| Mon 15 Sep 2003, 17:50 | | Further Adjournment Of General Meeting And Further |
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EC-Hold Limited - Further Adjournment Of General Meeting And Further Cautionary
Announcement
EC-Hold Limited
Registration number 1998/020093/06
Incorporated in the Republic of South Africa
Share code: ECH ISIN code: ZAE000016705
("EC-Hold" or "the Company")
FURTHER ADJOURNMENT OF GENERAL MEETING AND FURTHER CAUTIONARY ANNOUNCEMENT
1. Further adjournment of general meeting
Shareholders are referred to the announcement to EC-Hold shareholders dated
28 August 2003, relating to the adjournment of a general meeting of shareholders
of EC Hold pursuant to a formal request by Republic Nominees (Proprietary)
Limited and Standard Bank Nominees (Proprietary) Limited (collectively referred
to as "the requisitioning shareholders").
Shareholders are advised that on Monday, 15 September 2003, pursuant to a
further formal request by certain shareholders, the general meeting has been
adjourned again, subject to:
* the mandate appointing Deloitte and Touche (see 2 below) being made
available to the requisitioning shareholders; and
* the requisitioning shareholders handing additional queries to the company
which will be investigated by the company and Deloitte and Touche, and the
outcome made publicly available, subject to JSE Regulations.
Accordingly, EC-Hold has forwarded the aforementioned mandate to the
requisitioning shareholders, and Deloitte and Touche presented with their
additional queries. The general meeting has therefore been adjourned to 09:00 on
Thursday, 16 October 2003, to be held at the registered offices of EC-Hold, MGX
House, 22 Milkyway Avenue, Linbro Business Park, Sandton, 2065, on which date
shareholders will be requested to consider and vote on the ordinary resolutions
contained in the circular dated 30 July 2003 ("the circular").
2. Auditors report
Prior to the publication of the circular to EC-Hold shareholders, Webber
Wentzel Bowens, on the instructions of the Board of directors of EC-Hold ("EC-
Hold Board"), invited the requisitioning shareholders to request whatever detail
information they required from EC-Hold. To the extent appropriate, taking into
account the applicable regulatory requirements and in consultation with EC-
Hold"s auditors, EC-Hold offered to make this information available to the
requisitioning shareholders and to all shareholders. This process would have
avoided the costs of preparing an unnecessary circular and convening of a
general meeting. However, Werksmans Attorneys, acting on behalf of the
requisitioning shareholders, declined this process. EC-Hold subsequently, and at
great cost to the Company, proceeded to convene the general meeting.
In the interests of transparency, the board of directors of MGX Holdings
Limited ("MGX") and the EC-Hold Board wish to clear any possible suspicion that
may have been caused by the unsubstantiated allegations implicit in the
resolutions proposed at the general meeting. Accordingly, the EC-Hold Board has
requested Deloitte and Touche, its new auditors, to review all the transactions
between EC-Hold and MGX since 1999, including certain specific matters, which
the company has agreed to include in the review at the request of the
requisitioning shareholders.
Further cautionary
Shareholders are referred to the announcement of 28 August 2003 and are
advised to continue to exercise caution when dealing in their shares until a
further announcement is made.
Sandton
15 September 2003
Sponsor
Brait Sponsors (Pty) Limited
Legal Advisor
Webber Wentzel Bowens
Corporate Advisor
Brait Corporate Finance
Date: 15/09/2003 05:09:55 PM Produced by the JSE SENS Department