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Ballot Voting in respect of Satrix Reitway Global Property ETF amalgamation with Reitway Global Property Prescient
Satrix Managers (RF) Pty Ltd
Satrix Reitway Global Property ETF
Share code: STXGPR
ISIN: ZAE000318267
A portfolio in the Satrix Collective Investment Scheme in Securities
2, registered as such in terms of the Collective Investment Schemes
Control Act, 45 of 2002
Ballot Voting Procedure in respect of the Satrix Reitway Global
Property ETF amalgamation with the Reitway Global Property Prescient
ETF
This letter is important and requires your immediate attention.
The purpose of this letter is to inform you of the proposed
amalgamation of the Satrix Reitway Global Property ETF (source fund)
with the Reitway Global Property Prescient ETF (target fund), and to
provide you with sufficient information to vote on this proposal –
including your rights as an investor and the impact this will have on
your investment.
The target fund has been approved by the Financial Sector Conduct
Authority (FSCA) and will be listed on the JSE on the effective date
subject to investors in the source fund voting in favour of the
amalgamation.
In terms of Section 99 of the Collective Investment Schemes Control
Act, 45 of 2002 (“the Act”), the proposed amalgamation will proceed
if the majority of investors vote in favour of the amalgamation by
way of the enclosed ballot. Absence of a response will be regarded as
a vote in favour of the amalgamation.
This amalgamation ballot is conducted at the request of Satrix
Managers (RF) (Pty) Ltd (“Satrix”), FSP 15658, the investment manager
of the Satrix Collective Investment Scheme in Securities 2.
Reason for the proposed amalgamation
The Satrix Reitway Global Property ETF was launched on 26 May 2021 to
allow investors to gain rand-denominated exposure to a Portfolio of
global listed property stocks selected from the America, Asia Pacific
and EMEA regions.
Reitway Global (Pty) Limited, being the index provider to the Satrix
Reitway Global Property ETF, has entered a co-naming agreement with
Prescient Management Company (RF) (Pty) Ltd to launch Reitway tracking
ETFs and to consolidate all Reitway ETFs into one Management Company,
being Prescient Management Company (RF) (Pty) Ltd.
After much consideration, Satrix have decided that it would be
beneficial to shareholders of the Satrix Reitway Global Property ETF
to amalgamate into the Reitway Global Property Prescient ETF.
Investors will not incur any tax or other explicit costs as a result
of the amalgamation.
Fund similarities
• The proposed changes to the fund will not change the nature of
the underlying strategy.
• Both funds fall with in the Global - Real Estate – General
classification, as set out in the Association for Savings and
Investment South Africa (“ASISA”) Fund Classification Standard.
Details of the similarities, differences, and the impact on
you as an investor are detailed in the table below:
Satrix Reitway Global Property ETF Reitway Global Property Prescient ETF Changes and impact
Investment Objective Investment Objective
3.1. The objective of the 4.1. The investment policy No changes
Portfolio shall be to of the Portfolio shall be
track the Reitway Global to track as closely as
Property Index (“the possible the Index with
Index”) as closely as the intention of allowing
reasonably possible and an Investor to obtain
to the fullest extent market exposure to the
possible. constituent securities
which are held in the
Portfolio.
3.2. The objective
shall be achieved by 4.2. The Portfolio will
buying securities in the be passively managed in
Index in the weightings that the Manger will not
in which they are buy and sell securities
included in the Index based on economic,
from time to time; and financial and/or market
selling securities and or analysis but rather, will
assets which are excluded buy and sell securities
from the Index from time solely for the purposes of
to time as a result of ensuring that the
the Index reviews or Portfolio tracks the
corporate actions, so as Index. As such the
to ensure that at all investment objective and
times the Portfolio holds style of the Portfolio
securities in the Index will be full replication
in the same weightings in of the Index. Accordingly,
the financial or other
which they are included condition of any company
in the Index. or entity include in the
Index will not result in
3.3. The Portfolio the elimination of its
shall not buy or sell securities from the
securities for the Portfolio, unless the
purpose of making a securities of such company
profit nor for any or entity are removed from
purpose other than the Index itself.
tracking the performance
of the Index. 4.3. Investors may obtain
participatory Interests in
3.4. The Portfolio the Portfolio on the
will be passively managed secondary market or by
in that the Manager will subscribing for new
not buy and sell participatory interest in
securities based on the Portfolio on the
economic, financial primary market. In order
and/or market analysis to achieve this object,
but rather, will buy and the Manager may, subject
sell securities solely to the Act and the Scheme
for the purpose of Deed, create and issue or
ensuring that the redeem and cancel an
Portfolio tracks the unlimited number of
performance of the Index participatory interests in
as closely as reasonably the Portfolio.
