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Publication of Circulars
Investec Limited Investec plc
Incorporated in the Republic of South Africa Incorporated in England and Wales
Registration number: 1925/002833/06 Registration number 3633621
JSE share code: INL JSE share code: INP
ISIN: ZAE000081949 ISIN: GB00B17BBQ50
(jointly “Investec”)
As part of the dual listed company structure, Investec plc and Investec Limited notify both the
London Stock Exchange and the JSE Limited of matters which are required to be disclosed under
the Disclosure Transparency and Listing Rules of the United Kingdom Listing Authority (the
“UKLA”) and/or the JSE Listings Requirements.
Accordingly, we advise of the publication of the following two circulars in compliance with UKLA
Listing Rule 9.6.3:
Sale of stake in Investec Asset Management
On 14 March 2013, Investec announced the proposed sale by Investec Limited of 15 per cent of
Investec Asset Management Holdings (Pty) Limited and by Investec plc of 15 per cent of Investec
Asset Management Limited to Forty Two Point Two and the grant to Forty Two Point Two of
options to acquire up to an additional 5 per cent of each of Investec Asset Management Holdings
(Pty) Limited and Investec Asset Management Limited (the “Transaction”).
A circular in relation to the Transaction dated 23 May 2013 (the “Transaction Circular”) has been
approved by the Financial Conduct Authority in the UK and the JSE in South Africa. The
Transaction Circular has been submitted to the Financial Conduct Authority, published on the
Investec website (www.investec.com) and will be posted to shareholders shortly.
Investec Limited: Creation of new Redeemable Programme Preference Shares
Investec Limited currently issues redeemable preference shares out of its subsidiary companies as
a means of raising cost effective and efficient term funding. Redeemable preference shares are
attractive to investors as the shareholders thereof receive dividends which are currently only
subject to dividends tax at a rate of 15% and certain categories of shareholders are fully exempt
from this tax. Various amendments to South African legislation relating to preference shares,
amongst other instruments, have restricted Investec Limited’s ability to continue accessing funding
via its subsidiaries. Investec Limited is therefore proposing to issue Redeemable Programme
Preference Shares directly out of the Company, which would enable it to preserve the existing
funding raised and create a platform to continue issuing tax efficient instruments to the market
(including retail investors) (the “Redeemable Programme Preference Shares”)
A circular in relation to the Redeemable Programme Preference Shares dated 23 May 2013 (the
“Redeemable Programme Preference Shares Circular”) has been approved by the JSE in
South Africa. The Redeemable Programme Preference Shares Circular has been published on the
Investec website (www.investec.com) and will be posted to shareholders shortly.
Meetings
The Transaction Circular contains notices of the general meetings of Investec Limited and Investec
plc to be convened for shareholders to consider and, if thought fit, to approve the Transaction.
• The Investec Limited general meeting will be held at 100 Grayston Drive, Sandown,
Sandton 2196, Republic of South Africa at 12.00 pm (noon) (SA time) on 9 July 2013.
• The Investec plc general meeting will be held at 2 Gresham Street, London, EC2V 7QP,
United Kingdom at 11.00 am (UK time) on 9 July 2013.
The Redeemable Programme Preference Shares Circular contains notices of the general
meetings of Investec Limited and Investec plc to be convened for shareholders to consider and, if
deemed fit, to approve the creation of the Redeemable Programme Preference Shares and the
necessary amendments to the Memorandum of Incorporation of Investec Limited to give effect to
the proposed amendments to the capital of Investec Limited.
• The Investec Limited general meeting will be held at 100 Grayston Drive, Sandown,
Sandton 2196, Republic of South Africa at 13.30 pm (noon) (SA time) on 9 July 2013.
• The Investec plc general meeting will be held at 2 Gresham Street, London, EC2V 7QP,
United Kingdom at 12.30 pm (UK time) on 9 July 2013.
The Redeemable Programme Preference Shares Circular contains notices of the class meetings
of the holders of the Investec Limited perpetual preference shares and holders of the Investec
Limited redeemable preference shares for those holders to consider and, if deemed fit, to approve
the increase in the capital of Investec Limited by the creation of the Redeemable Programme
Preference Shares.
• The Investec Limited class meeting of the holders of the perpetual preference shares will
be held at 100 Grayston Drive, Sandown, Sandton 2196, Republic of South Africa at 11.00
am (SA time) on 9 July 2013.
• The Investec Limited class meeting of the holders of the redeemable preference shares
will be held at 100 Grayston Drive, Sandown, Sandton 2196, Republic of South Africa at
11.30 am (SA time) on 9 July 2013.
To view the Circulars please visit www.investec.com. Copies of the Circulars and ancillary
documents are, and will remain, available for inspection at both the registered office of Investec
Limited and Investec plc during normal business hours on any weekday (Saturdays, Sundays and
public holidays excepted) up to and including the date of the general meetings approving the
Transaction and the creation of the Redeemable Programme Preference Shares.
Copies of the Circulars are also available for inspection on the UKLA National Storage Mechanism
at www.morningstar.co.uk/uk/NSM.
For further information, please contact:
Investor Relations
Telephone: (27 11) 286 7070
(44) 20 7597 5546
e-mail: investorrelations@investec.com
Date: 23/05/2013 05:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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