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MORVEST BUSINESS GROUP LIMITED - Results of General Meeting

Release Date: 06/10/2014 15:31
Code(s): MOR     PDF:  
Wrap Text
Results of General Meeting

MORVEST BUSINESS GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2003/012583/06)
Share code: MOR         ISIN code: ZAE000152567
(“Morvest” or “the Company”)



FURTHER ANNOUCEMENT REGARDING THE DISPOSAL OF MORVEST’S SHAREHOLDING IN
R AND S CONSULTING PROPRIETARY LIMITED (“R&S”) (“TRANSACTION”) AND THE RESULTS
OF GENERAL MEETING


1. INTRODUCTION

  Morvest shareholders (“Shareholders”) are referred to the announcements published by the
  Company on 3 July 2014 and 18 August 2014, as well as the circular issued to Shareholders on
  29 August 2014 (“Circular”) regarding the proposed disposal of Morvest’s 50.01% interest in R&S
  (“Transaction”).

  The aggregate purchase consideration payable to Morvest for the Transaction would include an
  agterskot payment, which would be subject to the renewal of certain agreements with a key client
  (“Agreements”) by 30 September 2014 (“Agterskot”).

2. AGTERSKOT

  The Agreements were renewed on 30 September 2014, and the Agterskot is now due and payable to
  the shareholders of R&S. The aggregate consideration payable to Morvest for the Transaction,
  including Morvest’s agreed portion of the Agterskot, is R73.3 million.

3. RESULTS OF THE GENERAL MEETING

  Shareholders are advised that at the general meeting of the Company held today, 6 October 2014
  (“General Meeting”), the resolution required to give effect to the Transaction as set out in the notice
  convening the General Meeting incorporated in the Circular was passed without modification by the
  requisite majority of shareholders.

         Resolution              Number of        % of shares      % of        % of votes    % of votes
                                shares voted        voted in      shares       carried for   against the
                                in person or       person or     abstained         the       resolution
                                  by proxy         by proxy                    resolution
 Ordinary resolution              523 728 786          59.51%            0%    99.99618%       0.00382%
 number 1 – Approval of the
 disposal of Morvest’s 50.01%
 interest in R&S

4. CONDITIONS PRECEDENT

  As the last condition precedent (approval by the majority of shareholders in the General Meeting) has
  been fulfilled, the agreement relating to the Transaction has become unconditional in accordance with
  its terms.
Johannesburg
6 October 2014

Sponsor
Sasfin Capital
(a division of Sasfin Bank Limited)

Reporting Accountant
Mazars (Gauteng) Inc.

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