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LONG4LIFE LIMITED - Submission of resolutions to Long4Life shareholders in terms of Section 60 of the Companies Act

Release Date: 25/07/2017 09:35
Code(s): L4L     PDF:  
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Submission of resolutions to Long4Life shareholders in terms of Section 60 of the Companies Act

 LONG4LIFE LIMITED
 (Incorporated in the Republic of South Africa)
 (Registration number 2016/216015/06)
 Share code: L4L
 ISIN: ZAE000243119
 ("Long4Life" or the “Company”)


SUBMISSION OF RESOLUTIONS TO LONG4LIFE SHAREHOLDERS IN TERMS OF SECTION 60
OF THE COMPANIES ACT, 2008 (“THE ACT”)

Long4Life shareholders (“Shareholders”) are referred to the announcement dated 25 July 2017 relating
to the firm intention by Long4Life to acquire the entire issued share capital of Holdsport Limited
(“Holdsport”) (“the Proposed Transaction”).

In order for Long4Life to implement the Proposed Transaction, Shareholders are advised that the board
of directors of the Company (“Board”) has resolved to submit to Shareholders for their consideration and
approval, certain resolutions by written consent in terms of section 60 of the Act.

The resolutions (“Resolutions”) being proposed by the Board are required, inter alia, to authorise the
Board to allot and issue a maximum of 500 million ordinary no par value shares (“Consideration Shares”)
to the shareholders of Holdsport pursuant to the implementation of the Proposed Transaction. The
Consideration Shares represent more than 30% of the voting powers of the current issued shares of the
Company prior to the Proposed Transaction. In addition, certain of the Consideration Shares of the
Company will be issued to persons related or inter-related to the Company.

In terms of section 60(1) of the Act, a resolution that could be voted on at a shareholders’ meeting may
instead be submitted for consideration to the shareholders entitled to exercise voting rights in relation to
the resolution, and be voted on in writing by shareholders entitled to exercise voting rights in relation to
the resolution, within 20 (twenty) business days after the resolution was submitted to them.

Section 60(2) of the Act provides that a resolution contemplated in section 60(1) of the Act will have been
adopted if it is supported by persons entitled to exercise sufficient voting rights for it to have been adopted
as an ordinary or a special resolution, as the case may be, at a properly constituted shareholders’ meeting,
and if adopted, such resolution will have the same effect as if it had been approved by voting at a
shareholders’ meeting.

A notice, together with the Resolutions and a form of written consent, was distributed to Shareholders on
Tuesday, 25 July 2017. The deadline for the approval of the Resolutions is Wednesday, 30 August 2017.
A copy of the notice, Resolutions and form of written consent is available on Long4Life’s website
www.long4life.co.za.

The record date for determining which Shareholders are entitled to vote on the Resolutions was Friday,
14 July 2017.

Johannesburg
25 July 2017

Financial Advisor to Long4Life
Investec Bank Limited

Sponsor to Long4Life
The Standard Bank of South Africa Limited

Legal Advisor to Long4Life
Edward Nathan Sonnenbergs Inc.




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