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SATRIX COLLECTIVE INVESTMENT SCHEME - CANCELLATION OF S476295 Ballot Voting Procedure In Respect Of Proposed Amendments To Investment Policy And Name Of Satrix Ilbi Portfolio

Release Date: 09/06/2023 07:25
Code(s): STXILB
Wrap Text
CANCELLATION OF S476295 Ballot Voting Procedure In Respect Of Proposed Amendments To Investment Policy And Name Of Satrix Ilbi Portfolio

Satrix Managers (RF) Pty Ltd
Satrix ILBI Portfolio
Share code: STXILB
ISIN: ZAE000240123

A portfolio in the Satrix Collective Investment Scheme, registered as such
in terms of the Collective Investment Schemes Control Act, 45 of 2002

The name change announcement will be released separately in due coarse.
This announcement is important and requires your immediate attention.

The purpose of this announcement is to inform you of the proposed changes
to the investment policy of the Satrix ILBI Portfolio (Satrix ILBI) and to
provide you with sufficient information in order to vote on this proposal.


Background
The Satrix ILBI tracks the S&P South Africa Sovereign Inflation -Linked Bond
1+Year Index (“ILBI Index”), an index which is designed to reflect South
African rand-denominated inflation-linked securities that are publicly
issued by the South African government for the domestic market.

The Satrix ILBI declares a notional distribution to unitholders semi-annually
and reinvests the value of the notional distribution into constituent
securities of the ILBI Index. Such distributions do not incur dividends tax
as it is not considered a dividend. However unitholders will be liable for
income tax at their marginal rate of tax on the distributions declared and
deemed to have been received.

The Satrix ILBI is considered to be a reinvesting portfolio as all net income
is deemed to be distributed to unitholders and then reinvested by Satrix on
behalf of unitholders into constituent securities of the ILBI Index in the
exact proportions as per the ILBI Index.

Rationale for the Change in Distribution Method and Index and impact on
Unitholders

This ballot amending the investment policy and structure is conducted at the
request of Satrix Managers (RF) (Pty) Ltd (Satrix) (FSP no 15658).

The reason for the ballot is that Satrix wishes to convert the Satrix ILBI
Portfolio, from a reinvesting to a distributing ETF. In this regard where
this ETF currently reinvests income distributions received from underlying
securities automatically into those underlying securities on behalf of the
portfolio, Satrix will convert this fund to a distributing ETF and as such,
distributions will be declared and paid out to investors periodically. We
propose that SATRIX ILBI track the FTSE/JSE Government Inflation-Linked Index
(“IGOV”) as its benchmark.

The reasons for the amendment are as follows:

      •   Unitholders are referred to Communication 25 of 2020 issued by the
          Financial Sector Conduct Authority on 19 May 2020 which detailed,
          amongst other items, the publication of the final conduct standard
          on the Net Asset Valuation Calculation and Pricing for Collective
          Investment Scheme Portfolios (“NAV Conduct Standard”). Paragraph
          10.1 of the NAV Conduct Standard states:

          “All income received and accrued by a portfolio or class after
          deducting permissible costs must be distributed to investors so that
            it is taxed in the hands of the investor and that the nature of the
            income is preserved in the process.”

        •   From the NAV Conduct Standard perspective, by converting the fund
            from a total return to distributing fund, Satrix will comply with
            Paragraph 10 (1) whereby all income will be distributed to the
            investor.
        •   As a result of the Conduct Standard Distribution Methodology,
            distributions declared by the portfolio shall be distributed to
            unitholders on a monthly basis and not reinvested in the Portfolio.
        •   Irrespective of the distribution methodology of the fund i.e.
            whether a total return or distributing fund, the investor will be
            in the same position post the change from a personal tax perspective
            as well as from an investor performance perspective.
        •   For personal tax purposes, the automatic reinvestment was a “deemed
            distribution”. The distribution declared by the Satrix ILBI, which
            is reinvested, accrues tax at the investors’ marginal rate of tax.
            Therefore, although a unitholder does not actually receive the
            distribution, such investor is still liable to pay tax on such
            distribution at their marginal tax rate. A total return fund
            therefore places an additional administrative process on a
            unitholder as such unitholder is required to adjust the base cost
            of his investment in the units of the Satrix ILBI upwards by the
            distributions which are reinvested, to avoid paying tax twice on
            the same amount.
        •   The Change in Distribution Method will simplify the tax consequences
            for unitholders as they will receive the actual cash distribution
            and pay tax on such distribution with no amendments to any base
            costs necessary.
        •   The performance of the fund will be compared to the price return
            version of the FTSE/JSE Government Inflation-Linked Index (“IGOV”).
        •   Following this change, and in line with Treating Customers Fairly
            (TCF) outcomes, the client is neither advantaged nor disadvantaged
            and will remain in the same position. Furthermore, the client will
            now have the option to receive the physical cash or reinvest.

