Wrap Text
Cash distribution for the six months ended 30 September 2018
GREENBAY PROPERTIES LTD
(Incorporated in the Republic of Mauritius on 14 August 2014)
(Registration number C124756 C1/GBL)
SEM share code: GFP.N0000
JSE share code: GRP
ISIN: MU0461N00007
("Greenbay" or "the Company")
CASH DISTRIBUTION FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2018
Shareholders are advised that the board of directors of Greenbay (the "Board") has declared a gross cash distribution
of 0.25960 EUR cents per share for the six months ended 30 September 2018 (the "final distribution") based on the
issued shares as at 7 December 2018. In the announcement released on 27 November 2018, Greenbay announced a
consolidation of shares on a 1 for 20 basis, effective on 18 December 2018 (the "consolidation"). The gross cash
distribution payable will, subsequent to the consolidation, amount to 5.19200 EUR cents per share.
All shareholders on the register on the record date for receipt of the final distribution will receive the final
distribution in cash. The distribution is a foreign distribution, and the conversion rate from EUR to ZAR will be
announced on SENS on Thursday, 20 December 2018.
The final distribution was calculated in accordance with the Company’s accounting policy on distributable earnings,
and will be paid to shareholders out of the Company’s non-distributable reserve.
SALIENT DATES AND TIMES
For shareholders on the South African share register
Announcement of exchange rate released on SENS on Thursday, 20 December 2018
Last day to trade on the JSE in order to be eligible for the final distribution Monday, 31 December 2018
Shares commence trading ex-distribution on the JSE Wednesday, 2 January 2019
Record date for shareholders recorded on the South African share register Friday, 4 January 2019
Payment of final distribution Monday, 7 January 2019
Notes:
1. The above dates are subject to change. Any changes will be released on SENS.
2. Transfers of shares between sub-registers in South Africa and Mauritius may not take place between Thursday,
20 December 2018 and Friday, 4 January 2019, both days inclusive. No dematerialisation or rematerialisation of
share certificates may take place between Wednesday, 2 January 2019 and Friday, 4 January 2019, both days
inclusive.
3. Shareholders on the South African share register will receive the final distribution in South African Rand, based
on the exchange rate to be announced by the Company on Thursday, 20 December 2018.
For shareholders on the Mauritian share register
Announcement of exchange rate released on the SEM website on Thursday, 20 December 2018
Last day to trade on the SEM in order to be eligible for the final distribution Friday, 28 December 2018
Shares commence trading ex-distribution on the SEM Monday, 31 December 2018
Record date for shareholders recorded on the Mauritian share register Friday, 4 January 2019
Payment of final distribution Monday, 7 January 2019
Notes:
1. The above dates are subject to change. Any changes will be released on the SEM website.
2. Transfers of shares between sub-registers in South Africa and Mauritius may not take place between Thursday,
20 December 2018 and Friday, 4 January 2019, both days inclusive. No dematerialisation or rematerialisation of
share certificates may take place between Monday, 31 December 2018 and Friday, 4 January 2019, both days
inclusive.
3. Shareholders on the Mauritian share register will receive the final distribution in Euro.
Tax implications
South Africa
The statements in this section relate only to certain limited aspects of the South African taxation of the distribution by
Greenbay. Shareholders should note that the summary is a general guide to the South African tax regime currently in
place and is not exhaustive. Greenbay shareholders are advised to consult their professional advisors regarding the tax
consequences of the distribution. This section does not constitute advice and applies only to South African tax resident
shareholders who are the beneficial owners of the shares and relevant distributions and applies only in relation to shares
that are listed on the JSE.
In respect of South African tax resident shareholders ("resident shareholders"), as the distribution is being paid from
non-distributable reserves, the distribution is treated for Mauritian income tax purposes as a distribution or similar
payment (other than an amount that constitutes a dividend or similar payment) and will as such constitute a “foreign
return of capital” as defined in section 1 of the South African Income Tax Act., No. 58 of 1962 (the "SA Income Tax
Act").
In terms of paragraph 76B of the Eighth Schedule to the SA Income Tax Act such shareholders will be required to
reduce the base cost of their Greenbay shares with the amount of the foreign return of capital (being 0,25960 Euro cents
per Greenbay share before the consolidation, and 5.19200 Euro cents per share subsequent to the consolidation). If the
amount of the foreign return of capital exceeds the base cost of the Greenbay shares in the hands of the resident
shareholder, the excess will constitute a capital gain in the hands of the shareholder and the shareholder must account
for capital gains tax on such capital gain, unless the shareholder can rely on a capital gains tax exemption.
A foreign return of capital is not subject to dividends tax.
Mauritius
The distribution may have tax implications for shareholders holding Greenbay shares on the Mauritian share register.
Shareholders who hold their Greenbay shares on the Mauritian share register are advised to consult their professional
advisors regarding the tax consequences, if any, of the distribution should they be in any doubt as to the appropriate
action to take.
There is no withholding tax payable in Mauritius.
As at the date of this announcement, Greenbay has 9 488 106 526 ordinary shares of no par value in issue. With effect
from 18 December 2018, subsequent to the consolidation of shares on a 1 for 20 basis, Greenbay will have 474 405 326
ordinary shares of no par value in issue.
The Company has a primary listing on the Official Market of the Stock Exchange of Mauritius Ltd ("SEM") and the
Main Board of the JSE Limited ("JSE").
By order of the Board
10 December 2018
This notice is issued pursuant to the JSE Listings Requirements, SEM Listing Rule 11.3 and Rule 5(1) of the Securities
(Disclosure Obligations of Reporting Issuers) Rules 2007. The Board of Directors of Greenbay Properties Ltd accepts
full responsibility for the accuracy of the information contained in this announcement.
JSE sponsor
Java Capital
Tel: +27 11 722 3050
SEM authorised representative and sponsor
Perigeum Capital
Tel: +230 402 0890
Company Secretary
Intercontinental Trust Ltd
Tel: +230 403 0800
Date: 10/12/2018 05:24:00 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.
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