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Results of the Annual General Meeting and timetable of the name change and share consolidation
Seardel Investment Corporation Limited
(Incorporated in the Republic of South Africa)
Registration number: 1968/011249/06
N Shares share code: SRN; Ordinary Shares share code: SER
ISIN: ZAE000030144; ISIN: ZAE000029815
(“Seardel” or the “Company”)
RESULTS OF THE ANNUAL GENERAL MEETING AND TIMETABLE OF THE NAME CHANGE AND SHARE
CONSOLIDATION
1. INTRODUCTION
Seardel ordinary shareholders and N-ordinary shareholders (collectively, the "Seardel Shareholders") are
advised that at the Annual General Meeting (“AGM”) of Seardel held on Thursday, 29 October 2015, all the
resolutions set out in the notice of AGM and proposed at the meeting were passed, without modification, by the
requisite majority of Seardel Shareholders.
Please see the timetable below with respect to the name change and share consolidation. Please note that the
dates may change as they are subject to the filing and registration of the relevant special resolutions with the
CIPC and the provision of copies thereof to the JSE. Any changes in dates will be announced on SENS.
2. RESULTS OF THE VOTING AT THE ANNUAL GENERAL MEETING
The resolutions were voted on as follows:
% of issued
share capital Number of shares
Total number of shares present/represented
including proxies at meeting (including shares 85.53269% 57,845,308,647
abstained from voting)
Number of votes (one vote per share)
For Against Abstain
Ordinary resolution No. 1 57,845,264,221 - 44,426
To receive and adopt the audited financial 100.00000% 0.00000% 0.00007%
statements
Ordinary resolution No. 2.1 56,911,607,021 933,657,200 44,426
Election of director: 98.38594% 1.61406% 0.00007%
Mr J A Copelyn
Ordinary resolution No. 2.2 57,845,264,221 - 44,426
Election of director: 100.00000% 0.00000% 0.00007%
Mr T G Govender
Ordinary resolution No. 2.3 57,845,264,221 - 44,426
Election of director: 100.00000% 0.00000% 0.00007%
Ms R D Watson
Ordinary resolution No. 2.4 57,845,264,221 - 44,426
Election of director: 100.00000% 0.00000% 0.00007%
Mr L Govender
Ordinary resolution No. 2.5 57,845,264,221 - 44,426
Election of director: 100.00000% 0.00000% 0.00007%
Mr A Lee
Ordinary resolution No. 2.6 57,845,264,221 - 44,426
Election of director: 100.00000% 0.00000% 0.00007%
Mr V E Mphande
Ordinary resolution No. 3 56,911,607,021 933,657,200 44,426
Reappointment of auditor 98.38594% 1.61406% 0.00007%
Ordinary resolution No. 4.1 57,845,264,221 - 44,426
Appointment of audit committee member: 100.00000% 0.00000% 0.00007%
Mr L Govender
Ordinary resolution No. 4.2 57,845,264,221 - 44,426
Appointment of audit committee member: 100.00000% 0.00000% 0.00007%
Mr V E Mphande
Ordinary resolution No. 4.3 57,845,264,221 - 44,426
Appointment of audit committee member: 100.00000% 0.00000% 0.00007%
Ms R D Watson
Ordinary resolution No. 5 55,145,897,253 2,699,366,968 44,426
General authority over unissued shares 95.33347% 4.66653% 0.00007%
Ordinary resolution No. 6 55,145,897,253 2,699,366,968 44,426
General authority to issue shares and options for 95.33347% 4.66653% 0.00007%
cash
Nonbinding resolution No. 1 57,841,998,244 3,265,977 44,426
Advisory endorsement of remuneration report for the 99.99435% 0.00565% 0.00007%
year ended 31 March 2015
Special resolution No. 1 57,845,264,221 - 44,426
Approval of annual fees to be paid to non-executive 100.00000% 0.00000% 0.00007%
directors
Special resolution No. 2 57,845,264,221 - 44,426
General authority to repurchase company shares 100.00000% 0.00000% 0.00007%
Special resolution No. 3 56,908,341,044 936,923,177 44,426
General approval of the provision of financial 98.38029% 1.61971% 0.00007%
assistance in terms of sections 44 and 45 of the
Companies Act
Special resolution No. 4 57,845,264,221 - 44,426
Change of name of the Company in terms of section 100.00000% 0.00000% 0.00007%
16 of the Companies Act
Special resolution No. 5 57,845,264,221 - 44,426
Approval of the 10-to-1 share consolidation 100.00000% 0.00000% 0.00007%
Ordinary resolution No. 8 57,845,264,221 - 44,426
Authorisation of directors 100.00000% 0.00000% 0.00007%
The special resolutions, to the extent required, will be submitted for filing with the Companies and Intellectual
Property Commission in due course.
3. IMPORTANT DATES AND TIMES
2015
Annual General Meeting, 10h00 on Thursday, 29 October
Annual General Meeting results announced on SENS Friday, 30 October
Receive confirmation of registration by the CIPC of the special resolutions by Monday, 16 November
this date or as soon as possible thereafter
THE DATES BELOW MAY CHANGE AS THEY ARE SUBJECT TO THE FILING AND REGISTRATION
OF THE RELEVANT SPECIAL RESOLUTIONS WITH CIPC AND THE PROVISION OF COPIES
THEREOF TO THE JSE. ANY CHANGES IN DATES WILL BE ANNOUNCED ON SENS.
Release of finalisation announcement in respect of the name change and Friday, 20 November
share consolidation on SENS
Last date to trade under the old name and in order to take part in the share Friday, 27 November
consolidation
Trading under the new name of E Media Holdings Limited and with the new Monday, 30 November
capital structure following the share consolidation commences, under the
JSE share code “EMN” in respect of N-Shares and “EMH” in respect of
Ordinary Shares and new ISINs ZAE000209524 and ZAE 000208898
respectively
Record date in respect of the name change and share consolidation Friday, 4 December
Posting of new share certificates in respect of Certificated Seardel Shares Monday, 7 December
following the name change and share consolidation and update of CSDP
and broker safe custody accounts
Notes:
1. The above dates and times relating to the proposed name change and share consolidation are
subject to amendment, as they are subject to the filing and registration of the relevant special
resolutions with CIPC and the provision of copies thereof to the JSE. Any changes in dates will be
announced on SENS.
2. All dates and times are local dates and times in South Africa.
30 October 2015
Cape Town
Sponsor and Corporate Adviser
Investec Bank Limited
Date: 30/10/2015 08:53:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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