   The name of the portfolio will also change from:

   Satrix ILBI Portfolio

   to

   Satrix ILBI ETF


The name change announcement will be released after the ballot process has
been passed.

The table below lists the current investment policy, as well as the proposed
changes to the new investment policy which have been underlined for easy
reference.

Current investment policy         New investment policy              Impact on Investor
The investment policy of the      The investment policy of the       There is no negative
portfolio shall be to track the   portfolio shall be to track the    impact on the investors
S&P   South  Africa   Sovereign   FTSE/JSE Government Inflation-     within the Satrix ILBI
Inflation-Linked   Bond   Index   Linked      Index       (“IGOV”)   Portfolio.
(ILBI)    Index    (hereinafter   (hereinafter referred to as
referred to as “the Index”) as    “the Index”) as closely as
closely as possible, by:          possible, by:                      The Change in Distribution
3.1.1 Buying only constituent     3.1.1 Buying only constituent      Method being a change from
securities    in    the    same   securities    in    the     same   a reinvesting ETF to a
Current investment policy          New investment policy              Impact on Investor
weightings in which they are       weightings in which they are       distributing ETF will have
included in the S&P South Africa   included    in   the    FTSE/JSE   no effect financially on a
Sovereign Inflation-Linked Bond    Government     Inflation-Linked    unitholder as:
Index (ILBI) and selling only      Index (“IGOV”) and selling only
securities which are excluded      securities which are excluded         1. in   terms     of    a
from the Index from time to time   from the Index from time to time         reinvesting      fund,
as a result of periodic Index      as a result of periodic Index            tax is paid on a
reviews or corporate actions or    reviews or corporate actions or          distribution but the
which are required to be sold      which are required to be sold            base   cost    of   an
to ensure that the Portfolio       to ensure that the Portfolio             investor’s
holds securities in the same       holds securities in the same             investment increases
weighting as they are included     weighting as they are included           by     the      entire
in the Index.                      in the Index.                            distribution amount.
                                                                            In the case of a
3.1.2 Reinvesting all available    3.2. The Portfolio shall not buy         distributing     fund,
income    received     by   the    or sell securities for the               the   investor    will
Portfolio    in    respect   of    purpose of making a profit nor           receive the entire
securities by the purchase of      for any purpose other than               distribution       (on
additional securities in the       tracking the Index.                      which they must pay
same weightings as they are                                                 tax) which increases
included in the Index.             3.3.   It is anticipated that            the return they have
                                   assets in liquid form will not           generated from their
3.2. The Portfolio shall not buy   form a substantial part of the           investment   in    the
or sell securities for the         Portfolio’s assets, however any          Satrix ILBI.
purpose of making a profit nor     liquid    assets    that    the       2. The Satrix ILBI will
for any purpose other than         Portfolio holds may be invested          track the FTSE/JSE
tracking the Index.                in short term investments such           Government
                                   as banker’s acceptances and              Inflation-Linked
3.3.       It  is   anticipated    certificates of deposit.                 Index.
that assets in liquid form will                                          3. Physical cash will
not form a substantial part of     3.4.   Investors    can   obtain         now be received by
the Portfolio’s assets. However    participatory interests in the           unitholders allowing
any liquid assets that the         Portfolio   on   the   secondary         them   to   re-invest
Portfolio holds may be invested    market or by subscribing for new         such cash in the
in short term investments such     participatory interest in the            Satrix ILBI, should
as banker’s acceptances and        Portfolio    on   the    primary         they elect to do so,
certificates of deposit.           market. In order to achieve this         in            essence
                                   objective   the   Manager   may,         maintaining        the
3.4.   Investors    can   obtain   subject to the Act and the Deed,         Satrix ILBI as a
participatory interests in the     create and issue an unlimited            reinvesting ETF for
Portfolio   on   the   secondary   number     of      participatory         their purposes.
market or by subscribing for new   interests in the Portfolio.
participatory interest in the
Portfolio    on   the    primary   3.5. The Portfolio will not be
market. In order to achieve this   managed        according      to
objective   the   Manager   may,   traditional methods of active
