INSIMBI REFRACTORY & ALLOY SUP LIMITED - Results of General Meeting

Results of General Meeting

Insimbi Refractory and Alloy Supplies Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2002/029821/06)
Share code: ISB ISIN: ZAE000116828
(“Insimbi” or “the Company”)

RESULTS OF GENERAL MEETING AND UPDATE ON THE ACQUISITION BY INSIMBI OF THE AMR GROUP

Results of General Meeting:

Shareholders are referred to the SENS announcement published on 7 November 2016 whereby notice
was given regarding the general meeting (“GM”) to approve the resolutions as contained in the circular
posted to Insimbi shareholders on the same day regarding the acquisition by Insimbi of the AMR
Corporate Group (“the Transaction”). Shareholders are now notified that at the GM held on 5
December 2016, both special resolution number 1 and 2 and ordinary resolution number 1 and 2 were
duly passed by the requisite majority of votes.

The total number of Insimbi shares eligible to be voted at the GM was 259,892,280 and the total
number of issued share capital of the same class of Insimbi shares is 260,000,000. The
number of shares voted in person or by proxy was 232,155,781 representing 89.29% of the
total issued share capital of the same class of Insimbi shares.

All resolutions proposed at the GM, together with the percentage of shares abstained (as a
percentage of total issued share capital of the Company), as well as the percentage of votes carried
for and against each resolution, are as follows:

1    Special resolution number 1 – Approval to issue Insimbi Shares in terms of section 41(3) of the
     Companies Act

     FOR                              AGAINST                     ABSTAIN

     232,686,946                      35,345                      433,490

     99.80%                            0.20%                        0.17%

2 Special resolution number 2 – Approval of the specific repurchase and cancellation
    
     FOR                              AGAINST                     ABSTAIN

     231,686,946                      -                           468,835

     100%                             0%                            0.18%

3 Ordinary resolution number 1 – Approval of the Transactions

     FOR                              AGAINST                     ABSTAIN

     231,720,591                      -                           435,190

     100%                             0%                            0.17%

4 Ordinary resolution number 2 – Authorisation of Directors

     FOR                              AGAINST                     ABSTAIN

     231,722,291                      -                           433,490

     100%                             0%                            0.17%

Update on completion date of the Transaction:

Insimbi and the AMR Corporate Group agreed to extend the completion deadline date from 30
November 2016 to 15 December 2016, as contemplated in clause 1.1.36 of the sale and purchase
agreement.

Update on Vendor Placement:

Shareholders are advised that the R 100 million vendor placement has been fully subscribed for and
the newly issued Insimbi shares will be issued to applicants by no later than 12 December 2016.

Johannesburg
5 December 2016
Corporate Advisor and Sponsor: Bridge Capital Advisors Proprietary Limited
Legal Advisor: Falcon and Hume Attorney Inc.
Independent Reporting Accountants: PricewaterhouseCoopers Inc.
Date: 05/12/2016 04:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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