TRADEHOLD LIMITED - Cumulative, Redeemable B Preference Share (B Preference Share) Cash Dividend and Early Redemption

Cumulative, Redeemable “B” Preference Share (“B” Preference Share”) Cash Dividend and Early Redemption

TRADEHOLD LIMITED
(Registration number: 1970/009054/06)
(“Tradehold” or “the Company”)
Incorporated in the Republic of South Africa
Share code: TDHBP
ISIN: ZAE000253050

CUMULATIVE, REDEEMABLE “B” PREFERENCE SHARE (“B” Preference Share”) CASH DIVIDEND AND
EARLY REDEMPTION

Notice is hereby given that:

(i) The directors of Tradehold have declared a gross cash dividend (“the Cash
Dividend”) of 1262.42367 cents per “B” Preference Share for the dividend period from
15 September 2022 to 18 November 2022 (both dates inclusive). The amount payable will
be derived from Tradehold’s operations in the United Kingdom; and
(ii) Tradehold wishes to redeem 1,003,488 “B” Preference Shares at a redemption
amount of R1,000 being an aggregate return of capital of R1,003,488,000 on 18
November 2022 (“the Final Redemption”). The amount payable will be derived from
Tradehold’s operations in the United Kingdom.

The Cash Dividend constitutes a foreign dividend, as defined in section 1 of the
Income Tax Act, 1962 (“ITA”), and is a dividend for purposes of dividends tax (“DT”)
imposed under Part VIII of Chapter II of the ITA, since the “B” Preference Shares are
listed on the JSE Limited and thus constitute a “listed share”, as contemplated in
section 64D of the ITA.

An exemption from DT is provided for in the ITA in respect of:
 (i) foreign dividends paid to a South African resident company; or
 (ii) dividends paid to a non-resident to the extent that the dividend is paid by a
      foreign company in respect of listed shares, provided certain administrative
      procedures are complied with.

In terms of the ITA, DT of 20% will be withheld for those holders of “B” Preference
Shares (““B” Preference Shareholders”) who are not exempt from DT. “B” Preference
Shareholders who are not exempt from DT will therefore receive a net dividend of
1009.93894 cents per “B” Preference Share.

The Early Redemption will be funded from internally generated cash flows of
Tradehold. After the Final Redemption, Tradehold will have 0 “B” Preference Shares in
issue. The Voluntary Redemption will be made pro rata among the holders of “B”
Preference Shareholders in proportion to their respective holdings of “B” Preference
Shares.

Tradehold’s     income         tax   reference      number       is      9725/126/71/9.

The salient dates for the Cash Dividend will be:

Last day of trade for the Cash Dividend & Early Redemption  Monday, 14 November 2022
List Date for the Cash Dividend & Suspension Date for the   Tuesday, 15 November 2022
Early redemption
Record date for the Cash Dividend & Early redemption        Thursday, 17 November 2022
Dividend Payment Date & Early redemption                    Friday, 18 November 2022
Termination Date                                            Monday, 21 November 2022


31 October 2022
Cape Town
Joint Debt Sponsor
Nodus Capital Proprietary Limited
Mettle Specialised Finance Proprietary Limited

Date: 31-10-2022 04:30:00
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