GAIA INFRASTRUCTURE CAPITAL LIMITED - Posting of Circular and Notice of General Meeting Announcement

Posting of Circular and Notice of General Meeting Announcement

Gaia Infrastructure Capital Limited
(previously Gaia Capital Proprietary Limited)
Incorporated in the Republic of South Africa
Registration number 2015/115237/06
Share Code: GAI
ISIN ZAE000210555
(“Gaia” or “the Company”)

POSTING OF CIRCULAR AND NOTICE OF GENERAL MEETING ANNOUNCEMENT

1.    INTRODUCTION

Shareholders are referred to the SENS announcement released by Gaia on
12 July 2016, regarding the proposed category 1 acquisition from a
related party in terms of which Gaia will acquire an effective see-
through economic interest of 25.2% in Dorper Wind Farm (RF) Proprietary
Limited from TriAlpha Specialised Investment Trust III (“Transaction”).

2.     DISTRIBUTION OF CIRCULAR

2.1.  Shareholders are advised that a circular (“Circular”) containing
      full details of the Transaction and incorporating a notice of
      general meeting (“Notice”), was posted to Gaia shareholders today,
      19 September 2016.

2.2   A copy of the Circular will also be available on Gaia’s website
      (www.gaia-ic.com) from today, 19 September 2016.

2.3   In addition, copies of the Circular will be available for
      inspection, in English only, during normal business hours from 19
      September 2016 until 18 October 2016 (both days inclusive) at the
      registered office of the Company at 37 Vineyard Road, Claremont,
      7700, at the offices of Gaia’s sponsor and transaction advisor, PSG
      Capital Proprietary Limited, at 1st Floor, Ou Kollege, Stellenbosch
      and 1st Floor, Building 8, Inanda Greens Business Park, 54 Wierda
      Road West, Wierda Valley, Sandton, and the transfer secretaries,
      Computershare Investor Services Proprietary Limited, at Ground
      Floor, 70 Marshall Street, Johannesburg.

3.     SALIENT DATES AND TIMES OF THE TRANSACTION

The salient dates and times relating to the Transaction are set out
below and words defined bear the same meaning as in the Circular:

Circular Record Date                                     9 September

Circular posted to Shareholders on                      19 September

Announcement providing the salient dates,               19 September
advising of the posting of this Circular and
giving the date and place of the General
Meeting released on SENS on

Announcement providing the salient dates,               20 September
advising of the posting of this Circular and
giving the date and place of the General
Meeting published in the press on

Last day to trade in Shares in order to be                4 October
reflected in the Register on the General
Meeting Record Date

General Meeting Record Date                               7 October

Last day for receipt of forms of proxy
(yellow) in respect of the General Meeting by
10:00 on                                                 14 October

General Meeting of Shareholders to be held at            18 October
10:00 on

Results of General Meeting released on SENS on           18 October

Results of General Meeting published in the              19 October
press on

Transaction expected to be implemented on or             20 October
about


Notes:

1.   All dates and times are local dates and times in South Africa. The
     above dates and times are subject to change. Any changes will be
     released on SENS and published in the press.

2.   Gaia shareholders are referred to the Circular for information on
     the action required to be taken by them.

3.   No dematerialisation or rematerialisation of shares may take place
     from the business bay following the last day to trade.

4.       NOTICE OF GENERAL MEETING

A general meeting of Gaia shareholders will be held at 10:00 on Tuesday,
18 October 2016 at the offices of Edward Nathan Sonnenbergs Inc, La
Gratitude, 2nd Floor, 97 Dorp Street, Stellenbosch for shareholders to
consider and, if deemed fit, pass with or without modification the
resolutions set out in the Notice.


Cape Town
19 September 2016


Transaction Advisor and Sponsor
PSG Capital Proprietary Limited

Date: 19/09/2016 12:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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