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GMB
GMB
Glenrand MIB Limited - Sanctioning Of The Scheme Of Arrangement
GLENRAND MIB LIMITED
(a Licensed Financial Services Provider)
(Incorporated in the Republic of South Africa)
(Registration number 1997/008001/06)
Share code: GMB & ISIN: ZAE000018529
("Glenrand")
SANCTIONING OF THE SCHEME OF ARRANGEMENT
Glenrand ordinary shareholders are referred to the announcements dated 17 March
2006 and 28 March 2006 relating to the facilitation of the increase of
Glenrand"s black shareholder base through a broad-based black employee share
scheme and a black business partner scheme and are advised that the scheme of
arrangement in terms of section 311 of the Companies Act (Act 61 of 1973), as
amended, proposed by Risk Funding Services (Proprietary) Limited, a 100% owned
subsidiary of Glenrand and the trustees of the Glenmib Employee Empowerment
Trust ("Glenmib Trust"), between Glenrand and its shareholders (other than
Kunene Finance Company (Proprietary) Limited, the Glenmib Employee Scheme Trust
and the Glenmib Trust) ("the Scheme"), was sanctioned by the High Court of South
Africa (Witwatersrand Local Division) on Thursday, 30 March 2006.
CONDITIONS PRECEDENT
The remaining conditions precedent are for the Order of Court sanctioning the
Scheme to be registered by the Companies and Intellectual Property Registration
Office ("Registrar") and the fulfilment of conditions precedent as set out in
the black business partner subscription agreements.
REVISED IMPORTANT DATES AND TIMES
2006
Results of the sanctioning of the Friday, 31 March
Scheme published in the South African
press on
Order of Court sanctioning the Scheme Monday, 3 April
registered by the Registrar on or
about
Confirmation of registration of Order Tuesday, 4 April
of Court sanctioning the Scheme
released on SENS and published in the
South African press on or about
Last day to trade in ordinary shares Thursday, 6 April
on the JSE in order to be recorded in
the Register on the record date for
the Scheme
Listing of replacement ordinary shares Friday, 7 April
Ordinary shares trade "ex" the Scheme Friday, 7 April
under the new ISIN of ZAE000078010
Record date for the Scheme on which Thursday, 13
ordinary shareholders must be recorded April
in the Register to receive the Scheme
consideration by close of business on
Operative date of the Scheme from Tuesday, 18 April
commencement of trade on the JSE on
Scheme consideration will be made Tuesday, 18 April
available to Scheme participants from
Replacement ordinary share
certificates will be posted to
certificated Scheme participants, Tuesday, 18 April
provided that their ordinary share
certificates have been surrendered by
no later than 12:00 on the record date
for the Scheme (or within 5 Business
Days of receipt if received
thereafter) on or about
Dematerialised Scheme participants Tuesday, 18 April
will have their accounts at their CSDP
or broker updated on
Issue and listing of new ordinary Tuesday, 18 April
shares
Notes:
The abovementioned times and dates are South African times and dates and are
subject to change. Any such change will be released on SENS and published in the
press.
No dematerialisation or rematerialisation of existing ordinary shares under the
ISIN of ZAE000018529 will take place after Thursday, 6 April 2006.
Dematerialisation and rematerialisation of replacement ordinary shares under the
ISIN of ZAE000078010 will recommence after Tuesday, 18 April 2006.
Randburg
30 March 2006
Investment bank, transaction advisor and sponsor
Nedbank Capital
Independent reporting accountants
KPMG
Legal advisor
Deneys Reitz Inc
Independent advisor
EY Corporate Finance (Pty) Ltd
Date: 30/03/2006 03:26:04 PM Produced by the JSE SENS Department
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