CAPE EMPOWERMENT LIMITED - Results of general meeting

Results of general meeting

CAPE EMPOWERMENT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1987/001807/06)
JSE code: CAP ISIN: ZAE000145066
(“CEL” or “the company”)

RESULTS OF GENERAL MEETING

Further to the posting of a circular to CEL shareholders (“the circular”) and the announcement released on SENS
on 1 March 2013 in respect of:

-   a pro rata offer to be made by the company to all CEL shareholders to purchase all CEL shareholders’ shares
    in the company in terms of section 48 of the Companies Act, 2008 (“the Companies Act”) for an offer price
    of 36 cents per CEL share or 1 Ascension Properties Limited B unit for every 5 CEL shares held (“the offer”)
    to be effected by way of a scheme of arrangement in terms of section 114 of the Companies Act (“the
    scheme”); and

-   the delisting of all CEL shares from the JSE Limited (“the delisting”),

CEL shareholders are advised that at the general meeting of shareholders held on 4 April 2013, all resolutions
required to be passed by CEL shareholders to approve the scheme and the delisting were passed by approximately
89% of the total votes cast by CEL shareholders.

Shareholders are further advised that the implementation of the scheme remains subject to the following
conditions precedent being fulfilled or waived (where applicable) on or before 30 June 2013:

-   the issue of a compliance certificate by the Takeover Regulation Panel in respect of the scheme in terms of
    section 119(4) of the Companies Act; and

-   no person who voted against the special resolution required to implement the scheme is granted leave by the
    court, on an application within 10 business days after the vote, to any person in terms of section 115(3)(b) of
    the Companies Act to any such person. This condition precedent may be waived by the company on condition
    that the court approves the special resolution in terms of section 115(3) of the Companies Act.

The offer is subject to the scheme becoming unconditional and thus capable of implementation on or before
30 June 2013 as set out in the circular.

The delisting is subject to the offer becoming unconditional in accordance with its terms on or before 30 June
2013.

Further announcements will be made regarding the fulfilment and/or waiver of the outstanding conditions
precedents at the appropriate time.


4 April 2013

Corporate advisor and transaction sponsor                                
Java Capital 

Legal advisor
Cliffe Dekker Hofmeyr Inc                                                              
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