REM - Remgro Limited - Capital gains tax and dividends tax implications for

REM - Remgro Limited - Capital gains tax and dividends tax implications for     
South African taxation purposes in respect of the in specie special dividend    
distribution by remgro of 26 687 288 shares in Impala Platinum Holdings Limited 
to its shareholders                                                             
Remgro Limited                                                                  
(Incorporated in the Republic of South Africa)                                  
(Registration number: 1968/006415/06)                                           
(Tax reference number:  9500/124/71/5)                                          
(ISIN: ZAE000026480)                                                            
(Share code: REM)                                                               
("Remgro" or "the Company")                                                     
CAPITAL GAINS TAX ("CGT") AND dividends tax IMPLICATIONS for SOUTH AFRICAN      
taxation purposes in respect of the IN SPECIE special dividend Distribution BY  
remgro of 26 687 288 SHARES IN IMPALA PLATINUM HOLDINGS LIMITED ("IMPLATS") TO  
ITS SHAREHOLDERS                                                                
1.   Introduction                                                               
Remgro shareholders are referred to the announcement dated 31 May 2012          
("announcement") regarding the in specie special dividend distribution by Remgro
of 26 687 288 ordinary shares in Implats ("Implats shares") to its ordinary and 
"B" ordinary shareholders ("Remgro shareholders").                              
The Remgro distribution will be completed today in terms of section 46 of the   
Companies Act, No 71 of 2008, as amended, and the provisions of the articles of 
association of the Company ("the distribution") to Remgro shareholders recorded 
as such in the shareholders register of Remgro at the close of trade on 22 June 
2012 ("record date") such that each Remgro shareholder will receive 5.16582     
Implats shares for every 100 Remgro shares held on the record date.             
The purpose of this announcement is to notify Remgro shareholders on the South  
African tax implications in respect of the distribution and specifically the CGT
and Dividends Tax implications.                                                 
2.   The capital gains base cost resulting from the distribution                
The in specie distribution is classified as a dividend for South African        
taxation purposes.  If the Remgro shareholder`s personal circumstances are such 
that the Implats shares are and will be held on capital account, the base cost  
of such Implats shares for capital gains tax purposes will be its closing price 
on Thursday, 21 June 2012, which was R146.31 per share.                         
The CGT base cost of the Remgro shares held by Remgro shareholders remains      
unchanged.                                                                      
3.   Dividends tax and the utilisation of STC credits                           
No dividends tax is payable on the distribution as Remgro has approximately R8.8
billion of STC credits available to apply against the dividend.  For dividends  
tax and STC credit purposes the value of the distribution is equal to the       
closing price of the Implats shares as at Friday, 22 June 2012, of R140.50 per  
Implats share.                                                                  
The securities transfer taxation ("STT") that Remgro will pay on behalf of      
shareholders as a result of the distribution amounts to R9.8 million or R0.02   
per Remgro share and is treated as a dividend for South African tax purposes.   
The total amount by which Remgro`s STC credits are reduced is therefore the     
closing price of the Implats shares as well as the STT as described above. This 
amounts to R3 759.1 million and is equivalent to R7.28 per Remgro share or      
R140.87 per Implats share.                                                      
Eligible shareholders will be able to apply their STC credit against future     
dividend payments until                                                         
31 March 2015.                                                                  
Should Remgro shareholders have any queries regarding the taxation consequences 
of the Remgro distribution and the calculation of the cost for taxation         
purposes, it is advisable to consult their tax advisor in this regard. This     
announcement specifically does not address the position of Remgro shareholders  
who do not hold their shares on capital account and or the situation where the  
dividends are not subject to dividends tax but subject to normal income tax.    
25 June 2012                                                                    
Stellenbosch                                                                    
Merchant bank and sponsor                                                       
RAND MERCHANT BANK (A division of FirstRand Bank Limited)                       
Attorneys                                                                       
Cliffe Dekker Hofmeyr Inc                                                       
Date: 25/06/2012 08:00:01 Supplied by www.sharenet.co.za                     
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