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AUSTRO GROUP LIMITED - Results of general meeting, fulfilment of conditions precedent to the Centlube acquisition and udpate regarding the

Release Date: 01/12/2014 17:20
Code(s): ASO     PDF:  
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Results of general meeting, fulfilment of conditions precedent to the Centlube acquisition and udpate regarding the

AUSTRO GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2001/029771/06)
JSE share code: ASO ISIN: ZAE000090882
(“Austro” or the “company”)


RESULTS OF GENERAL MEETING, FULFILMENT OF CONDITIONS PRECEDENT TO THE
CENTLUBE ACQUISITION AND UDPATE REGARDING THE CHANGE OF NAME


Shareholders are advised that at the general meeting of shareholders held on Monday, 1 December 2014 (in terms of
the notice of general meeting attached to the circular dispatched to shareholders on Thursday, 30 October 2014 (the
“circular”)), all of the resolutions tabled thereat were unanimously passed by Austro shareholders.

Details of the results of voting at the general meeting are as follows:

-   total number of Austro shares that could have been voted at the general meeting: 395 292 923;
-   total number of Austro shares that were present/represented at the general meeting: 263 975 982 being 66.78% of
    the total number of Austro shares that could have been voted at the general meeting.

Special resolution: Change of name of the company

For                                 Against                    Abstentions            Shares voted
263 975 982, being 100%             -                          -                      263 975 982, being 100%

Ordinary resolution 1: Approval of the Centlube acquisition

For                                 Against                    Abstentions            Shares voted*
117 071 495, being 100%             -                          -                      117 071 495, being 100%

*Ordinary resolution 1 constitutes a related party transaction for the purposes of the JSE Listings Requirements.
Accordingly, in compliance with the JSE Listings Requirements, Ricophase Proprietary Limited and its associates
were not taken into account in determining the results of the voting in respect of ordinary resolution 1 and thus only
117 071 495 shares were voted on this resolution.

Ordinary resolution number 2: Authorisation of directors

For                                 Against                    Abstentions            Shares voted
263 975 982, being 100%             -                          -                      263 975 982, being 100%

Shareholders are further advised that:
-   all of the conditions precedent to the acquisition by Austro of an effective 100% shareholding in Centlube
    Holdings Proprietary Limited (the “Centlube acquisition”), as detailed in the circular have been fulfilled and
    accordingly, the Centlube acquisition will now be implemented;
-   the special resolution in respect of the change of name of the company from “Austro Group Limited” to “enX
    Group Limited” will be submitted to the Companies and Intellectual Property Commission for registration shortly
    and shareholders will be advised over SENS once it has been registered.

1 December 2014


Sponsor

Java Capital





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