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PAM - Palabora Mining Company - Broad-Based Black Economic Empowerment

Release Date: 20/06/2011 08:30
Code(s): PAM
Wrap Text

PAM - Palabora Mining Company - Broad-Based Black Economic Empowerment Transaction - Update PALABORA MINING COMPANY LIMITED (Incorporated in the Republic of South Africa) (Registration number 1956/002134/06) JSE code: PAM ISIN:ZAE000005245 ("Palabora" or "the Company") BROAD-BASED BLACK ECONOMIC EMPOWERMENT ("BBBEE") TRANSACTION - UPDATE Shareholders are referred to the announcement published on SENS on 15 June 2010 where it was announced that Palabora and its BBBEE partners had that day signed agreements to effect its BBBEE transaction (BEE Transaction), and to the subsequent update announcements relating to the BEE Transaction published on SENS on 15 October 2010 and 7 February 2011 and in the Company`s 2010 annual report released on 26 May 2011. The BEE Transaction has not yet been implemented as Palabora has, inter alia, yet to receive the required regulatory approval from the Department of Mineral Resources (DMR) for the conversion of old order mining rights to new order mining rights and transfer of the relevant mineral rights to Palabora Copper (Proprietary) Limited ("Palabora Copper"). Shareholders will be aware that the BEE Transaction involves the sale of Palabora`s business to Palabora Copper, and that this sale was structured to be tax neutral for both Palabora and Palabora Copper by reliance on section 45 of the Income Tax Act, 1962 (ITA), which provides tax rollover relief for an intra- group transaction of this nature. The Draft Taxation Laws Amendment Bill, 2011 released for comment on 2 June 2011 proposes to suspend the operation of section 45 of the ITA for 18 months (Draft Amendment) on and from 3 July 2011 to 1 January 2013. As presently formulated, the Draft Amendment would apply to the BEE Transaction as the transaction will likely be implemented during the period of the suspension. If the Draft Amendment was to become law, and the BEE Transaction was to be implemented as presently formulated, Palabora would incur an immediate, material tax charge. This outcome is presently not commercially tenable for the BEE Transaction. The Company is advised that the Draft Amendment will have far reaching, adverse implications for industry in South Africa and is widely opposed by various interested parties. In addition to this, Palabora (assisted by its professional advisors) will actively make representations to Government to withdraw the Draft Amendment or to amend it so as not to apply to the BEE Transaction. In doing so, Palabora will be making submissions to the Parliamentary Standing Committee on Finance on Tuesday, 21 June 2011 and will also be making written submissions to National Treasury before 5 July 2011 - all in accordance with the public objection process established for the draft legislation. Palabora will also seek to have direct engagement with relevant senior personnel within Government to address its concerns with the Draft Amendment. If the outcome of the legislative objection process and engagement with Government is not favourable, it is presently Palabora`s intention not to proceed with the BEE Transaction in its current form. In parallel with the above processes, Palabora will accordingly also consider and, where necessary, pursue comparable, alternative transaction structures in conjunction with its legal and financial advisors and the BEE partners. Palabora management is presently confident that the situation will be resolved satisfactorily. Shareholders will be advised accordingly should there be any material change in the prevailing position. Phalaborwa 20 June 2011 Sponsor: One Capital Date: 20/06/2011 08:30:00 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.

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