subject to the Act and the Deed,   management, which involve the
create and issue an unlimited      buying     and     selling    of
number     of      participatory   securities     based    on   the
interests in the Portfolio.        economic, financial and market
                                   analysis       and     investing
3.5. The Portfolio will not be     judgement.       Instead     the
managed        according      to   investment objective and style
traditional methods of active      will be full replication of the
management, which involve the      Index. As a result the financial
buying     and     selling    of   or other condition of any
securities     based    on   the   company or entity included from
economic, financial and market     time to time in the Index will
analysis       and     investing   not result in the elimination
judgement.       Instead     the   of its securities from the
investment objective and style     Portfolio unless the securities
will be full replication of the    of such company or entity are
Index. As a result the financial   removed from the Index itself.
or other condition of any
company or entity included from    3.6. The Portfolio will acquire
time to time in the Index will     and   hold   a   portfolio   of
not result in the elimination      securities that substantially
of its securities from the         represents all of the component
Current investment policy            New investment policy                Impact on Investor
Portfolio unless the securities      securities of the Index in
of such company or entity are        substantially       the       same
removed from the Index itself.       weighting as in the Index.
                                     However, the Portfolio shall
3.6. The Portfolio will acquire      also   be    entitled,   in    its
and   hold   a    portfolio     of   discretion    and   only    on   a
securities that substantially        temporary basis, to employ such
represents all of the component      other investment techniques and
securities of the Index in           instruments     as   will     most
substantially       the       same   effectively give effect to the
weighting as in the Index.           object    or    the    investment
However the Portfolio shall          policies of the Portfolio.
also   be   entitled,    in    its
discretion   and    only    on   a   3.7.   The composition of the
temporary basis, to employ such      Portfolio   will  be   adjusted
other investment techniques and      periodically   to  conform   to
instruments    as    will     most   changes in the composition and
effectively give effect to the       weighting of the securities in
objectives or the investment         the Index so as to ensure that
policies of the Portfolio.           the composition and weighting
                                     of   the   Portfolio    are   a
3.7.   The composition of the        reflection of the composition
Portfolio   will   be   adjusted     and weighting of the securities
periodically   to   confirm   to     contained in the Index.
changes in the composition and
weighting of the securities in       3.8. The Portfolio will hold
the Index so as to ensure that       securities   purely    for   the
the composition and weighting        economic rights and benefits
of   the    Portfolio    are   a     attaching      thereto,      and
reflection of the composition        accordingly if a takeover bid
and weighting of the securities      is made for shares of a company
contained in the Index.              included in the Index, the
                                     Portfolio   will   not    tender
3.8. The Portfolio will hold         shares   in  respect    thereof.
securities   purely    for   the     Securities    held     by    the
economic rights and benefits         Portfolio which are subject to
attaching      thereto,      and     a takeover bid will only be
accordingly if a takeover bid        surrendered if such surrender
is made for shares of a company      is mandatory (and then only to
included in the Index, the           the extent of such mandatory
Portfolio   will   not    tender     surrender)    in    terms     of
shares   in  respect    thereof.     applicable law or under the
Securities    held     by    the     rules of a regulatory authority
Portfolio which are subject to       or body having jurisdiction. If
a takeover bid will only be          a takeover bid results in a
surrendered if such surrender        company no longer qualifying
is mandatory (and then only to       for the inclusion in the Index,
the extent of such mandatory         any shares of the company held
surrender)    in    terms     of     by the Portfolio after the
applicable law or under the          takeover bid will be disposed
rules of a regulatory authority      of by the Portfolio, and the
or body having jurisdiction. If      proceeds will be applied in
a takeover bid results in a          effecting    the    appropriate
company no longer qualifying         adjustments to the Portfolio.
for the inclusion in the Index,
any shares of the company held       3.9. The Portfolio’s ability to
by the Portfolio after the           replicate the price performance
takeover bid will be disposed        of the Index will be affected
of by the Portfolio, and the         by the costs and expenses
proceeds will be applied in          incurred by the Portfolio.
effecting    the    appropriate
adjustments to the Portfolio.

