RAND MERCHANT INSURANCE HLDGS LTD - No change statement and notice of the annual general meeting

No change statement and notice of the annual general meeting

RAND MERCHANT INSURANCE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2010/005770/06)
ISIN: ZAE000153102
JSE ordinary share code: RMI
(“RMI” or “the company”)

NO CHANGE STATEMENT AND NOTICE OF THE ANNUAL GENERAL MEETING

1. No change statement

With regard to the audited results for the year ended 30 June
2015, shareholders are advised that the annual integrated report
is scheduled to be distributed to shareholders today, 23 October
2015 and contains no modifications to the audited results which
were published on the Stock Exchange News Service (“SENS”) on 11
September 2015.

2. Notice of the annual general meeting

Notice is hereby given that the fifth annual general meeting of
shareholders will be held in the boardroom, 3rd floor, 2 Merchant
Place, corner Fredman Drive and Rivonia Road, Sandton on Friday,
20 November 2015 at 11:00 to transact the business as stated in
the notice of annual general meeting forming part of the annual
integrated report.

2.1 Salient dates
                                                                2015
Record date to determine which shareholders
are entitled to receive the notice of             Friday, 16 October
annual general meeting
Last day to trade in order to be eligible         Friday, 6 November
to attend and vote at the annual general
meeting
Record date to determine which shareholders
are entitled to attend and vote at the           Friday, 13 November
annual general meeting
Forms of proxy for the annual general         Wednesday, 18 November
meeting to be lodged by 11:00 on*

*any proxies not lodged by this time must be handed to the
chairman of the annual general meeting immediately prior to the
annual general meeting.

2.2 Change of the company’s name
It is proposed as special resolution number 4 of the notice of
annual general meeting that RMI’s name be changed from “Rand
Merchant Insurance Holdings Limited” to “Rand Merchant Investment
Holdings Limited”. The new name better reflects RMI’s updated
investment strategy.

Expected salient dates in respect of the change of the company’s name

Results of annual general meeting released
on SENS                                      Monday, 23 November 2015
Finalisation date and announcement
confirming that the name change has become
effective released on SENS                    Friday, 15 January 2016
Last day to trade under the old name “Rand
Merchant Insurance Holdings Limited”          Friday, 22 January 2016
Trade under the new name “Rand Merchant
Investment Holdings Limited” under the JSE
share code “RMI” and new ISIN code
ZAE000210688 from commencement of trading on  Monday, 25 January 2016
Record date in respect of the name change     Friday, 29 January 2016
New share certificates reflecting the
change of name posted by registered post
to certificated shareholders who have
surrendered their documents of title on or
before 12:00 on the record date or within
five business days of surrender thereof if
received after 12:00 on the record date on    Monday, 1 February 2016
Dematerialised shareholders’ accounts
updated with the name change by their
CSDP/broker on                                Monday, 1 February 2016

2.3 Creation of an additional class of authorised shares

It is proposed as special resolution number 5 of the notice of
annual general meeting to create an additional class of 100
million unlisted, redeemable no par value preference shares to
implement and give effect to the company’s proposed R15 billion
Domestic Medium-Term Note and Preference Share Programme.

2.4 Adoption of a revised Memorandum of Incorporation (“MOI”)

It is proposed as special resolution number 6 of the notice of
annual general meeting to adopt a revised MOI to give effect to
the change of the company’s name (special resolution number 4) and
the creation of an additional class of authorised shares (special
resolution number 5).

Sandton
23 October 2015

Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)

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