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MMI - MMI Holdings Limited - Results of the General Meeting regarding the restructuring of the existing Broad-Based Black Economic Empowerment ("BEE") transaction, odd-lot offer and voluntary repurchase offer MMI Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 2000/031756/06) Income Tax reference number: 9752050147 JSE share code: MMI NSX share code: MIM ISIN: ZAE000149902 ("MMI" or the "Company") RESULTS OF THE GENERAL MEETING REGARDING THE RESTRUCTURING OF THE EXISTING BROAD-BASED BLACK ECONOMIC EMPOWERMENT ("BEE") TRANSACTION, ODD-LOT OFFER AND VOLUNTARY REPURCHASE OFFER Restructuring of the existing BEE Transaction Shareholders are advised that, at the general meeting held on Monday, 18 June 2012, the special resolution to amend the terms of the A3 MMI preference shares in order to facilitate the restructuring of the existing BEE transaction was approved by the requisite majority of shareholders of MMI. Odd-Lot Offer and Voluntary Repurchase Offer (the "Offers") Shareholders are further advised that the necessary special resolution relating to the Offers and the ordinary resolutions to make and implement the Offers were approved by the requisite majority at the same general meeting of shareholders. The special resolutions will be lodged with the Companies and Intellectual Property Commission office. Further announcements relating to the fulfilment of conditions precedent, the finalisation of offer price and the results of the Offers will be made on the relevant dates as previously announced on 18 May 2012. Dividends Tax As advised in the previous announcement released on SENS on 18 May 2012, the Offers will be subject to the withholding of dividends tax at a rate of 15% in respect of those shareholders (i.e. beneficial owners) who are not exempt from dividends tax. There are no Secondary Tax on Companies credits to be utilised for the Offers. Centurion 18 June 2012 Merchant bank, transaction sponsor and debt advisor to MMI Rand Merchant Bank (A division of FirstRand Limited) Independent sponsor to MMI Merrill Lynch South Africa Proprietary Limited Independent reporting accountants PricewaterhouseCoopers Inc Legal advisor to MMI Edward Nathan Sonnenbergs Inc. Legal advisor to KTH Webber Wetzel Attorneys Transaction and debt advisors to KTH Afterguard Services Proprietary Limited Independent expert Ernst & Young Date: 18/06/2012 12:58:01 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.