3.9. The Portfolio’s ability to
replicate the price and yield
performance of the Index will
be affected by the costs and
Current investment policy         New investment policy            Impact on Investor
expenses   incurred   by   the
Portfolio.

Current fund benchmark            New fund benchmark               Impact on Investor
 S&P South Africa Sovereign       FTSE/JSE Government Inflation-   Change in distribution
 Inflation-Linked Bond Index      Linked Index (“IGOV”) (Price     methodology i.e change
 (ILBI) Index (Total Return)      Return)                          from total return to price
                                                                   return provides the
                                                                   investor with the option
                                                                   to receive the physical
                                                                   distribution cash or to
                                                                   reinvest.


Action required from investors
1. Please read this announcement on the proposed change to the portfolio,
   your rights as an investor and the impact this will have on your
   investment.
2. A Ballot Form enclosed, is available to all investors, brokers and CSDPs
   for completion of the ballot vote.
3. The various Brokers/CSDPs will then submit the ballot responses via email
   to our external auditors, KPMG, at satrixballotSTXILB@kpmg.co.za on or
   before 24 July 2023. Alternatively, the Ballot Form may be emailed directly
   to KPMG at satrixballotSTXILB@kpmg.co.za by 24 July 2023.
4. Please do not include any other instructions regarding your holdings with
   your ballot form, e.g. requests for purchases, switching instructions,
   etc. Your ballot form will go directly to our auditors and, should such
   instructions be sent to the auditors, we cannot guarantee that any
   instruction subsequent to the commencement of the ballot process will be
   effected.
5. If you are no longer invested in this portfolio, no action is required.


Approval and Commencements
In-principle approval for amendment to the index was granted by the JSE on
08 May 2023.
Subject to the ballot voting procedure being successful and approval by the
Financial Sector Conduct Authority (“the Authority”) of Collective
Investment Schemes, the investment policy amendment will be with effective
from commencement of business on 01 September 2023.

Timelines for the implementation of the amendments on Satrix ILBI Portfolio
ballot:


Date                             ACTION
02 June 2023                     Record date / Investor extract date
                                 Declaration SENS announcement of proposed
08 June 2023                     amendments
                                 Last day of investors/their JSE brokers/CSDPs
                                 to respond to the Auditors indicating their
24 July 2023                     election in respect of the proposed amendments.
                                 Deadline for Auditors to submit their findings
31 July 2023                     report to Satrix
                                 Satrix to submit the auditor’s findings report
01 August 2023                   to the FSCA
                                FSCA to advise Satrix to submit signed
                                supplemental deed for approval / FSCA approval
10 August 2023                  of supplemental deed
01 September 2023               Effective date of change

The effect on you as investor
The proposed changes to this fund will not change the nature of the underlying
strategy.

Effective date of change
The effective date of the proposed changes in the investment policy and the
name of the portfolio will be 01 September 2023, provided that the necessary
consent is obtained from investors and the Financial Sector Conduct Authority
(“FSCA”).


Charges, performance and unit pricing
Investors will not be liable for the payment of any additional fees, charges,
taxes or brokerage as a result of the investment policy and name change.
Special distribution
No special distributions will be effected nor applicable.


Your rights as an investor
The rights of investors are firmly entrenched in the Act. In terms of Section
98 of CISCA, as read with Clause 59 of the Deed of the Satrix Collective
Investment Scheme in Securities, the Registrar of Collective Investment
Schemes requires that:
   • All investors are notified in writing of any proposed material changes
      to the collective investment schemes and portfolios in which they hold
      units.
   • All investors are balloted in order for them to vote on the proposed
      changes.

Please note that, in terms of the Act, the Registrar will not consent to the
changes to the portfolio unless satisfied that the changes will not be
detrimental to the interests of any investor.

At least 25% in value of investors, excluding the manager must respond in
writing of which the majority must agree to the amendment.

If you choose not to switch or sell your funds prior to the effective date
of the change of investment structure as set out in this letter (if approved
by investors), the amended investment policy will automatically apply to
your investment.

Should you require further information on the proposed change or should you
wish to exercise your right to switch or sell any of your investments, please
contact   Satrix   Managers  on   0860   111401,   or   send  an   email   to
info@satrix.co.za.


08 June 2023

JSE Sponsor
Vunani Sponsors

Date: 09-06-2023 07:25:00
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