| Fri 22 Aug 2003, 17:05 | | Results of the general meeting and finalisation of |
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AMAGB
Absa Group Limited - Results of the general meeting and finalisation of the odd-
lot offer")
Absa Group Limited
(Incorporated in the Republic of South Africa)
(Registration number 1986/003934/06)
JSE code: ASA Issuer code: AMAGB
ISIN: ZAE000013389
("Absa
Results of the general meeting and finalisation of the odd-lot offer")
1. Results of the general meeting
Ordinary shareholders are advised that at the general meeting held on Friday,
22 August 2003, the special and ordinary resolutions required to give effect to
the odd-lot offer, which were detailed in the circular dated 21 July 2003, were
duly passed by the requisite majority of ordinary shareholders. The special
resolutions will be lodged with the Registrar of Companies for registration.
2. Record date
The election period for the odd-lot offer opened on Monday, 21 July 2003 and
will close at 12:00 on Friday, 5 September 2003. Ordinary shareholders who hold
less than 100 ordinary shares ("odd-lot shareholders") and who are recorded in
the Absa register at the close of business on Friday, 5 September 2003 are
entitled to participate in the odd-lot offer.
3. Last day to trade
Odd-lot shareholders are advised that the last day to trade in order to
participate in the odd-lot offer will be Friday, 29 August 2003. Any odd-lot
shareholder who sells a portion of his or her ordinary shares or acquires
additional ordinary shares and whose shareholding remains below 100 ordinary
shares by Friday, 5 September 2003 will accordingly be treated as an odd-lot
shareholder for purposes of the odd-lot offer. If an odd-lot shareholder
acquires additional ordinary shares by 17:00 on Friday, 29 August 2003 and the
odd-lot shareholder"s shareholding at the close of business on Friday, 5
September 2003 exceeds 100 ordinary shares as a result of such acquisition, then
the said odd-lot shareholder will become ineligible to participate in the odd-
lot offer.
4. Odd-lot shareholders who hold certificated ordinary shares
4.1 Those odd-lot shareholders who hold certificated ordinary shares and who
have elected to sell their odd-lot shareholdings are required to surrender their
documents of title in respect of all their ordinary shares as soon as possible
to the transfersecretaries, Computershare Limited, Ground Floor, 70 Marshall
Street, Johannesburg, 2001 (P O Box 61051, Marshalltown, 2107).
4.2 Those odd-lot shareholders who hold certificated ordinary shares and who
have elected to increase their odd-lot shareholdings will have new share
certificates reflecting the additional shares purchased posted to them, at the
risk of such odd-lot shareholders, on or about Monday 8 September 2003, if the
form of election included in the circular posted to them on 21 July 2003 reaches
the transfer secretaries by 12:00 on Friday, 5 September 2003.
4.3 Cheques or electronic transfers in respect of the sale of odd-lot share
holdings will be posted to the relevant odd-lot shareholders or effected on or
about Monday, 8 September 2003, by post or electronic banking, at the risk of
such odd-lot shareholders, and in respect of odd-lot shareholders who hold
certificated ordinary shares, against surrender by those odd-lot shareholders of
their relevant documents of title.
5. Odd-lot shareholders who hold dematerialised ordinary shares
5.1 Odd-lot shareholders who have dematerialised their odd-lot shareholdings do
not hold share certificates and consequently there is no surrender procedure
applicable to them.
5.2 Any movement as a result of the implementation of the odd-lot offer in the
number of ordinary shares held by odd-lot shareholders who have dematerialised
their odd-lot shareholdings will automatically be recorded in the relevant odd-
lot shareholder"s account with the Central Securities Depository Participant
("CSDP") or stockbroker selected by the odd-lot shareholder. Payment will be
made on Monday, 8 September 2003 and credited to the odd-lot shareholder"s
account with the CSDP or broker.
6. General
6.1 Odd-lot shareholders are reminded that if they fail to make an election in
terms of the odd-lot offer by 12:00 on Friday, 5 September 2003, they will be
deemed to have sold their odd-lot shareholdings to Absa at R38,03 being the
offer price plus a 5% premium. Their documents of title will no longer be good
for trading after Friday, 5 September 2003 and will have no value other than to
receive the proceeds of the sale of the shares upon surrender. Forms of election
are to reach the transfer secretaries by 12:00 on Friday, 5 September 2003.
Forms of election received after this time and date, will not be accepted.
6.2 A further announcement detailing the results of the odd-lot offer will be
published on the Securities Exchange News Service of the JSE ("SENS") on Monday,
8 September 2003 and in the South African press on Tuesday, 9 September 2003.
Johannesburg
22 August 2003
Helpline: 0861 100 724 or + 27 11 775 3448 if calling from outside South Africa
Merchant bank and co-sponsor
ABSA Corporate and Merchant Bank
Corporate Finance
(Registration number 1986/004794/06)
Lead sponsor
Merrill Lynch
Global Markets & Investment Banking Group
Merrill Lynch South Africa (Pty) Ltd
Registration number 1995/001805/07
Registered Sponsor and Member of the
JSE Securities Exchange South Africa
Legal advisers
Webber Wentzel Bowens
Information agent
Georgeson Shareholder
Transfer secretaries
Computershare Limited
(Registration number 2000/006082/06)
Date: 22/08/2003 04:53:17 PM Produced by the JSE SENS Department