has
conditionally offered to appoint one of Resilient"s nominees. Resilient believes
that its nominees, three of which will be independent non-executive directors,
two of which will be non-executive directors who are also Resilient directors
and one of which will be a non-executive director who is an employee of
Resilient, will bring considerable additional expertise to the Shops board.
Resilient has on 16 April 2003, in terms of section 181 of the Companies Act,
1973 requisitioned the Shops board to convene a general meeting of Shops linked
unitholders to pass the necessary resolutions to elect the nominees to the Shops
board.
The Shops board has fourteen days from the lodging of the requisition to issue a
notice to Shops linked unitholders convening the general meeting.
Johannesburg
16 April 2003
Investment bank and sponsor Corporate law advisers and consultants
Nedbank Corporate Edward Nathan & Friedland (Pty) Ltd
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