STOR-AGE PROPERTY REIT LIMITED - Modifications of certain resolutions proposed for adoption at the Annual General Meeting of the Company

Release Date: 17/08/2018 13:43
Code(s): SSS
 
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Modifications of certain resolutions proposed for adoption at the Annual General Meeting of the Company

Stor-Age Property REIT Limited
Incorporated in the Republic of South Africa
Registration number 2015/168454/06
Share Code: SSS ISIN: ZAE000208963
(Approved as a REIT by the JSE)
(“Stor-Age” or “the Company”)


MODIFICATION OF CERTAIN RESOLUTIONS PROPOSED FOR ADOPTION AT THE ANNUAL GENERAL
MEETING OF THE COMPANY


Shareholders are referred to the notice of annual general meeting (“AGM”) distributed to
shareholders on 25 July 2018 and in particular to special resolutions 2 and 4 therein (the “Special
Resolutions”) relating to the general authority to provide financial assistance in terms of sections 44
and 45, respectively, of the Companies Act, 71 of 2008 (“the Act”).

Following feedback from institutional shareholders and in order to further enhance transparency in
respect of the Company’s financial assistance policies, Stor-Age has modified the Special Resolutions
in order to limit the scope thereof. The modified resolutions are set out below:

Special resolution number 2: General authority to provide financial assistance to related
companies and entities

“Resolved that, as a general authority and to the extent required by section 44 of the Act, the Board
may, subject to compliance with the requirements of the Act, the Company’s memorandum of
incorporation and the JSE Listings Requirements, authorise the Company to provide direct or indirect
financial assistance, by way of loan, guarantee, the provision of security or otherwise, to any of its
present or future subsidiaries and/or any other company or entity that is or becomes related to the
Company, for any purpose or in connection with any matter including, but not limited to, the
subscription of any option, or any securities, issued or to be issued by the Company or a related
company, or for the purchase of any securities of the Company or a related company, such authority
to endure for a period of two years following the date of the passing of this special resolution
number 2.”

Special resolution number 4: Authority to provide financial assistance to directors, prescribed
officers, and entities related to them

“Resolved that, as a general authority, the Board be and is hereby authorised at any time and from
time to time during the period of two years commencing on the date of this special resolution,
subject to compliance with the requirements of the Act, the Company’s memorandum of
incorporation and the JSE Listings Requirements, to provide direct or indirect financial assistance (as
defined in section 45(1) of the Act) in relation to the Company’s Certificate of Practical Completion
structure and contracts entered into in terms thereof to Stor-Age Property Holdings Proprietary
Limited, Roeland Street Investments 2 (RF) Proprietary Limited and Roeland Street Investments 3
(RF) Proprietary Limited, which are companies related to the directors of the Company, on the terms
and conditions and for the amounts that the directors may determine, by way of loan, guarantee,
the provision of security or otherwise.”
Voting requirement: A 75% majority of the votes cast by the shareholders present or represented by
proxy at the annual general meeting of the Company is required to approve the Special Resolutions.

Shareholders are requested to vote in respect of the Special Resolutions as modified on the basis set
out in this announcement.

The annual general meeting of Stor-Age will be held at the Terrace Room, Second Floor Conference
Centre, Vineyard Hotel, Colinton Road, Newlands on Thursday, 23 August 2018 at 14h00.

Cape Town
17 August 2018

Sponsor
Questco Corporate Advisory Proprietary Limited

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