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Declaration of an interim cash dividend with the election to reinvest the cash dividend in return for Equites shares
EQUITES PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2013/080877/06)
JSE share code: EQU ISIN: ZAE000188843
(Approved as a REIT by the JSE)
("Equites" or "the company")
DECLARATION OF AN INTERIM CASH DIVIDEND WITH THE ELECTION TO REINVEST THE CASH DIVIDEND IN RETURN FOR EQUITES SHARES
DIVIDEND REINVESTMENT ALTERNATIVE
As announced on Thursday, 10 October 2019, shareholders were advised that the board of directors ("the board") of
Equites has declared an interim cash dividend of 74.43284 cents per share in respect of the six months ended
31 August 2019 (the "cash dividend"). Shareholders have been provided with the election to reinvest the cash
dividend in return for new Equites shares ("new shares") ("dividend reinvestment alternative").
Shareholders will be entitled, in respect of all or part of their shareholding, to elect to participate in the
dividend reinvestment alternative, failing which, they will receive the cash dividend of 74.43284 cents per share
that will be paid to those shareholders not electing to participate in the dividend reinvestment alternative.
FOREIGN SHAREHOLDERS
The release, publication or distribution of this announcement and the circular and/or accompanying documents and
the right to elect shares pursuant to the dividend reinvestment alternative in jurisdictions other than the Republic
of South Africa may be restricted or affected by the laws of such jurisdictions, and a failure to comply with any
of those restrictions may constitute a violation of the securities laws of any such jurisdictions. The shares issued
pursuant to the dividend reinvestment alternative have not been and will not be registered for the purposes of the
election under the securities laws of the United States, Australia, Canada, countries in the European Economic Area,
Japan and Hong Kong and accordingly are not being offered, sold, taken up, re-sold or delivered directly or indirectly
to recipients with registered addresses in such jurisdictions unless certain exemptions from the requirements of those
jurisdictions are applicable.
FRACTIONS
Trading in the Strate environment does not permit fractions and fractional entitlements. Where a shareholder's entitlement
to the shares in relation to the dividend reinvestment alternative gives rise to an entitlement to a fraction of a new share,
such fraction will be rounded down to the nearest whole number with the cash balance of the dividend being retained by the
shareholders.
SALIENT DATES AND TIMES
2019
Circular and form of election posted to shareholders Friday, 11 October
Finalisation information including the share ratio and reinvestment price per share
published on SENS by 11:00 (SA time) Tuesday, 22 October
Last day to trade in order to participate in the election to receive shares in terms of
the dividend reinvestment alternative or to receive a cash dividend Tuesday, 29 October
Shares trade ex-dividend Wednesday, 30 October
Listing of maximum possible number of shares under the dividend reinvestment
alternative Friday, 1 November
Last day to elect to receive shares in terms of the dividend reinvestment alternative
or to receive a cash dividend (no late forms of election will be accepted) at 12:00
(SA time) Friday, 1 November
Record date for the election to receive shares in terms of the dividend reinvestment
alternative or to receive a cash dividend Friday, 1 November
Announcement of results of cash dividend and dividend reinvestment alternative
released on SENS Monday, 4 November
Payment of cash dividends to certificated shareholders by electronic funds transfer
on or about Monday, 4 November
Accounts credited by CSDP or broker to dematerialised shareholders with the cash
dividend payment Monday, 4 November
Share certificates posted to certificated shareholders on or about Wednesday, 6 November
Accounts updated with the new shares (if applicable) by CSDP or broker to
dematerialised shareholders Wednesday, 6 November
Adjustment to shares listed on or about Friday, 8 November
Notes:
1. Shareholders electing the dividend reinvestment alternative are alerted to the fact that the new shares will be
listed on LDT + 3 and that these new shares can only be traded on LDT + 3, due to the fact that settlement of the
shares will be three days after the record date, which differs from the conventional one day after record date
settlement process.
2. Shares may not be dematerialised or rematerialised between Wednesday, 30 October 2019 and Friday, 1 November 2019,
both days inclusive.
3. The above dates and times are subject to change. Any changes will be released on SENS.
TAX IMPLICATIONS
Equites listed on the JSE as a REIT in line with the REIT structure as provided for in the Income Tax Act, No. 58 of
1962, as amended (the "Income Tax Act") and section 13 of the JSE Listings Requirements.
The REIT structure is a tax regime that allows a REIT to deduct qualifying distributions paid to investors, in
determining its taxable income.
The cash dividend of 74.43284 cents per share meets the requirements of a "qualifying distribution" for the purposes
of section 25BB of the Income Tax Act (a "qualifying distribution") with the result that:
- qualifying distributions received by resident Equites shareholders must be included in the gross income of such
shareholders (as a non-exempt dividend in terms of section 10(1)(k)(aa) of the Income Tax Act), with the effect
that the qualifying distribution is taxable as income in the hands of the Equites shareholder. These qualifying
distributions are however exempt from dividends withholding tax, provided that the South African resident
shareholders provided the following forms to their CSDP or broker, as the case may be, in respect of
uncertificated shares, or the company, in respect of certificated shares:
- a declaration that the dividend is exempt from dividends tax; and
- a written undertaking to inform the CSDP, broker or the company, as the case may be, should the
circumstances affecting the exemption change or the beneficial owner cease to be the beneficial owner,
both in the form prescribed by the Commissioner for the South African Revenue Service. Shareholders are
advised to contact their CSDP, broker or the company, as the case may be, to arrange for the abovementioned
documents to be submitted prior to payment of the dividend, if such documents have not already been submitted.
- qualifying distributions received by non-resident Equites shareholders will not be taxable as income and instead
will be treated as ordinary dividends but which are exempt in terms of the usual dividend exemptions per section
10(1)(k) of the Income Tax Act. Any qualifying distributions are subject to dividends withholding tax at 20%,
unless the rate is reduced in terms of any applicable agreement for the avoidance of double taxation ("DTA")
between South Africa and the country of residence of the shareholder. Assuming dividends withholding tax will
be withheld at a rate of 20%, the net dividend amount due to non-resident shareholders is 59.54627 cents per
share. A reduced dividend withholding rate in terms of the applicable DTA, may only be relied upon if the non-
resident shareholder has provided the following forms to their CSDP or broker, as the case may be, in respect of
uncertificated shares, or the company, in respect of certificated shares:
- a declaration that the dividend is subject to a reduced rate as a result of the application of a DTA; and
- a written undertaking to inform their CSDP, broker or the company, as the case may be, should the
circumstances affecting the reduced rate change or the beneficial owner cease to be the beneficial owner,
both in the form prescribed by the Commissioner for the South African Revenue Service. Non-resident
shareholders are advised to contact their CSDP, broker or the company, as the case may be, to arrange for the
abovementioned documents to be submitted prior to payment of the dividend if such documents have not already
been submitted, if applicable.
Shareholders are advised that in electing to participate in the dividend reinvestment alternative, pre-taxation funds
are utilised for the purposes and that taxation will be due on the total cash dividend amount of 74.43284 cents per
share.
Other information:
- The issued ordinary share capital of Equites is 544 889 587 ordinary shares of no par value each before any election
to reinvest the cash dividend.
- Income Tax Reference Number of Equites: 9275393180.
The cash dividend or the dividend reinvestment alternative may have tax implications for resident as well as non-
resident shareholders. Shareholders are therefore encouraged to consult their professional advisors should they be in
any doubt as to the appropriate action to take.
10 October 2019
Corporate advisor and sponsor
Java Capital
Date: 10/10/2019 07:11:00
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