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STEERS - RESULTS OF THE STEERS MEETINGS

Release Date: 18/11/1999 17:20
Code(s): STE SSN
Wrap Text
STEERS HOLDINGS LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 69/04875/06)
("STEERS" OR "THE COMPANY")

RESULTS OF THE SEPARATE CLASS MEETINGS OF STEERS "N" ORDINARY AND ORDINARY SHAREHOLDERS (COLLECTIVELY "STEERS SHAREHOLDERS") AND A GENERAL MEETING OF STEERS SHAREHOLDERS (COLLECTIVELY "THE MEETINGS") REGARDING, INTER ALIA, THE CONVERSION OF "N" ORDINARY SHARES INTO ORDINARY SHARES 1. INTRODUCTION
HSBC INVESTMENT SERVICES (AFRICA) (PTY) LIMITED IS AUTHORISED TO ANNOUNCE THAT, AT THE MEETINGS WHICH WERE HELD ON WEDNESDAY, 17 NOVEMBER 1999, THE ORDINARY AND SPECIAL RESOLUTIONS AS PROPOSED IN A CIRCULAR TO STEERS SHAREHOLDERS DATED 22 OCTOBER 1999 ("THE CIRCULAR") WERE UNANIMOUSLY APPROVED. THE SPECIAL RESOLUTIONS PASSED AT THE MEETINGS HAVE BEEN LODGED AT THE REGISTRAR OF COMPANIES FOR REGISTRATION.
STEERS SHAREHOLDERS WERE ASKED TO APPROVE ORDINARY AND SPECIAL RESOLUTIONS RELATING TO:
(I) THE CONVERSION OF ALL STEERS "N" ORDINARY SHARES INTO ORDINARY SHARES ON A ONE FOR ONE BASIS;
(II) THE CREATION OF AN ADDITIONAL 68 955 947 ORDINARY SHARES IN THE AUTHORISED SHARE CAPITAL OF STEERS;
(III) THE AMENDMENT OF THE ARTICLES OF ASSOCIATION OF THE COMPANY IN ORDER TO MAKE PROVISION FOR THE ACQUISITION BY THE COMPANY OF ITS OWN SHARES AND THE REDUCTION BY THE COMPANY OF ITS SHARE CAPITAL, ANY CAPITAL REDEMPTION RESERVE FUND AND/OR ITS SHARE PREMIUM ACCOUNT; AND
(IV) THE AMENDMENT OF THE STEERS EMPLOYEE SHARE OPTION SCHEME (1994), AS AMENDED, ("THE SCHEME") IN ORDER TO INCREASE THE AGGREGATE NUMBER OF SHARES AVAILABLE TO THE SCHEME, FROM 10% TO 15% OF THE COMPANY'S SHARES IN ISSUE. 2. SURRENDER OF EXISTING DOCUMENTS OF TITLE IN RESPECT OF "N" ORDINARY SHARES A FORM OF SURRENDER WAS INCLUDED IN THE CIRCULAR IN ORDER TO FACILITATE THE SURRENDER BY "N" ORDINARY SHAREHOLDERS OF THEIR RELEVANT DOCUMENTS OF TITLE. A FURTHER FORM OF SURRENDER WILL BE POSTED TO ALL STEERS SHAREHOLDERS ON MONDAY, 22 NOVEMBER 1999 TOGETHER WITH A COPY OF THIS PRESS ANNOUNCEMENT.
IF THEY HAVE NOT ALREADY DONE SO, "N" ORDINARY SHAREHOLDERS ARE REQUESTED TO SURRENDER THEIR RELEVANT DOCUMENTS OF TITLE UNDER COVER OF A COMPLETED FORM OF SURRENDER TO THE COMPANY'S TRANSFER SECRETARIES, COMPUTERSHARE SERVICES LIMITED, 4TH FLOOR, EDURA HOUSE, 40 COMMISSIONER STREET, JOHANNESBURG 2001 (PO BOX 62391, MARSHALLTOWN 2107) AS SOON AS POSSIBLE IN ORDER TO EXPEDITE THE RECEIPT OF SHARE CERTIFICATES IN RESPECT OF ORDINARY SHARES.
3. POSTING OF ORDINARY SHARE CERTIFICATES DUE TO "N" ORDINARY SHAREHOLDERS SHARE CERTIFICATES DUE TO "N" ORDINARY SHAREHOLDERS WHO ARE REGISTERED AS SUCH ON FRIDAY, 19 NOVEMBER 1999 ("THE RECORD DATE"), WILL BE POSTED BY REGISTERED POST TO THE "N" ORDINARY SHAREHOLDERS CONCERNED, AT THE RISK OF SUCH "N" ORDINARY SHAREHOLDERS:
3.1 ON MONDAY, 22 NOVEMBER 1999 IF THE RELEVANT DOCUMENTS OF TITLE HAVE BEEN RECEIVED BY THE COMPANY'S TRANSFER SECRETARIES ON OR BEFORE WEDNESDAY, 17 NOVEMBER 1999; OR
3.2 WITHIN SEVEN BUSINESS DAYS OF RECEIPT OF A COMPLETED FORM OF SURRENDER TOGETHER WITH THE RELEVANT DOCUMENTS OF TITLE, IF RECEIVED BY THE COMPANY'S TRANSFER SECRETARIES AFTER WEDNESDAY, 17 NOVEMBER 1999. 4. JOHANNESBURG STOCK EXCHANGE ("JSE") LISTINGS
THE JSE HAS APPROVED THE DELISTING OF THE "N" ORDINARY SHARES WITH EFFECT FROM THE CLOSE OF TRADING ON THE RECORD DATE AND FOR THE LISTING OF AN INCREASED NUMBER OF 31 044 053 NEW ORDINARY SHARES WITH EFFECT FROM THE COMMENCEMENT OF TRADING ON MONDAY, 22 NOVEMBER 1999. MIDRAND 18 NOVEMBER 1999 INVESTMENT HOUSE HSBC INVESTMENT SERVICES (AFRICA) (PTY) LTD REG. NO. 84/01736/07 SPONSORING BROKER HSBC SECURITIES (SOUTH AFRICA) (PTY) LIMITED REG. NO. 99/10899/07 MEMBER OF THE JOHANNESBURG STOCK EXCHANGE ATTORNEYS HR LEVIN

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