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Dividend finalisation announcement
CAPITAL & REGIONAL PLC
(Incorporated in the United Kingdom)
(UK company number 01399411)
LSE share code: CAL JSE share code: CRP
LEI: 21380097W74N9OYF5Z25
ISIN: GB0001741544
(“Capital & Regional” or “the Company”)
DIVIDEND FINALISATION ANNOUNCEMENT
The Company today announces that an interim dividend of 1 pence per share (the “Dividend”) has been declared, to
be paid 100% as a property income distribution (“PID”). The PID will be subject to a deduction of a 20% UK
withholding tax unless exemptions apply. The dividend is conditional upon completion of the recommended Partial
Offer and proposed Share Subscription by Growthpoint Properties Limited, as announced on 17 October 2019.
The Dividend is payable on 27 December 2019 to shareholders registered on the UK principal register (“UK
Shareholders”), and the South African branch register (“SA Shareholders”). The Dividend will be paid out of the
United Kingdom and will be paid out of the Company’s distributable profits. The Record Date for both UK
Shareholders and SA Shareholders is at the close of business on Friday, 29 November 2019. No scrip alternative
will be offered for this dividend payment.
(i) Shareholders receiving the dividend in cash:
SA shareholders are advised that the exchange rate for the dividend, based on the 7 November 2019 spot rate, will
be 19.07 ZAR to 1.00 GBP (the “Exchange Rate”), resulting in a gross local dividend amount of 19.07 ZAR cents
per share. Accordingly, shareholders will be paid a cash dividend per share as follows:
UK Shareholders SA Shareholders
PID
(GBP pence) (ZAR cents)
Gross amount of PID 1.00 19.07000
Less 20% UK withholding tax * (0.20) (3.81400)
Net PID dividend payable** 0.80 15.25600
Less effective 5% SA dividends tax for SA Shareholders*** n/a (0.95350)
Net PID dividend payable*** n/a 14.30250
* Certain categories of UK shareholders may apply for exemption, in which case the PID element will be paid gross of UK
withholding tax.
** Net position after deducting UK withholding tax for both UK and SA Shareholders, but before SA shareholders have claimed
back 5% from HMRC under the double tax agreement between the United Kingdom and South Africa in respect of the UK
withholding tax.
*** SA dividends tax applies at the rate of 20% for SA Shareholders, but SA Shareholders receive a rebate of the UK
withholding taxes suffered (which is effectively 15%, after taking into account the 5% refund).
TIMETABLE
The key dates in relation to the payment of the Dividend are:
2019
Last day to trade (SA shareholders) Tuesday, 26 November
General Meeting to approve the recommended Partial Offer and Share Tuesday, 26 November
Subscription by Growthpoint Properties Limited
Shares trade ex-dividend on the JSE Wednesday, 27 November
Shares trade ex-dividend on the LSE Thursday, 28 November
Record date Friday, 29 November
Expected finalisation announcement in respect of the Partial Offer and Admission Monday, 9 December
and commencement of dealings in New Shares from the Share Subscription
Payment of cash dividend CREST/CSDP/broker accounts credited Friday, 27 December
Notes:
1. JSE shareholders will receive a cash dividend in South African Rand, based on the conversion rate.
2. Share certificates (in respect of shares held on the South African register) may not be demateriliased or
rematerialised between Wednesday, 27 November 2019 and Friday, 29 November 2019, both days inclusive.
3. Transfers of shares between sub-registers in the United Kingdom and South Africa may not take place between
Tuesday, 26 November 2019 and Friday 29 November 2019, both days inclusive.
TAX IMPLICATIONS FOR SA SHAREHOLDERS
Cash PID
A 20% UK withholding tax will be deducted from cash PIDs. The Company will account to Her Majesty’s Revenue
& Customs (“HMRC”) in sterling for the total UK withholding tax deducted. Under the double tax agreement
between the UK and South Africa (“the DTA”), the maximum tax payable in the UK is 15%. South African resident
shareholders are therefore entitled to claim a 5% rebate from HMRC in terms of the DTA.
SA dividends tax, at a rate of 20%, will apply to cash PIDs to the extent that the Company shares are held on the SA
share register, unless the beneficial owner of the dividend is exempt from dividends tax (e.g. if it is a South African
resident company). SA resident shareholders can, however, claim a rebate against the SA dividends tax for any UK
withholding tax suffered. Accordingly, 15% of the UK withholding tax may be claimed as a rebate against the 20%
SA dividends tax.
In summary, therefore, 20% will be withheld in the UK, a further 5% will be withheld in SA (where appropriate),
but South African resident shareholders will be entitled to claim back 5% from HMRC which will bring the overall
total to 20%.
UK taxation
The receipt of the cash dividend may have tax implications for shareholders who are resident in the United Kingdom
or other countries and such shareholders are advised to obtain appropriate advice from their professional advisors in
this regard.
7 November 2019
JSE sponsor
Java Capital
Notes to editors:
About Capital & Regional plc
Capital & Regional is a UK focused retail property REIT specialising in shopping centres that dominate their
catchment, serving the non-discretionary and value orientated needs of the local communities. It has a strong track
record of delivering value enhancing retail and leisure asset management opportunities across a c. £0.8 billion
portfolio of in-town shopping centres.
Capital & Regional owns seven shopping centres in Blackburn, Hemel Hempstead, Ilford, Luton, Maidstone,
Walthamstow and Wood Green. Capital & Regional manages these assets through its in-house expert property and
asset management platform.
Capital & Regional is listed on the main market of the London Stock Exchange (LSE) and has a secondary listing on
the Johannesburg Stock Exchange (JSE)
For further information see capreg.com/
Date: 07/11/2019 04:30:00
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