CPN - Capricorn Investment Holdings Limited - Results of the General Meeting

CPN - Capricorn Investment Holdings Limited - Results of the General Meeting    
and changes to the board                                                        
CAPRICORN INVESTMENT HOLDINGS LIMITED                                           
(formerly Cenmag Holdings Limited)                                              
(Registration Number 1987/004821/06)                                            
("Capricorn" or "the Company")                                                  
Share code: CPN     ISIN: ZAE000149951                                          
RESULTS OF THE GENERAL MEETING AND CHANGES TO THE BOARD                         
Shareholders are reminded that a circular posted to shareholders on 2 April     
2012 in connection with inter alia the proposed acquisition of Western          
Utilities Corporation (Proprietary) Limited, reverse listing thereof into       
Capricorn and transfer to the Alternative Exchange ("AltX"), contained a        
Notice of General Meeting including resolutions to be voted upon by             
shareholders, which General Meeting was held today.                             
The board is pleased to advise shareholders that, at the General Meeting held   
today, all the resolutions presented in the Notice of General Meeting were      
passed by the requisite majority of shareholders. Shareholders are reminded     
that the reverse listing as mentioned above and included in the circular        
dated 2 April 2012 is subject to the Company meeting the minimum shareholders   
spread requirements as required by AltX.                                        
The special resolutions, where applicable, including the change of the          
Company`s name to Mine Restoration Investments Limited, will be lodged with     
the Companies and Intellectual Property Commission ("CIPC"). In the event       
that there are any changes to the salient dates as contained in the circular    
and announced previously on SENS on 28 March 2012, depending on the             
registration of special resolutions with CIPC, these date changes will be       
announced on SENS and in the press.                                             
Shareholders are advised that, as disclosed in the circular dated 2 April       
2012, with effect from today, Messrs K Jarvis and B McQueen resigned as         
independent non-executive directors and the role of Mr S Tredoux has changed    
from financial director to independent non-executive director. Similarly, the   
role of Mr J Herbst has changed from chief executive officer to non-executive   
director.                                                                       
The board thanks Mr Jarvis and Mr McQueen for their valuable contribution       
during their tenure.                                                            
Furthermore, the Company welcomes on board the following new directors as       
approved by shareholders in General Meeting today:                              
Quinton George (Non-Executive Chairman)                                         
Jaco Schoeman (Chief Executive Officer of Capricorn)                            
Michelle van den Berg (Financial Director)                                      
Charles Pettit (Non-Executive Director)                                         
Sandile Swana (Independent Non-Executive Director and Audit Committee Member)   
Anthon Meyer (Lead Independent Non-Executive Director and Audit Committee       
Member)                                                                         
Chris Roed (Independent Non-Executive Director and Audit Committee Member)      
Quinton George (39) (Non-Executive Chairman)                                    
Quinton is a registered financial advisor with the Securities Institute of      
London and the Financial Services Board in South Africa. He has successfully    
achieved certificates in Investment Advice and Investment General Exams of      
the Institute of Stockbrokers.                                                  
He began his career in the financial services industry when he joined Peter     
George Portfolios (Pty) Ltd, members of the South African Bond Market           
Association. Thereafter, Quinton joined a South African Corporate member of     
the Johannesburg Stock Exchange (JSE). Here he worked as portfolio manager      
and developed a substantial private client base. Later, he joined DC Palmer     
Securities and initiated their online stock broking. He played a significant    
role in building the online business of the company.                            
On September 1, 2000, Quinton launched Trinity Holdings (Pty) Ltd, an           
investment management company registered with the Financial Services Board.     
Currently, Quinton is the CEO of Trinity Asset Management, notably one of       
South Africa`s largest gold and resource fund managers.                         
Jaco Schoeman (37) (Group Chief Executive Officer)                              
Jaco Schoeman is a scientist and holds a B. Tech Degree in Analytical           
Chemistry from Pretoria Technikon in South Africa. Jaco was previously the      
Technical Director of Mintails Ltd (ASX: MLI), a South African based, but       
Australian-listed gold mining company which reprocesses tailings. Prior to      
joining Mintails, he held senior positions including General Manager of         
Atomaer RSA, Product Specialist at Nalco-Chemserve and Senior Chemist at        
Amplats (now Anglo Platinum). His responsibilities at Mintails included         
initiating a commercial alternative to existing technologies for the            
treatment of AMD water.                                                         
Jaco previously had overall responsibility for the water treatment project,     
ensuring accountability of funds and reports to the Board against agreed        
milestones. Jaco has also accepted responsibility for the establishment and     
continuation of vital strategic relationships with the regulatory agencies      
and major mining enterprises of South Africa.                                   
Michelle van den Berg (32) (Financial Director)                                 
Michelle completed high school in Middelburg and studied her National Diploma   
in Internal Auditing through the Free State Technikon where she became a        
Certified Professional Accountant after completing articles at Oelofse          
Auditors, Medprak Fin Services and Van Wyk Auditors.                            
