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AFRICAN & OVERSEAS ENTERPRISES LIMITED - Availability of integrated annual report, notice of annual general meeting and B-BBEE annual compliance report

Release Date: 13/10/2025 16:00
Code(s): AON AOO AOVP     PDF:  
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Availability of integrated annual report, notice of annual general meeting and B-BBEE annual compliance report

AFRICAN AND OVERSEAS ENTERPRISES LIMITED
Listed on the General Segment of the Main Board
(Incorporated in the Republic of South Africa)
(Registration number 1947/027461/06)
JSE share code: AOO         ISIN: ZAE000000485
JSE share code: AON         ISIN: ZAE000009718
JSE share code: AOVP        ISIN: ZAE000000493
("AOE" or the "Company")


AVAILABILITY OF INTEGRATED ANNUAL REPORT, NOTICE OF ANNUAL GENERAL MEETING AND BROAD-BASED BLACK ECONOMIC EMPOWERMENT 
ANNUAL COMPLIANCE REPORT


Availability of integrated annual report

Shareholders are advised that AOE's Integrated Annual Report, incorporating extracts of the audited consolidated
annual financial statements for the year ended 30 June 2025 ("audited AFS"), which contain no material changes
from the audited AFS published on SENS on Friday, 26 September 2025 and on which the Company's auditors,
Forvis Mazars, have express an unmodified audit opinion, along with the King IV register is available on the
Company's website at: www.rextrueform.com.

Notice of annual general meeting

The notice of annual general meeting of AOE shareholders ("AGM"), incorporating the summarised consolidated
financial results for the year ended 30 June 2025, will be distributed to shareholders today, Monday, 13 October 2025.
The AGM will be held on Thursday, 13 November 2025 at 11:00am by way of electronic participation. The last day to
trade in order to be eligible to participate in and vote at the AGM is Tuesday, 4 November 2025 and the record date
for voting purposes is Friday, 7 November 2025. Full details for purposes of electronic participation are set out in the
notice of AGM.

Shareholders are further advised the board of directors ("Board") of AOE propose that shareholders approve an
alteration to the existing Memorandum of Incorporation of the Company by replacing the document in its entirety to,
inter alia, align the provisions thereof with the requirements of the Companies Act, 71 of 2008, as amended by the
Companies Amendment Act 16 of 2024 and the Companies Second Amendment Act 17 of 2024, to remove any
historical provisions in the Memorandum of Incorporation that are no longer applicable and to align with the
provisions of the JSE Listings Requirements. Shareholder approval for the adoption of the new Memorandum of
Incorporation will be sought at the AGM. Further details are included in the notice of AGM.

Additionally, the Board proposes certain amendments to the AOE Incentive Scheme ("Scheme Rules"). The
amendments clarify the allocation of responsibility for costs and taxes arising from vested options and awards, revise
the formula used to determine the number of settlement shares to be issued to participants, and set out the available
methods for settling tax liabilities. The Board accordingly proposes the replacement of the Scheme Rules in their
entirety, and accordingly, shareholder approval for the new Scheme Rules will be sought at the AGM. Further details
are included in the notice of AGM.

Broad-Based Black Economic Empowerment Annual Compliance Report

Shareholders are further advised that in accordance with the JSE Listings Requirements, the Company's annual
compliance report in terms of section 13G(2) of the Broad-Based Black Economic Empowerment Act 53 of 2003,
read with the Broad-Based Black Economic Empowerment Amendment Act 46 of 2013, has been published and is
available on the Company's website at: www.rextrueform.com.

13 October 2025


Sponsor
Java Capital
Date: 13-10-2025 04:00:00
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