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SATRIX COLLECTIVE INVESTMENT SCHEME - Ballot Voting Procedure - Proposed changes to the fund structure, investment policy, ISIN and the name of STXSWX

Release Date: 27/10/2025 14:41
Code(s): STXSWX     PDF:  
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Ballot Voting Procedure - Proposed changes to the fund structure, investment policy, ISIN and the name of STXSWX

Satrix Managers (RF) Pty Ltd
SATRIX SWIX TOP 40 PORTFOLIO
Share code: STXSWX
ISIN: ZAE000078580


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


Ballot Voting Procedure - Proposed changes to the fund structure,
investment policy, ISIN and the name of the Satrix SWIX Top 40 Portfolio

This letter is important and requires your immediate attention.


The purpose of this letter is to inform you of the proposed changes
to the Satrix SWIX Top 40 Portfolio and to provide you with sufficient
information to vote on this proposal – including your rights as an
investor and the impact this will have on your investment.

Satrix proposes to restructure the portfolio by transitioning from a
passive index tracking fund to an actively managed exchange traded
fund, modifying the investment policy of the fund and updating its
ISIN and name accordingly.

In terms of Section 98 of the Collective Investment Schemes Control
Act, 45 of 2002 ("the Act"), the proposed changes will proceed if the
majority of investors vote in favour of the changes by way of the
enclosed ballot.

The ballot is conducted at the request of Satrix Managers (RF) (Pty)
Ltd ("Satrix"), FSP 15658, the manager of the Satrix Collective
investment Scheme in Securities.


Reason for the Proposed Changes

The ballot is in response to changes implemented by FTSE/JSE in March
2024 that aligned their different benchmark methodologies. FTSE/JSE
changed the All Share Index (ALSI) methodology to be identical to the
Shareholder Weighted Index (SWIX) methodology – meaning the previous
ALSI/ SWIX distinction no longer exists.

This provided Satrix with the opportunity to change the current
structure and investment policy of the portfolio, aligning it to
follow a South Africa Incorporated theme. Satrix wishes to change the
current structure and investment policy of the portfolio, aligning it
to follow a South Africa Incorporated ("SA Inc") theme by
transitioning the portfolio to the new proprietary Satrix SA Inc
methodology.

The main aim of the SA Inc methodology is to directly capture improving
sentiment for local economic conditions and currency appreciation.
This is done by upweighting companies that earn the majority of their
revenue locally. We will manage the fund through the implementation
of a proprietary systematic investment strategy, rather than merely
tracking it.

In the past, the FTSE/JSE ALSI methodology upweighted foreign inward-
listed companies that had roots in South Africa, by using global free
floats in calculating their weights (these were termed grandfathered
companies, and included BHP, AGL, CFR, OML and SAB amongst others).

This meant the methodology traditionally had a significantly higher
proportion of constituent earnings from offshore, while the FTSE/JSE
SWIX methodology had traditionally been known to have more of an "SA
Inc" flavour. This simply means that the SWIX was more closely
correlated with the performance of the rand and the local economy.

Satrix wants to use the opportunity presented by the JSE's benchmark
harmonisation to bring to market a portfolio specifically designed to
better capture the SA Inc theme – providing a useful building block
for investors interested in benefitting more directly from improving
local economic conditions.

Investable Universe of Securities

The universe considered for inclusion are the largest and most liquid
benchmark stocks that earn a minimum threshold of their earnings in
South Africa.

The Satrix SA Inc methodology will also, by design, be expected to
have a significantly higher rand-play characteristic. This means that
if the rand appreciates or local economic conditions materially
improve, investors would expect to earn a higher return, all things
being equal. To compare the rand sensitivity of SA Inc. over time to
other indices, we compare MSCI's Foreign Sensitivity score on a
rolling 6-month basis. From this, we note that SA Inc. consistently
offers investors a rand play (above the zero line) versus alternatives
such as the FTSE/JSE Capped SWIX and ALSI, as well as the Mid-Cap
Index, which has traditionally been viewed as a rand play proxy (albeit
with a small-size tilt as well).

Notice also how the SA Inc methodology mirrors that of the FTSE/JSE
Global Investor Index, which offers rand hedge exposure with a higher
weighting to the dual-listed stocks on the JSE.

Conversion and ISIN change

The name of the portfolio will change from Satrix SWIX Top 40 Portfolio
to Satrix SA Inc Actively Managed ETF. The JSE code, ISIN, as well as
the long and short names, will be updated. Historical data will not
be transferred to the new ISIN.

As the historical data will not be transferred, the existing ETF will
be delisted. Accordingly, a new listing of the actively managed ETF
("AMETF") will be effected, and all existing shares will be
transferred to the AMETF. The conversion ratio with be 1 to 1, as investors
will retain the same number of shares in the actively managed ETF as
they held in the existing ETF.

