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Results of General Meeting And Updated ISIN
AFRISTRAT INVESTMENT HOLDINGS LIMITED
Incorporated in the Republic of South Africa
Registration number: 1998/013215/06
JSE Code: ATI - ISIN: ZAE000287587
Debt Issuer Code: ATID
Hybrid Issuer Code: ATIG
(“Afristrat” or “the Company”)
RESULTS OF GENERAL MEETING AND UPDATED ISIN
1. INTRODUCTION
1.1 Ordinary Shareholders are referred to:
1.1.1 the announcements released on SENS on Tuesday, 18 May 2021 and Friday, 15 October
2021 relating inter alia to the proposed acquisition by Afristrat of MHMK Financial Services,
the Share Consolidation and the implementation of an employee share scheme (together,
the “Proposed Transaction”); and
1.1.2 the announcements released on SENS on 13 December 2021 relating to the notice of
General Meeting and the distribution of the Circular to Shareholders (“Circular”) and the
updated ISIN for the Share Consolidation.
1.2 Terms defined in the Circular shall, unless otherwise stated, bear the same meaning in this
announcement.
2. RESULTS OF GENERAL MEETING
Shareholders are advised that, at the General Meeting held today, Thursday, 10 February 2022, all the
resolutions as set out in the notice of General Meeting were passed by the requisite majority of Ordinary
Shareholders.
The number of shares voted in person or by proxy was 27,137,626,016 representing 45.65% of the total
issued share capital of the same class of Ordinary Shares.
The Resolutions proposed at the meeting, together with the percentage of votes carried for and against
each Resolution, as well as the percentage of Ordinary Shares abstained, are set out below:
% of votes % of votes % of
carried for against Ordinary
the the Shares
Resolution Resolution Resolution abstained
Special Resolution 1: Authority to issue Ordinary
Shares in excess of 30% of the current issued share
capital of the Company 95.00 5.00 0.28
Special Resolution 2: Consolidation of ordinary share
capital and amendment of MOI 95.09 4.91 0.18
Special Resolution 3: Authority to provide financial
assistance in connection with the 2021 ESOP 94.24 5.76 0.54
Ordinary Resolution 1: Approval of the Related Party
Proposed Acquisition 95.79 * 4.21 0.69
Ordinary Resolution 2: Approval of the 2021 ESOP 93.53 6.47 1.05
* The Ordinary Shares held by the Related Party and its Associates were not eligible to be voted.
3. CONDITIONS PRECEDENT TO THE IMPLEMENTATION OF THE PROPOSED TRANSACTION
Shareholders will be advised once all the Conditions Precedents as set out in the Circular, have been
fulfilled (or waived, to the extent possible).
4. SALIENT DATES AND TIMES
Following the approval of the Resolutions above, the Transaction will procced in accordance with
timetable below:
2022
Special Resolutions expected to be registered with CIPC by no later than Friday, 18 March
Release of finalisation announcement in respect of the Share Tuesday, 22 March
Consolidation by no later than 11:00 on
Share Consolidation LDT under the present share capital prior to the Tuesday, 5 April
consolidation
Trading in Ordinary Shares under the new consolidated share capital with Wednesday, 6 April
ISIN ZAE0003059591 commences on
Announcement of fraction rate to be released on SENS in respect of the Thursday, 7 April
cash payment applicable to fractional entitlements, based on the VWAP of
consolidated Ordinary Shares traded on Wednesday, 6 April 2022, less
10% by 11:00 on
Share Consolidation Record Date on Friday, 8 April
Forms of Surrender (green) for new Ordinary Share certificates to be Friday, 8 April
received by the Transfer Secretaries in order for previously Certificated
Ordinary Shareholders to have their entitlements credited to their account
with Computershare Nominees on Monday, 11 April 2022, by 12:00 on
Date that previously Certificated Ordinary Shareholders will have their Monday, 11 April
entitlements credited to their account within Computershare nominees and
update of Dematerialised Ordinary Shareholders’ accounts together with
the fraction payments with their CSDP and brokers on
Notes
1. Shareholders are advised that, following the implementation of the Share Consolidation, the
Company’s new ISIN code will be ZAE000305959.
2. No Dematerialisation or rematerialisation of Ordinary Shares may take place from Wednesday, 6
April 2022 to Friday, 8 April 2022, both days inclusive.
3. The above dates and times are subject to amendment. Any such amendment will be released on
SENS.
4. All times referred to in this announcement are references to South African Standard Time.
10 February 2022
Pretoria
Sponsor
Merchantec Capital
Corporate Advisor
YW Capital
Legal Advisor
Webber Wentzel
Date: 10-02-2022 02:10:00
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