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Hyprop/Cenprop/Capital - Results of General Meeting Hyprop Investments Centrecity Property Capital Property Limited Fund Fund (Registration No. ("Cenprop") ("Capital") 1987/005284/06) Share Code: CEN Share Code: CPL ("Hyprop") ISIN No: ISIN No: Share Code: HYP ZAE000001335 ZAE000001731 ISIN No: ZAE000003430 (Unit trust funds established in terms of the Unit Trusts Control Act, No 54 of 1981 ("the Act")) Managed by Property Fund Managers
Limited (Registration No. 1980/009531/06) ("PFM") RESULTS OF THE GENERAL MEETINGS OF HYPROP, CENPROP AND CAPITAL HELD ON WEDNESDAY, 5 MARCH 2003 Corpcapital Corporate Finance, Edward Nathan & Friedland (Pty) Ltd and Sasfin Bank Limited are authorised to announce the results of the general meetings of unitholders of Cenprop and Capital and combined unitholders of Hyprop, all held on Wednesday, 5 March 2003, convened in terms of the notices of meetings contained in the respective Cenprop, Capital and Hyprop circulars issued on 10 February 2003. The Cenprop meeting Unitholders representing 75% of Cenprop units in issue attended the meeting (in person or by proxy). Of the unitholders present (in person or by proxy) and entitled to vote thereat, the following results were achieved: * 99,9% voted in favour of the special resolution authorising PFM to apply to the High Court for the winding-up of the unit portfolio of Cenprop; * 90,6% voted in favour of ratification of the agreement for the disposal of the Rosebank Mall and JHI House to Hyprop (the "Rosebank Mall agreement"); and * 99,95% voted in favour of ratification of the agreements for the disposal of 2 Long Street and Southway Mall to Capital (the "Long Street and Southway Mall agreements"). The results of the meeting will be used in support of the High Court application referred to below. The Hyprop meetings Shareholders representing 84,34% of Hyprop shares in issue attended the shareholders meeting (in person or by proxy). Debenture holders representing 76,48% of the debentures in issue attended the meeting of debenture holders (in person or by proxy). Hyprop shareholders and debenture holders present (in person or by proxy) and entitled to vote thereat, voted unanimously in favour of ratification of the Rosebank Mall agreement. The Capital meeting Unitholders representing 95% of the Capital units in issue attended the meeting of unitholders (in person or by proxy) and unanimously voted in favour of the ratification of the Long Street and the Southway Mall agreements. Conditions precedent The Rosebank Mall agreement and the Long Street and Southway Mall agreements are subject to the condition precedent that an order for the winding-up of the entire unit portfolio of Cenprop is granted by the High Court. The application will be brought on or about Tuesday, 18 March 2003 in the Witwatersrand Local Division of the High Court. If the order is granted, the immovable properties comprising the Rosebank Mall and JHI House and 2 Long Street and Southway Mall will be transferred to Hyprop and Capital respectively. The election Cenprop unitholders are reminded that in terms of the Rosebank Mall agreement, they are entitled to elect whether they wish to receive Hyprop combined units (to be issued at R10,25 per Hyprop combined unit) or cash, or a combination thereof. Election circulars have been posted to Cenprop unitholders. For certificated unitholders, the election forms should be returned to the transfer secretaries by no later than 15:00 on Wednesday, 19 March 2003. Dematerialised unitholders must advise their CSDP or broker, as the case may be, should they wish to elect to receive cash. This must be effected in terms of the agreement entered into with their CSDP or broker and must be submitted in the manner and time stipulated in such agreement. The last date to trade in respect of the election will be Wednesday, 12 March 2003 and the record date will be Wednesday, 19 March 2003. If Cenprop unitholders fail to make an election, they will receive Hyprop combined units. Suspension of listing The JSE Securities Exchange South Africa ("JSE") has ruled that the listing of Cenprop units on the JSE will be suspended with effect from commencement of trade on Thursday, 13 March 2003. Further results and salient dates The results of the winding-up application and the salient dates for the distribution/s and the listing of the Hyprop and Capital units will be published on SENS and in the press in due course. Johannesburg 6 March 2003 Corporate advisors Sponsor to Hyprop Transaction Support and legal advisors Corpcapital to Cenprop to Hyprop and Corporate Finance Corpcapital Capital Corporate Finance Corpcapital Corporate Finance Corporate law Sponsor to Cenprop Trustee to Cenprop advisors and and Capital and Capital consultants to Sasfin Bank Limited ABSA Bank Limited Cenprop ENF (Pty) Ltd Date: 06/03/2003 05:08:37 PM Supplied by www.sharenet.co.za Produced by the JSE SENS Department
