Wrap Text
Results of General Meeting of Balwin Shareholders
BALWIN PROPERTIES LIMITED K2025746588 (SOUTH AFRICA)
(Incorporated in the Republic of South Africa) PROPRIETARY LIMITED
(Registration number 2003/028851/06) (Incorporated in the Republic of South Africa)
JSE share code: BWN ISIN: ZAE000209532 (Registration number 2025/746588/07)
("Balwin") ("Bidco")
RESULTS OF GENERAL MEETING OF BALWIN SHAREHOLDERS
Capitalised words and phrases in this announcement shall, unless the context indicates otherwise, bear the
same meanings ascribed thereto in the Circular (referred to in paragraph 1 below).
1. INTRODUCTION
Balwin Shareholders are referred to the Firm Intention Announcement published on SENS on Wednesday,
20 May 2026, and the Circular to Balwin Shareholders dated Friday, 17 July 2026 relating to an offer by
Bidco to acquire all of the issued Balwin Shares (other than the Excluded Shares) by way of a scheme of
arrangement and the subsequent delisting of the issued Balwin Shares from the Main Board of the JSE and
A2X, which Circular incorporated a Notice of General Meeting of Balwin Shareholders for the purposes of
considering and, if deemed fit, passing, with or without modification, the Resolutions contained therein.
2. RESULTS OF GENERAL MEETING
The General Meeting was held entirely by electronic communication at 10:00 on Monday, 17 August 2026.
All the Resolutions were approved by the requisite majority of Balwin Shareholders entitled to vote thereon,
and as such, the Scheme will proceed to be implemented.
The voting results were as follows:
Votes for Votes Number of Number of Number of
Resolution against Balwin Balwin Balwin
as a Resolution Shares Shares Shares
percentage as a voted voted as a abstained
of total percentage percentage as a
number of of total of votable percentage
Balwin number of shares of total
Shares Balwin issued
voted Shares exercisable
voted shares
SPECIAL RESOLUTION 98,48% 1,52% 203,227,254 78,85% 0,01%
NUMBER 1: Approval of the
Scheme of Arrangement in terms
of the Companies Act
SPECIAL RESOLUTION 98,48% 1,52% 203,227,254 78,85% 0,01%
NUMBER 2: Revocation of
Special Resolution Number 1 if
certain conditions are met
SPECIAL RESOLUTION 98,48% 1,52% 203,227,254 78,85% 0,01%
NUMBER 3: Financial assistance
relating to the payment by Balwin
of the Scheme STT
Note:
The total number of Balwin Shares in issue at the date of the General Meeting is 519,411,852 of which
833,638 are Treasury Shares, 260,419,835 are Excluded Shares and 404,858 are held by persons related
to or Acting in Concert with Bidco or the members of the Consortium and are not eligible to vote on any of
the Resolutions.
Accordingly, the total number of Balwin Shares that were exercised at the General Meeting, is 257,753,521.
3. UPDATE REGARDING THE SCHEME
Notwithstanding the approval of the Scheme by Balwin Shareholders at the General Meeting, Balwin
Shareholders should note that the Scheme remains subject to the fulfilment or waiver, as applicable, of the
remaining Scheme Conditions, as set out in the Circular. Shareholders will be provided with a further update
regarding the fulfilment or waiver, as the case may be, of the Scheme Conditions, as well as an update in
respect of the finalisation details, through SENS in due course.
4. RESPONSIBILITY STATEMENTS
4.1. The Balwin Independent Board accepts responsibility for the information contained in this announcement
insofar as it relates to Balwin and the Scheme. To the best of the Balwin Independent Board's knowledge
and belief, the information contained in this announcement is true and this announcement does not omit
anything likely to affect the importance of the information.
4.2. The Bidco board accepts responsibility for the information contained in this announcement insofar as it
relates to Bidco. To the best of the Bidco board's knowledge and belief, the information contained in this
announcement is true and the announcement does not omit anything likely to affect the importance of the
information.
Corlett Drive
17 August 2026
Transaction Advisor to Balwin
YW Investments Proprietary Limited (trading as YW Capital)
Legal Advisor to Balwin
Cliffe Dekker Hofmeyer Inc.
Independent Expert to Balwin
Valeo Capital Proprietary Limited
Transaction sponsor to Balwin
Investec Bank Limited
Date: 17/08/2026 14:30:00
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.
Sharenet Sites 