Differences in Investment Policies

The table below lists the current and proposed investment policies:
Current                         Proposed                         Changes and
                                                                 impact
Investment Policy               Investment Policy
4.1. The investment policy of   4.1. The portfolio is an
the portfolio shall be to       actively managed exchange        The portfolio
track the SWIX Top 40 Index     traded fund (AMETF) with the     will no longer
as closely as possible, by      primary objective to achieve     passively track
buying only SWIX Top 40         long-term capital                the SWIX Top 40
securities in the same          appreciation by investing        Index, but will
weightings in which they are    mainly in a diversified          instead be
included in the SWIX Top 40     portfolio of equity              actively managed
Index and selling only          securities with a South          to capture the
securities which are            African Incorporated ("SA        SA Inc theme
excluded from the SWIX Top 40   Inc") theme. As a further        through Satrix's
Index from time to time as a    objective, the securities        proprietary
result of quarterly Index       held by the portfolio shall      model.
reviews or corporate actions    be managed to generate
or which are required to be     income for the benefit of
sold to ensure that the         investors.
portfolio holds SWIX Top 40
securities in the same          4.2. The portfolio seeks to
weighting as they are           capture the SA Inc theme by
included in the SWIX Top 40     including in its universe
Index.                          the largest and most liquid
                                stocks in companies whose
4.2. The portfolio shall not    earnings   and  growth   are
buy or sell securities for      predominantly influenced by
the purpose of making a         the South African economy
profit nor for any purpose      and its specific conditions.
other than tracking the SWIX
Top 40 Index.                   4.3. The portfolio may
                                utilise listed and unlisted
4.3. As a further objective,    derivatives, in accordance
the securities held by the      with the provisions of the
portfolio shall be managed      Act and the Regulations
to generate income for the      thereto, as amended from
benefit of investors.           time to time, in order to
                                achieve the portfolio's
4.4. Investors  can   obtain    investment objective.
participatory interests in
such SWIX Top 40 securities     4.4. The portfolio may hold
by acquiring participatory      assets in liquid form as
interests on the secondary      permitted by the Act and the
market or subscribing for       Regulations   thereto   from
participatory interests in      time to time. It is not
the portfolio. In order to      anticipated that ancillary
achieve this objective the      assets in liquid form will
manager may, subject to the     form a substantial part of
Act and the Deed, create and    the portfolio's assets.
issue an unlimited number of
participatory interests in      4.5. The portfolio may invest
the portfolio.                  in participatory interests
                                or any other form of
4.5. The portfolio will not     participation in portfolios
be managed according to         of collective investment
traditional methods of          schemes or other similar

active management, which        schemes as the Act may allow
involve the buying and          from time to time, and which
selling of securities based     are consistent  with the
on economic, financial and      portfolio's investment
market analysis and             objectives.(Include this
investing judgment. Instead,    only if you will allow the
the investment objective and    portfolio to invest in
style will be full              underlying CISs.)
replication of the SWIX Top
40 Index. As a result, the        4.6. Nothing contained
financial or other condition      herein shall preclude the
of any company or entity          Manager from varying the
included from time to time in     ratio of securities to best
the SWIX Top 40 Index will        position the portfolio to
not result in the                 achieve its objective in a
elimination of its                changing economic
securities from the               environment or market
portfolio unless the              conditions or to meet the
securities of such company        requirements, if applicable,
or entity are removed from        of any exchange recognised
the SWIX Top 40 Index itself.     in terms of the Act and from
4.6.    The portfolio will        retaining cash or placing
acquire and hold a portfolio      cash on deposit in terms of
of securities that                the Deed and any
substantially represents all      supplemental deeds thereto.
of tile component securities
of the SWIX Top 40 Index in       4.7. Investors can obtain
substantially the same            participatory interests in
weighting as in the SWIX Top      the portfolio on the
40 Index. However, the            secondary market or by
portfolio shall also be           subscribing for new
entitled, in its discretion       participatory interest in
and only on a temporary           the portfolio on the primary
basis, to employ such other       market. In order to achieve
investment techniques and         this objective the manager
instruments as will most          may, subject to the Act and
effectively give effect to        the Deed, create and issue an
the object or the investment      unlimited number of
policies of the portfolio.        participatory interests in
4.7. The composition of the       the portfolio.
portfolio will be adjusted
periodically to conform to        4.8. The trustee shall ensure
changes in the composition        that the investment policy
and weighting of the              set out in this supplemental
securities in the SWIX Top 40     deed is adhered to.
Index so as to ensure that
the composition and
weighting of the scheme's
portfolio are a reflection
of the composition and
weighting of the securities
contained in the SWIX Top 40
Index.

