REDEFINE PROPERTIES LIMITED - Proposed modification of special resolution number 6 proposed for adoption at the annual general meeting of Redefine

Proposed modification of special resolution number 6 proposed for adoption at the annual general meeting of Redefine

REDEFINE PROPERTIES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1999/018591/06)
JSE share code: RDF ISIN: ZAE000190252
(Approved as a REIT by the JSE)
(“Redefine” or the “company”)


PROPOSED MODIFICATION OF SPECIAL RESOLUTION NUMBER 6 PROPOSED FOR ADOPTION AT
THE ANNUAL GENERAL MEETING OF REDEFINE


Shareholders are referred to the notice of annual general meeting sent to shareholders on 30 December 2016 and in
particular to special resolution number 6 in terms of which the company is proposing to abrogate its existing
Memorandum of Incorporation in its entirety and replace same with a new Memorandum of Incorporation.

Following feedback from institutional shareholders and in order to further enhance good corporate governance,
Redefine is proposing to provide for the rotation of the executive directors of the company in the proposed new
Memorandum of Incorporation. The Memorandum of Incorporation already provides for the rotation of non-executive
directors.

Accordingly, the following clause 26.10.2 has been included in the proposed new Memorandum of Incorporation:

      “26.10.2.      the executive Directors shall rotate in accordance with the following provisions –

               26.10.2.1.   at each annual general meeting referred to in clause 20.4, 1/3 (one-third) of the executive
                            Directors for the time being, or if their number is not three or a multiple of three, the number
                            nearest to 1/3 but not less than 1/3, shall retire from office;”

A copy of the proposed new Memorandum of Incorporation (incorporating the above and other consequential but
immaterial amendments to clause 26) is available on the company’s website, www.redefine.za.

The Redefine annual general meeting will be held on Thursday, 9 February 2017 at 13h00 at Rosebank Towers, Office
Level 5, 19 Biermann Avenue, Rosebank, Johannesburg.

2 February 2017


Sponsor
Java Capital

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