possible. As such, the
investment objective and 4.4. The manager shall
style of the Portfolio further be entitled in its
will be that of discretion and only on a
replication of the temporary basis, to employ
performance of the Index. such other investment
Accordingly, the techniques and financial
financial or other Instruments, whether
condition of any company listed or unlisted, for
or entity included in the the purposes of efficient
Index from time to time portfolio management with
will not result in the the aim of reducing risk,
elimination of its reducing cost or
securities from the generating capital or
Portfolio, unless the income for the Portfolio
securities of such with an acceptable level
company or entity are of risk In line with the
removed from the Index investment objective of
itself. the Portfolio, subject to
the provision of the
3.5. The Manager shall Scheme Deed, the JSE
further be entitled, in Listing Requirements and
its discretion and only the Act from time to time.
on a temporary basis, to
employ such other 4.5. The Portfolio may
investment techniques and also include participatory
financial instruments, interest or any other form
whether listed or of participation in
unlisted, for the portfolios of collective
purposes of efficient Investment schemes or
portfolio management with other similar collective
the aim of reducing risk, Investment schemes as the
reducing cost or Act may allow from time to
generating capital or time which are consistent
income for the Portfolio with the Portfolios
with an acceptable level investment policy.
of risk in line with the
investment objective of 4.6. The composition of
the Portfolio, subject to the Portfolio will be
the provisions of the adjusted periodically to
Deed and the Act. confirm to changes in the
composition and weightings
3.6. The Manager may of securities in the Index
also invest in so as to ensure that the
participatory interests composition and weightings
or any other form of of the Portfolio are a
participation in reflection of the
portfolios of collective composition and weightings
investment schemes or of the securities
other similar schemes as contained in the Index.
the Act may allow from
time to time and which is 4.7. The Portfolio
consistent with the shall hold securities
portfolio’s investment purely for the economic
objective. Where the rights and benefits
aforementioned schemes attaching thereto and,
are operating in accordingly, If any
territories other than takeover bid or other
South Africa, corporate action occurs in
participatory interests relation to any
or any other form of constituent company, the
participation in these Portfolio shall not
schemes, will be included surrender any securities
in the portfolio only held by the Portfolio
where the regulatory which may be subject to
environment is to the such takeover bid or other
satisfaction of the corporate action, unless
manager and the trustee such surrender is
as being of a sufficient mandatory (and then only
standard to provide to the extent of such
investor protection at mandatory surrender) In
least equivalent to that terms of any applicable
in South Africa. law or under the rules of
a regulatory authority or
3.7. Investors may body having jurisdiction
obtain participatory over the Portfolio and/or
interests in the the applicable securities.
Portfolio on the However, if any such
secondary market or by takeover bid of corporate
subscribing for new action results in a
participatory interests previously constituted
in the Portfolio on the company no longer
primary market. In order qualifying for inclusion
to achieve this in the Index, any
objective, the Manager securities in such
may, subject to the Act constituent company held
and the Deed, create and by the Portfolio, shall be
issue an unlimited number disposed of by the
of participatory Portfolio and the proceeds
interests in the derived from such disposal
Portfolio. shall be applied in
effecting the appropriate
3.8. The composition adjustment to the
of the Portfolio will be Portfolio so as to ensure
adjusted periodically to same tracks the Index.
conform to changes in the
composition and 4.8. It is anticipated
weightings of the that ancillary assets in
securities in the Index liquid form will not form
so as to ensure that the a substantial part of the
composition and Portfolio's assets.
weightings of the However, any liquid assets
Portfolio are a that the portfolio holds
reflection of the may be invested In short-
composition and term money market
weightings of the investments.
securities contained in
the Index. 4.9. It is recorded
that the Portfolio's
3.9. The Portfolio ability to replicate the
shall hold securities price and yield
purely for the economic performance of the Index
rights and benefits will be affected by the
attaching thereto and, costs and expenses
accordingly, if any incurred by the Portfolio.
takeover bid or other
corporate action occurs
in relation to any
constituent company, the
Portfolio shall not
surrender any securities
held by the Portfolio
which may be subject to
such takeover bid or
other corporate action,
unless such surrender is
mandatory (and then only
to the extent of such
mandatory surrender) in
terms of any applicable
law or under the rules of
a regulatory authority or
body having jurisdiction
over the Portfolio and/or
the applicable
securities. However, if
any such takeover bid or
corporate action results
in a previously
constituted company no
longer qualifying for
inclusion in the Index,
any securities in such
constituent company held
by the Portfolio, shall
be disposed of by the
Portfolio and the
proceeds derived from
such disposal shall be
applied in effecting the
appropriate adjustments
to the Portfolio so as to
ensure same tracks the
Index
3.10. The Portfolio's
ability to replicate the
price and yield
performance of the Index
will be affected by the
costs and expenses
incurred by the
Portfolio.
