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Approval of amended memorandum of incorporation at the annual general meeting
HYPROP INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1987/005284/06)
JSE share code: HYP ISIN: ZAE000003430
(Approved as a REIT by the JSE)
(“Hyprop” or “the company”)
APPROVAL OF AMENDED MEMORANDUM OF INCORPORATION AT THE ANNUAL GENERAL MEETING
Combined unitholders are referred to the notice of annual general meeting issued to Hyprop combined
unitholders on 5 November 2013 (the “notice of annual general meeting”), more particularly special
resolution 4 wherein Hyprop proposes a new memorandum of incorporation, for approval by shareholders at
the annual general meeting to be held on 5 December 2013 (the “annual general meeting”).
In line with the JSE Listings Requirements and King III Code on Corporate Governance, Hyprop had
provided in its proposed new memorandum of incorporation for one third of non-executive directors to retire
by rotation and offer themselves for re-election at each annual general meeting.
In response to feedback received from combined unitholders, Hyprop has decided to amend the proposed
new memorandum of incorporation to provide that both executive and non-executive directors will be
subject to the annual retirement and re-election requirements. The amended proposed new memorandum of
incorporation, which sets out these revised requirements in clause 28.9 of same has been approved by the
JSE Limited, has been posted on Hyprop’s website and is available on request at Hyprop’s registered
offices.
Combined unitholders are accordingly requested to support the proposed special resolution 4 at the annual
general meeting for the adoption of Hyprop’s amended proposed new memorandum of incorporation.
Combined unitholders are further advised that Mike Lewin, who will be retiring by rotation but, being
eligible, will be offering himself for re-election as a non-executive director of the company at the annual
general meeting pursuant to ordinary resolution number 5, is leaving Redefine Properties Limited with effect
from 28 November 2013 and accordingly will be regarded as an independent non-executive director from
that date.
Hyprop encourages participation by combined unitholders in the voting at the annual general meeting, and
advises combined unitholders to make the necessary arrangements timeously to attend or be represented at
the annual general meeting, and where required, to furnish voting instructions to their CSDP or broker in
good time. Forms of proxy (attached to the notice of combined annual general meeting) must be deposited
at the transfer secretaries, Computershare Investor Services Proprietary Limited at 70 Marshall Street,
Johannesburg, 2001 (PO Box 61051, Marshalltown, 2107) to be received by no later than 11h00 on
Tuesday, 3 December 2013.
27 November 2013
Corporate advisor, legal advisor and sponsor
Java Capital
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