Following her articles, Michelle became the Financial Manager of Head to Toe    
before she left and started working at MNR Solutions (Pty) Ltd and Isiango      
Convention Centre (Pty) Ltd to fill the positions of Financial Manager/Human    
Resources Representative and Bookkeeper. In 2007, Michelle was employed as a    
financial accountant by Barnstone Corporate Services (Pty) Ltd where she was    
contracted out to WUC. However in 2008, WUC decided to include Michelle on      
their payroll while she continued to fulfil the role of financial accountant.   
Michelle will be assisted by Anthon Meyer initially in her role as Financial    
Director.                                                                       
The newly constituted audit committee confirmed that they are satisfied with    
the expertise and experience of Michelle as financial director of the Group     
going forward.                                                                  
Charles Pettit (30) (Non-Executive Director)                                    
Charles has extensive corporate finance experience in the United Kingdom,       
South Africa and Mauritius which includes acquisitions, disposals, IPO`s,       
fundraisings, BEE transactions and corporate restructurings. Since founding     
AfrAsia Corporate Finance in June 2009, Charles has led the origination and     
execution activities of the team and also led the sale of a minority interest   
in the business to AfrAsia Bank in May 2010.                                    
Charles graduated from the University of Cape Town with a First Class Honours   
degree in Finance. He subsequently qualified as a CFA charter holder while      
working in corporate finance for Close Brothers in London.                      
Sandile Swana (43) (Independent Non-Executive Director)                         
Sandile Swana was born in Johannesburg, South Africa and matriculated at St     
John`s College, Mthatha. He completed a B.Com under the Anglo American          
Scholarship Programme at Wits University, with majors in Economics and          
Business Information Systems. He received training in software development      
and project. He has a BCom Hons (Unisa) and an MBA (UP).                        
He is a director of the following companies listed on the Johannesburg Stock    
Exchange: ConvergeNet Holdings, Gold One Data Works which amongst other         
things specialises in the development and implementation of asset management    
systems for compliance with Government Immovable Asset Management Act           
(GIAMA). He started lecturing at Wits Business School in 2007 covering Risk     
Management and Public Private Partnerships. He is a member of the following     
audit committees: ICASA (chairman); Gariep Municipality (Chairman), Gold One;   
ConvergeNet Holdings (Chairman) and Sallies Limited (Chairman).                 
He has wide ranging management and leadership experience having worked for      
multi-nationals and private companies including: Anglo American as a trainee    
(1988-1992); New York Times; Caltex Oil; The Don Suite Hotels and also acting   
as non-executive director of several JSE listed companies. Mr Swana is a        
specialist and experienced leader in audit and risk in both the public and      
private sector including JSE listed (Gold One Limited; White Water Resources;   
Sallies Limited and ConvergeNet Holdings). He has well developed quantitative   
skills                                                                          
Anthon Meyer (58) (Lead Independent Non-Executive Director)                     
Anthon a Chartered Accountant, as an article clerk and audit senior was         
involved in audits of a number of businesses ranging from farmers,              
individuals, doctors, banks, government departments, warehouses, retail         
businesses, car dealers, second hand dealers, manufacturing concerns and        
pharmacies. As sole practitioner Anthon was involved in audits and financial    
management of pharmacies, printers, manufacturers, motor car dealers, general   
engineering works and individuals.                                              
Anthon has experience consulting on an opencast coal exploration and with a     
mining company,  Optimum Coal in Mpumalanga, and involved in the reclamation    
of gold slime sludge and sand in heavy manufacturing as well as the assembly    
of "knocked-down" and "semi-knocked-down" units with knowledge gained at        
Mogale Gold in Krugersdorp and Ergo Gold in Brakpan. This experience was also   
underpinned by a detailed costing exercise spearheaded by Anthon and            
supported by a team of experts. He also gained experience of the warehousing    
of spare parts, work-in-process, raw material and finished goods and more       
recently implemented an EVA system in a bottling plant and produced a           
detailed costing exercise.                                                      
During the recent past, Anthon was contracted as CFO to a large private         
company that services Government in respect of its IT requirements and gained   
valuable experience in respect of the PFMA requirements and completed the       
annual statutory audit under the governance of the PFMA and other related       
acts governing Government bodies.                                               
Chris Roed (45) (Independent Non-Executive Director)                            
Chris is a water/civil engineer with more than 20 years of experience and       
specialises in water and wastewater engineering, as well as conventional        
civil engineering. Chris gained experience while working for the City of Cape   
Town Waterworks Department (7 years), Arcus Gibb Consulting Engineers water     
department (8 years), and Watermarc Consulting Engineers (6 years).             
Roed started and owns a successful petroleum products supply company selling    
mainly bulk liquid petroleum gas (LPG) in Southern Africa.                      
For and on behalf of the board                                                  
30 April 2012                                                                   
Johannesburg                                                                    
Sponsor                         Corporate Advisor                               
Arcay Moela Sponsors            AfrAsia Corporate Finance                       
(Proprietary) Limited           (Proprietary) Limited                           
                                                                                
Date: 30/04/2012 17:43:00 Supplied by www.sharenet.co.za                     
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