TORRE INDUSTRIES LIMITED - Results of General Meeting

Results of General Meeting

Torre Industries Limited
(Incorporated in the Republic of South Africa)
(Registration number 2012/144604/06)
Share code: TOR
ISIN Code: ZAE000188629
("Torre" or the “Group”)

RESULTS OF THE GENERAL MEETING

Shareholders are referred to the SENS announcements published on
16 February 2015 and 13 April 2015 (“Announcements”), as well as
the circular posted to Torre shareholders on 13 April 2015
(“Circular”) regarding the proposed acquisition of 100% of Set
Point and the issue of new Torre shares to MIC and Safika.

Capitalised terms in this announcement bear the same meaning as
in the Announcements and the Circular.

Torre is pleased to advise shareholders that all the resolutions
in the notice of General Meeting contained in the Circular were
passed by the required majority of shareholders present or
represented by proxy at the General Meeting held on Wednesday,
13 May 2015 at 12h00 at 59 Merino Avenue, City Deep,
Johannesburg.

Resolution number and            Note      Number and   For    Against
description                             percentage of     %          %
                                               shares
                                          eligible to
                                                 vote

Ordinary resolution number               233 692 351
                                                        100%        0%
1:                                          (66.68%)
Approval of the Cash Issue
to MIC

Ordinary resolution number               218 404 911
                                  1                     100%        0%
2:                                          (62.32%)
Approval of the Cash Issue
to Safika

Special resolution number                209 664 951
                                  2                     100%        0%
1:                                          (59.82%)
Approval of the Acquisition

Special resolution number                233 692 351
                                                        100%        0%
2:                                          (66.68%)
Issue of more than 30% of
Torre’s issued share
capital

Special resolution number               209 664 951
                                                      100%     0%
3:                                         (59.82%)
Issue of shares (Section
41(1))

Special resolution                      209 664 951
                                2                     100%     0%
number 4:                                  (59.82%)
Approval to repurchase the
Option Shares

Special resolution number               209 664 951
                                2                     100%     0%
5:                                         (59.82%)
Approval of the Option
Shares (Section 48(8))

Ordinary resolution number              233 692 351
                                                      100%     0%
3:                                         (66.68%)
Authority to action

54 800 Torre shares abstained from voting on all of the above
resolutions.

Notes:

1. Safika Holdings (Pty) Ltd and its associates were precluded
   from voting on the resolution in accordance with the JSE
   Listings Requirements.

2. Sabvest Finance and Guarantee Corporation (Pty) Ltd and its
   associates were precluded from voting on the resolutions in
   accordance with the JSE Listings Requirements.

COMPLETION OF THE ACQUISITION AND THE CASH ISSUE

Following the successful completion of the General Meeting, all
conditions precedent to the Acquisition and the Cash Issue have
been fulfilled and the Transactions have become unconditional in
every respect.

Johannesburg
14 May 2015

Corporate Finance Adviser and Sponsor
Afrasia Corporate Finance (Pty) Ltd

Date: 14/05/2015 07:05:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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