4.8 The portfolio will hold
securities purely for the
economic rights and benefits
attaching thereto, and
accordingly if a takeover
bid is made for shares of a
company included in the SWIX
Top 40 Index, the portfolio
will not tender shares in
respect thereof. Securities
held by the portfolio which
are subject to a takeover bid
will only be surrendered if
such surrender is mandatory
(and then only to the extent
of such mandatory surrender)
in terms of applicable law or
under the rules of a
regulatory authority or body
having jurisdiction. If a
takeover bid results in a
company no longer qualifying
for inclusion in the SWIX Top
40 Index, any shares of the
company held by the
portfolio after the takeover
bid will be disposed of by
the portfolio, and   the
proceeds will be applied in
effecting the appropriate
adjustments to the
portfolio.
4.9. It is anticipated that
ancillary assets in liquid
form will not form a
substantial part of the
portfolio's assets. However,
any liquid assets that the
portfolio holds may be
invested in short-term
investments such as banker's
acceptances and certificates
of deposit.
4.10.   It is recorded that
the portfolio's ability to
replicate the price and
yield performance of the
SWIX Top 40 Index will be
affected by the costs and
expenses incurred by the
portfolio.

4.11. Any material change in
the investment policy of the
portfolio shall constitute
an amendment of the Deed, and
shall be subject to the
provisions of clause 65 of
the Deed, in which event
investors shall be given
reasonable notice to enable
them    to    redeem    their
participatory interest prior
to implementation of the
change.

Portfolio Benchmark             Portfolio Benchmark
                                                               Change of
FTSE/JSE Shareholder Weighted   Satrix SA Inc. Index           Portfolio
Top 40 Index (J400)                                            Benchmark
Distribution Methodology        Distribution Methodology
Distributing quarterly          Distributing quarterly         No change




Total Expense Ratio             Total Expense Ratio            Investors can
                                                               expect a
0.40%                           0.35%                          reduction in the
                                                               TER by 0.05%

Sub-sector                      Sub-sector
                                                               Change in JSE
Exchange Traded Fund            Actively Managed Exchanged     sub-sector
                                Traded Fund


The Effect on you as Investor
The proposed change to this portfolio will change investors' exposure
from equity securities, included in the FTSE/JSE SWIX Top 40 Index,
to equity securities included in the Satrix SA Inc Methodology.

Transaction Costs
The change could result in additional trading costs being incurred
when the portfolio is rebalanced to align with the new methodology.
Although these costs could impact the transaction costs (TC) of the
fund in the short term, investors will benefit from a significantly
reduced TER thereafter. Satrix does not provide tax advice, but there
should be no tax impact for investors who remain in the fund.

Special Distribution
No special distributions will be effected nor applicable.

Taxation implications
Satrix does not provide tax advice, but there should be no tax impact
for investors who remain in the fund.

Effective date and approval of change
Details of the final salient dates will be announced after Financial
Sector Conduct Authority ("FSCA")("the Authority") approval.

Proposed timeline for the implementation of the proposed ballot:
 Weekday                Date           Action
 Friday             3 October 2025     Approval from FSCA
 Monday            27 October 2025     Release of announcement on JSE SENS
                                       Receive investor holdings per STRATE
 Tuesday           28 October 2025
                                       Register (as 24 October 2025)
                                       Final date of response to ballot
 Friday            5 December 2025     letter (30 business days after
                                       distribution)
 Friday           12 December 2025     Satrix submit audit report to FSCA
 Monday             5 January 2026     FSCA approve audit report
 Monday             5 January 2026     FSCA approve supplemental deed
 Friday             9 January 2026     Finalisation announcement by 11:00
                                       Last day to trade (LDT) on
 Friday            16 January 2026     JSE code: STXSWX
                                       ISIN: ZAE000078580
                                       Termination of securities under the old
 Monday            19 January 2026     name on JSE

                                       Trading commences with new codes and name
                                       Long name: SAI ACTIVELY MANAGED ETF
 Monday            19 January 2026     Short name: SAIAMETF
                                       JSE code: STXSAI
                                       ISIN: ZAE000353934
 Wednesday         21 January 2026     Record date
                                       Issue of new securities and update of
 Thursday          22 January 2026
                                       shareholder accounts


Action Required
1. Please read this circular on the proposed amalgamation, your rights
   as an investor and the impact this will have on your investment.
2. Please complete the enclosed ballot form and email it directly to
   our external auditors, KPMG, at satrixballotSTXSWX@kpmg.co.za on
   or before 28 November 2025.
3. 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.
4. If you are no longer invested in the Satrix Swix Top 40 Portfolio,
   no action is required.


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 Authority
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 for them to vote on the proposed
        changes.

Please note that, in terms of the Act, the Authority 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 the investment policy 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 via  email to
info@satrix.co.za.


JSE Sponsor
Vunani Sponsors

27 October 2025

Date: 27-10-2025 02:41:00
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