3.11. The Portfolio
will also contain assets
in liquid form.
Portfolio Benchmark Portfolio Benchmark No change
Reitway Global Property Reitway Global Property
Index Index
Distributions Distributions
Quarterly (Mar, Jun, Sep, Quarterly (Mar, Jun, Sep, No change
Dec) Dec)
Charges, performance and share pricing
• Investors will not be liable for the payment of any additional
fees, charges, taxes, or brokerage as a result of the
amalgamation.
• Future performance and share pricing will be determined by the
new amalgamated fund, i.e. the Reitway Global Property Prescient
ETF.
How the amalgamation impacts your investment
Replacement participatory interests
When the current Satrix Reitway Global Property ETF is absorbed into
and amalgamated with the Reitway Global Property Prescient ETF,
investors will be issued with replacement participatory interests
(shares) in the new amalgamated fund. The replacement shares will be
equal in market/monetary value to the shares held prior to the
amalgamation, although the number of shares held may change. The
Satrix Reitway Global Property ETF will cease to exist.
This is in accordance with Section 99 (3) (a) of the Act, which
stipulates that on the effective date, every investor:
“shall… hold in the new scheme or portfolio, such participatory
interests with an aggregate money value that is not less than the
lower of the net asset value or market value, as may be fair and
reasonable in the circumstances of the participatory interests which
such investor, immediately before the date on which the proposed
transaction becomes effective, held in an original scheme or
portfolio.”
BALLOT TIMELINE
Weekday Date Action
Tuesday 08 Aug Approval from FSCA
2023
Friday 11 Aug Receive investor holdings per STRATE
2023 Register
Monday 15 Aug Release of announcement on JSE SENS
2023
Tuesday 26 Sept Final date of response to ballot letter
2023 (30 business days after distribution)
Details of the distribution and amalgamation salient dates will be
announced after FSCA approval.
Special distribution
The Financial Sector Conduct Authority (“FSCA”) requires that all
accrued income in funds to be transferred be distributed prior to the
transfer taking place. In line with this requirement, both the source
and target funds will distribute a special income declaration.
Action required
1. Please read this circular on the proposed change to the fund, your
rights as an investor and the impact this will have on your
investment.
2. Please complete the enclosed ballot form and email it directly to
our external auditors, KPMG, at satrixballotSTXGPR@kpmg.co.za on
or before 26 September 2023. If you do not participate in the ballot
in time, you will be deemed to have voted in favour of the change.
3. Please do not include any other instructions regarding your
holdings with your ballot form, e.g. requests for purchases,
switching instructions, etc. Your ballot form will go directly to
our auditors and, should such instructions be sent to the auditors,
we cannot guarantee that any instruction subsequent to the
commencement of the ballot process will be effected.
4. If you are no longer invested in this fund, no action is required.
Effective date of change
The effective date of the proposed amalgamation of the funds will be
17 October 2023, provided that the necessary consent is obtained from
investors and the Financial Sector Conduct Authority (“FSCA”).
Charges, performance and pricing
Investors will not be liable for the payment of any additional fees,
charges, taxes or brokerage as a result of the amalgamation.
Your rights as an investor
The rights of investors are firmly entrenched in the Act. In terms
of Section 98 of CISCA, as read with Clause 59 of the Deed of the
Satrix Collective Investment Scheme in Securities, the Registrar of
Collective Investment Schemes requires that:
• All investors are notified in writing of any proposed material
changes to the collective investment schemes and portfolios in
which they hold units.
• All investors are balloted in order for them to vote on the
proposed changes.
Please note that, in terms of the Act, the Registrar will not consent
to the changes to the fund unless satisfied that the changes will not
be detrimental to the interests of any investor.
At least 25% in value of investors, excluding the manager must respond
in writing of which the majority must agree to the amendment.
If investors do not respond before the cut-off date, they will be
deemed to have voted in favour of the change.
Should you not be comfortable with the amalgamation proposal, you may
elect to sell your securities at any time and withdraw your funds at
the prevailing market price of the ETF. Please note that this this
transaction may trigger a CGT event and that you may be liable for
CGT at your next income tax assessment as well as brokerage cost.
If you choose not to sell your funds prior to the effective date of
the amalgamation, the amalgamation proposals, as set out in this
letter (if approved by investors), will automatically apply to your
investment.
Should you require further information on the proposed change you can
also email us on info@satrix.co.za.
15 August 2023
Satrix Managers JSE Sponsor
Vunani Sponsors
Date: 15-08-2023 10:57:00
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