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OSIRIS PROPERTIES INTERNATIONAL LTD - Results of special general meeting

Release Date: 12/05/2014 16:30
Code(s): OPI     PDF:  
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Results of special general meeting

OSIRIS PROPERTIES INTERNATIONAL LIMITED
(Incorporated in Bermuda with registration number 46566)
BSX share code: OPI.BH
JSE share code: OPI
ISIN: BMG6786C1038
(“Osiris” or “the company”)

RESULTS OF SPECIAL GENERAL MEETING

Shareholders are advised that all resolutions proposed at the special general meeting of the company’s shareholders
held today at the company’s registered office, Williams House, 3rd Floor, 20 Reid Street, Hamilton, HM11, Bermuda,
were approved by the requisite majority of shareholders.

The resolutions have the following effects:

    - changing the name of the company from “Osiris Properties International Limited” to “Delta International
      Property Holdings Limited”;
    - redenominating the currency of the company from Pounds Sterling to United States Dollar (“US$”);
    - changing the company’s authorised share capital to US$1,244,100 comprising 7,500,000,000 common shares
      with a par value of US$0.00016588 each and instructing the directors to effect the resulting alterations to the
      Memorandum of Incorporation of the company;
    - authorising the directors of the company to make such application to the Bermuda Stock Exchange (“BSX”) and
      take such steps as may be necessary to have the company’s shares quoted in US$;
    - authorising the directors of the company to cause the company’s financial statements to be prepared in US$;
    - authorising the directors of the company to issue and allot up to approximately 200,000,000 new shares to
      acquire an interest, directly or indirectly, in Anfa Place Shopping Centre;
    - authorising the directors of the company to issue and allot up to 20% of the authorised shares of the company or
      to grant any offers, agreements or options which would or might require securities to be issued, allotted or
      disposed of for or in connection with the acquisition of African real estate assets (excluding assets situated in
      South Africa) on such terms as they seem fit from time to time;
    - authorising the directors of the company to allot and issue securities of the company or to grant offers,
      agreements or options which would or might require securities to be issued, allotted or disposed in excess of
      20% of the existing issued share capital of the issuer from time to time, as detailed above, provided that such
      authority will only continue in force until the conclusion of the first annual general meeting of the company
      following the passing of such resolution, unless such resolution is renewed by ordinary resolution passed at the
      annual general meeting or, such resolution is revoked or varied by ordinary resolution of the shareholders in
      general meeting, whichever occurs first; and
    - changing the board of directors as follows:

    the resignation of the following directors of the company:

    1.      Serge Richard;

    2.      Peter Todd;

    3.      Julie Lamberth-Dawson;

    4.      Nicolaas Faure;

    5.      Tiffany Purves; and
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    the election of the following persons as directors of the company:

    1.         Bronwyn Anne Corbett (33) – Bronwyn is a Chartered Accountant and CFO/COO of Delta Property
               Fund Limited, a company listed on the JSE (“Delta”). She has over 9 years’ experience in the property
               sector with specific focus on property ownership;

    2.         Sandile Hopeson Nomvete (41) – Sandile is a graduate of the Property Development Programme from the
               University of Cape Town Graduate School of Business, as well as the Executive Development
               Programme and Finance for non-financial managers Diploma from the University of Witwatersrand. He
               is the Chief Executive Director of Delta and serves as a director on a number of non-listed entities;

    3.         Paul David Simpson (60) – Paul is an Independent Non-Executive Director of Delta and has extensive
               experience and comprehensive track record of delivering sustainable, profitable growth in the retail and
               property sector; and

    4.         Gregory Pearson (35) – Greg is a graduate of Kingston University London, having studied Business
               Management and Project Management and is registered with the Chartered Management Institute. He has
               project and market sector expertise and has worked in over 40 African countries to date.

The above changes to the company name and redenomination of the company’s currency will be submitted to the
Registrar of Companies in Bermuda for its approval. A further announcement in this regard will be released as and
when appropriate.

Osiris has a primary listing on the Bermuda Stock Exchange and a secondary listing on the Alternative Exchange of
the JSE.

12 May 2014


Corporate advisor and JSE sponsor
Java Capital


BSX sponsor: Global Custody and Clearing Limited, Bermuda

Date: 12/05/2014 04:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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