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TRUSTCO GROUP HOLDINGS LIMITED - Posting of the Circular and Notice of General Meeting

Release Date: 11/05/2017 17:36
Code(s): TTO     PDF:  
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Posting of the Circular and Notice of General Meeting

Trustco Group Holdings Limited
Incorporated in the Republic of Namibia
(Registration number 2003/058)
NSX share code: TUC
JSE share code: TTO
ISIN Number: NA000A0RF067
(“Trustco” or “the Company”)

POSTING OF THE CIRCULAR AND NOTICE OF GENERAL MEETING

1.   INTRODUCTION

     Trustco shareholders (“Shareholders”) are referred to the announcements published on the Stock
     Exchange News Service (“SENS”) on 17 November 2016, 24 November 2016, 12 January 2017 and
     6 March 2017 (collectively, the “Announcements”) (and using the terms defined therein for the purposes
     of this announcement unless otherwise stated) wherein Shareholders were advised of the details pertaining
     to the Amendments to the Huso Transaction as contained in the Amendments to the Huso Transaction
     circular (“Circular”).

2.   POSTING OF THE CIRCULAR

     The Circular has been posted to Shareholders today and contains inter alia:

      -   details of the Amendments to the Huso Transaction; and
      -   a notice convening a general meeting of Shareholders (“General Meeting”).

     Shareholders are advised to review the Circular for a summary of the key terms and conditions of the Huso
     Transaction, which documentation is available for viewing on the Company’s website at www.tgh.na.

3.   IRREVOCABLE UNDERTAKING UPDATE

     As at 24 April 2017, being the last practicable date prior to the finalisation of the Circular, Trustco had
     received an irrevocable undertaking, to vote in favour of the resolutions pertaining to the Amendments to
     the Huso Transaction (“Undertaking”) from a Shareholder representing 65.25% of the total number of
     shares eligible to vote at the General Meeting.

4.   NOTICE OF THE GENERAL MEETING

     The General Meeting will be held at Trustco House, 2 Keller Street, Windhoek, Namibia, on Tuesday,
     13 June 2017 at 10:00 (Namibian time) to consider and, if deemed fit, pass, with or without modification,
     the resolutions necessary to implement the Amendments to the Huso Transaction.

5.   IMPORTANT DATES AND TIMES

     The salient dates and times relating to the General Meeting are set out in the timetable below (“Timetable”).
     Words and expressions in the Timetable and notes thereto shall have the same meaning as assigned to
     them in the Circular.
      Event                                                                                              2017
      Record date to determine which Shareholders are entitled to receive the                   Friday, 5 May
      Circular
      Circular posted to Shareholders and notice convening the General Meeting               Thursday, 11 May
      published on SENS on
      Last day to trade shares in order to be recorded in the Namibian Share                   Friday, 26 May
      Register to vote at the General Meeting (see note 2 below)
      Last day to trade shares in order to be recorded in the South African Share             Tuesday, 30 May
      register to vote at the General Meeting (see note 2 below)
      Record date for Shareholders to be recorded in the register in order to be               Friday, 2 June
      eligible to vote at the General Meeting
      Forms of proxy for all Shareholders recorded on the Namibian share register
      to be received by the Namibian transfer secretaries by 10:00 (Namibian time)
      on                                                                                       Friday, 9 June
      Forms of proxy for Shareholders recorded on the South African register to be
      received by the South African transfer secretaries by 11:00 (South African
      time) on                                                                                 Friday, 9 June
      General Meeting to be held at 10:00 (Namibian time) on                                 Tuesday, 13 June
      Results of General Meeting published on SENS on                                        Tuesday, 13 June

      Notes:

      1. The above dates and times are subject to amendment. Any such amendment will be published on
         SENS.
      2. Shareholders should note that, as transactions in shares are settled in the electronic settlement
         system used by Strate, the settlement of the trade takes place three business days after such trade.
         Therefore, Shareholders who acquire Shares after the last day to trade will not be eligible to vote at
         the General Meeting.
      3. All times given in the Circular are specified as either local times in Namibia or South Africa, any
         reference to local times, will apply to the country in which the action is required.




Windhoek, Namibia

11 May 2017

Amanda Bruyns
Company Secretary
Trustco Group Holdings Limited

JSE Transaction Sponsor
Sasfin Capital (a division of Sasfin Bank Limited)

NSX Sponsor
Simonis Storm Securities (Pty) Ltd

Date: 11/05/2017 05:36:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.

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