Wrap Text
Posting of circular and notice of general meetings
FORTRESS REIT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2009/016487/06)
JSE share codes: FFA ISIN: ZAE000248498
FFB ISIN: ZAE000248506
Bond company code: FORI
LEI: 378900FE98E30F24D975
(Approved as a REIT by the JSE)
("Fortress" or "the Company")
POSTING OF CIRCULAR AND NOTICE OF GENERAL MEETINGS
Shareholders and noteholders are referred to the previous announcements with regard to, inter alia, a letter of
demand received by the Company in terms of section 61(3) of the Companies Act, 71 of 20 08 (the "Demand"), the last
of which was released in SENS on 2 November 2022. In response to the Demand, a circular (the "Circular") detailing
proposed amendments to the memorandum of incorporation ("MOI") of Fortress has today been distributed to
shareholders.
The Circular contains:
- A notice of a combined general meeting of A shareholders and B shareholders ("combined general
meeting") to be held at 10:00;
- A notice of an A shareholders general meeting ("A shareholders general meeting") to be held at 10:15 or
5 minutes after the completion of the combined general meeting; and
- A notice of a B shareholders general meeting ("B shareholders general meeting") to be held at 10:30 or
5 minutes after the completion of the A shareholders general meeting,
On Thursday, 12 January 2023 virtually via a remote interactive electronic platform, Microsoft Teams, and
at the offices of Fortress, Block C, Cullinan Place, Cullinan Close, Morningside, 2196, to consider, and if
deemed fit, pass, with or without modification, the resolutions contained in the notice s of the combined
general meeting, the A shareholders meeting and the B shareholders meeting (the "General Meetings"). A
copy of the Circular is available on Fortress' website at:
https://cmsignition.co.za/download/files_1184/CirculartoamendMOItoprovideforpaymentofdistributionson
an80FFAto20FFBsplitbasis-25.11.2022.pdf
The salient dates and times are set out below:
2022
Record date for determining which shareholders are entitled to receive the Friday, 18 November
Circular together with the notices convening the General Meetings
Announcement relating to the issue of this the Circular together with the Friday, 25 November
notices convening the General Meetings released on SENS on
Circular together with the notices of General Meeting issued on Friday, 25 November
2023
Last day to trade in Fortress shares in order to be recorded in the register on the Tuesday, 3 January
Voting Record Date
Voting Record Date Friday, 6 January
Recommended last day to lodge forms of proxy for the combined general Tuesday, 10 January
meeting, A shareholders general meeting and B shareholders general meeting
with the transfer secretaries, by 10:00 (combined general meeting), 10:15
(A shareholders general meeting) and 10:30 (B shareholders general meeting).
Forms of proxy not delivered by this time may be handed to the transfer
secretaries or to the chairperson of the combined general meeting,
A shareholders general meeting or B shareholders general meeting at any time
prior to the commencement of either general meeting or at any time prior to
voting on any resolution proposed at any general meeting, as applicable) on
Combined general meeting held at 10:00 on Thursday, 12 January
A shareholders general meeting held at the later of 10:15 or 5 minutes after the Thursday, 12 January
completion of the combined general meeting on
B shareholders general meeting held at the later of 10:30 or 5 minutes after the Thursday, 12 January
completion of the A shareholders general meeting on
Results of the General Meetings released on SENS on or before Friday, 13 January
Amendments to the MOI and special resolutions submitted to Companies and Friday, 13 January
Intellectual Property Commission ("CIPC") for filing
Special resolution expected to be registered by CIPC on Friday, 27 January
Notes
1. All times given in the Circular are local times in South Africa.
2. All dates and times are subject to change. Any change will be released on SENS.
3. Fortress shareholders should note that as transactions in shares are settled in the electronic settlement system
used by Strate, settlement of a trade takes place three business days after such trade. Therefore, persons who
acquire Fortress shares after Tuesday, 3 January 2023 will not be eligible to vote at the General Meetings.
25 November 2022
Lead sponsor Joint sponsor
Java Capital Nedbank Corporate and Investment Banking,
(a division of Nedbank Limited)
Date: 25-11-2022 04:24:00
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