Sharenet Sites 
Sharenet Sites
JDH - John Daniel Holdings Limited - Results of shareholder resolutions JOHN DANIEL HOLDINGS LIMITED Incorporated in the Republic of South Africa Registration number: 1998/013215/06 JSE Code: JDH - ISIN: ZAE000136677 ("the Company" or "JDH" or "the Group") RESULTS OF SHAREHOLDER RESOLUTIONS In terms of Section 60 of the Companies Act (71 of 2008) ("the Act"), certain shareholder resolutions are not required to be conducted at a general meeting. The Company`s shareholders approved two special resolutions which have been detailed below. The consent process was conducted by way of a written round robin resolution which was explained by the directors to the relevant shareholders, and subsequently signed The rationale for having passed the special resolutions as per this announcement by way of Section 60 of the Act was to avoid substantial delays in the rights offer circular to shareholders (as detailed on SENS on 10 June 2011). In addition, Section 60 (4) requires the Company to notify all the shareholders of the results of the vote of these resolutions. Accordingly, the special resolutions were voted on and passed by the requisite majority of 78.18% of the shareholders as detailed below. Shareholder Balance at 31 % holding Dec December 2010 2010 In Favour
MILE INVESTMENTS 267 (PTY) LTD 51 000 000 33.89% BRO TRUST 40 980 241 27.23% LOUIS HARRIS FAMILIE TRUST 13 578 276 9.02% BPB CONSTRUCTION (PTY) LTD 6 400 000 4.25% MR DANIEL JOHN HALL 4 589 302 3.05% BLULAR INVESTMENT AND MANAGEMENT CC 700 000 0.47% MR COSTANTINO BUCCIMAZZA 417 000 0.28%
TOTAL 117 664 819 78.18% No votes against the resolutions were received. The two special resolutions passed were as follows: APPROVAL OF ISSUE OF SHARES WITH MORE THAN 30% VOTING POWER "RESOLVED THAT the issue of up to 285 239 158 shares which voting power of shares, as a result of the Rights Offer and the potential increase in the Company`s shareholding in Lazaron ("Transactions"), as announced on SENS on 10 June 2011, will exceed 30% of the voting power of all the shares held by shareholders immediately before the Transactions, be and is hereby approved." Explanatory Note: In terms of Section 41(3) of the Act, shareholders are required to approve, by special resolution, any issue of shares which shares equal or exceed 30% of the voting power of all shares held. This issue of shares is required in terms of the Transactions as announced on SENS on 10 June 2011, which number of shares to be issued will be determined once the Rights Offer has been closed and the increase shareholding in Lazaron consideration has been determined, which issue of shares may potentially exceed 30% of the voting power of all shares held. This special resolution required a vote of 75% of shareholders eligible to vote. GENERAL AUTHORITY TO ENTER UNTO FUNDING AGREEMENTS, PROVIDE LOANS OR OTHER FINANCIAL ASSISTANCE "RESOLVED that in terms of Section 44 and 45 of the Act, the Company be and is hereby granted approval to enter into direct or indirect funding agreements or guarantee a loan or other obligation, secure any debt or obligation or to provide loans or financial assistance between subsidiaries or between itself and its directors, prescribed officers, subsidiaries, or any related or inter-related persons from time to time, subject to the provisions of the JSE Limited`s Listings Requirements, and as the directors in their discretion deem fit." Explanatory Note: The purpose of this resolution is to enable the Company to enter into funding arrangements with its directors, prescribed officers, subsidiaries and their related and inter-related persons and to allow intergroup loans between subsidiaries. This special resolution required a vote of 75% of shareholders eligible to vote. Johannesburg 01 August 2011 Sponsor Arcay Moela Sponsor (Proprietary) Limited Date: 01/08/2011 14:00:01 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.
