Wrap Text
Posting of circular incorporating a notice of general meeting
INVESTEC PROPERTY FUND LIMITED
Approved as a REIT by the JSE
(Incorporated in the Republic of South Africa)
(Registration Number 2008/011366/06)
Share code: IPF ISIN: ZAE000180915
(“Investec Property Fund” or “the Fund”)
POSTING OF CIRCULAR INCORPORATING A NOTICE OF GENERAL MEETING
1. INTRODUCTION
Investec Property Fund is pleased to advise its shareholders (“Shareholders”) that it has entered into a
renewal and variation agreement (“Agreement”) with Investec Property Proprietary Limited (“Investec
Property” or the “Manager”), in order to amend the terms and extend the duration of the existing asset
management and property management agreement with the Manager (“Proposed Transaction”), subject to
the requisite Shareholder approval.
In terms of the JSE Listings Requirements, the Agreement requires the approval of the majority of votes cast
by Shareholders, excluding any persons and their Associates (as defined in the JSE Listings Requirements)
who are party to, or have an interest in the contract. As such, the Manager and its Associates will be precluded
from voting on the Proposed Transaction.
The management team of the Manager has significant experience and a proven track record in managing
and developing large property funds, both listed and unlisted. The management team is responsible for
managing the Fund in an efficient, diligent manner, in good faith according to the highest industry standards,
to obtain the optimum long-term income and capital growth for the Fund.
The primary objectives of the Fund are to:
- provide an income stream through the acquisition and redevelopment of office, retail and industrial
investment properties;
- invest in a well-diversified property portfolio that provides good growth opportunities; and
- optimise and secure long-term distribution and capital growth.
The Manager has achieved these objectives, and as at 12 May 2017, being the last practicable date, has
delivered a total return on share price since listing in April 2011 to the Fund’s shareholders of 18.8%,
exceeding the total return achieved by the SAPY of 16.4% for the same period.
The renewal of the asset management and property management agreement will provide the Fund with long-
term security, by ensuring that it retains the necessary skills and experience of the Manager.
2. POSTING OF THE CIRCULAR AND NOTICE OF GENERAL MEETING
A circular setting out the details of the Proposed Transaction (“Circular”) will be posted to Shareholders today,
24 May 2017, containing, inter alia:
- details of the Agreement;
- a notice convening the general meeting of Shareholders (“General Meeting”).
Shareholders are advised to review the Circular for detailed terms of the Agreement.
Notice is hereby given that a General Meeting of Shareholders will be held on Thursday, 22 June 2017 at
14h00 in the Huddle Meeting Room, Investec Bank Limited, 100 Grayston Drive, Sandown, Sandton, 2196
for the purpose of considering and, if deemed fit, passing, with or without modification, the resolution
necessary to enter into the Agreement.
3. IRREVOCABLE COMMITMENTS
The Fund has obtained irrevocable undertakings or letters of support from Shareholders representing some
51.9% of the Fund’s current Shareholders who are eligible to vote on the Proposed Transaction. It is therefore
anticipated that the resolution necessary to enter into the Agreement will be passed at the General Meeting.
4. IMPORTANT DATES AND TIMES
2017
Record date to receive notice of General Meeting Friday, 12 May
Circular, notice of General Meeting and form of proxy posted to Shareholders Wednesday, 24 May
Last day to trade to be eligible to vote at the General Meeting Monday,12 June
Record date to be eligible to attend and vote at the General Meeting Thursday, 15 June
Requested to deliver forms of proxies to the transfer secretaries in respect of the
General Meeting by 14h00 (or alternatively handed to the chairman of the General Tuesday, 20 June
Meeting prior to exercising of any Shareholders' rights at the General Meeting)
General Meeting of Shareholders to be held at 14h00 Thursday, 22 June
Results of General Meeting published on SENS Thursday, 22 June
Notes:
1. All times are local times in South Africa and are subject to amendment. Any such amendment will be
released on SENS.
2. Dematerialised Shareholders, other than those with “own name” registration, must inform their CSDP or
broker of their intention to attend the General Meeting in order for such CSDP or broker to be able to issue
them with the necessary letters of representation to enable them to attend such meeting. Alternatively,
should they not wish to attend the General Meeting, they should provide their CSDP or broker with their
voting instructions. This must be affected in terms of the agreement entered into between the Shareholder
and the CSDP or broker.
3. The completed forms of proxy are requested to be delivered to the transfer secretaries of the Fund,
Computershare Investor Services Proprietary Limited at Rosebank Towers, 15 Biermann Avenue,
Johannesburg, 2196, (PO Box 61051, Marshalltown, 2107), Republic of South Africa on or before 14h00 on
Tuesday, 20 June 2017 being at least 48 hours (excluding Saturdays and Sundays and public holidays in
the Republic of South Africa) before the time appointed for the holding of the General Meeting or may be
handed to the chairman of the General Meeting prior to exercising of any Shareholders' rights.
Sandton
24 May 2017
Investment Bank and Sponsor
Investec Bank Limited
Legal advisor
Fluxmans Inc.
Date: 24/05/2017 03:00:00 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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