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NEW CORPCAPITAL LIMITED - Results of General Meeting

Release Date: 11/10/2012 09:52
Code(s): NCA     PDF:  
Wrap Text
Results of General Meeting

                                                      NEW CORPCAPITAL LIMITED
                                                 Registration number: 2001/006539/06
                                                 Share code: NCA ISIN: ZAE000167375
                                                      (“NCC” or “the Company”)


RESULTS OF GENERAL MEETING

1.     Results of the General Meeting

       Shareholders of NCC are advised that, at the General Meeting of NCC held on Wednesday, 10 October 2012, all
       Resolutions set out in the Notice of General Meeting (which formed part of the Circular and Revised Listing Particulars
       dated 11 September 2012 (the “Circular”)) were passed by the requisite majority of Shareholders present and voting or
       represented by proxy.

       Capitalised terms contained in this announcement are as defined in the Circular.

2.     The Proposed Acquisition

       The implementation of the Proposed Acquisition remains conditional upon:

       -      the Company being satisfied with the results of the Due Diligence which it is conducting into the affairs of Sable;
              and

       -      an exemption from the obligation of the Vendors to make a Mandatory Offer being granted by the Takeover
              Regulation Panel (“TRP”).

       In this regard, Shareholders are advised that:

       -      NCC’s Due Diligence investigation into the affairs of Sable is in process;

       -      a Shareholder of NCC has made representations to the TRP relating to the exemption from the obligation of the
              Vendors to make a Mandatory Offer, the merits of which will be considered by the TRP before making a ruling in
              regard to the Waiver.

       It should be noted that, the resolution for the Waiver of the Mandatory Offer has been passed by the requisite majority of
       Shareholders, in accordance with the provisions of Regulation 86(4) of the Regulations to the Companies Act, 2008. The
       Company will accordingly make an application to the TRP for an exemption from the obligation of the Vendors to make a
       Mandatory Offer.

       Once the Company has further information regarding its application to the TRP and the TRP’s ruling thereon, a further
       announcement/s will be released in that regard.

3.     The Repurchase Offer

       The Repurchase Offer remains conditional upon:

       -      the Proposed Acquisition becoming unconditional and thus capable of implementation; and

       -      the issue of the Allocated Shares.

       A further announcement/s will be released regarding the fulfilment and/or waiver of the outstanding conditions precedent
       to the Repurchase Offer at the appropriate time/s.

4.     The Odd-lot Offer

       The Odd-lot Offer remains conditional upon the filing and registration of the MOI Amendment Resolution with the
       Companies and Intellectual Property Commission (“CIPC”), which MOI Amendment Resolution will be submitted to the
       CIPC for filing in due course.

       A finalisation announcement in respect of the Odd-lot Offer will be published upon registration of the MOI Amendment
       Resolution with the CIPC.

5.    Finalisation of the Change of Name

      The Change of Name of the Company to Sable Platinum Limited remains subject to the filing and registration of the
      special Resolution in respect of the Change of Name with the CIPC, which Resolution will be submitted to the CIPC for
      filing in due course.

      A finalisation announcement in respect of the Change of Name will be published upon registration of the special
      Resolution in respect of the Change of Name with the CIPC.


Johannesburg
11 October 2012



Sponsor

Java Capital




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