Results of the Rescheduled General Meeting
ELB GROUP LIMITED
Incorporated in the Republic of South Africa
(Registration number 1930/002553/06)
JSE Code: ELR
(“ELB” or “the Company”)
RESULTS OF THE RESCHEDULED GENERAL MEETING
1.1 Unless otherwise indicated, capitalised words and terms contained in this announcement shall bear
the same meanings ascribed thereto in the Supplementary Circular dated 27 November 2020
(“Supplementary Circular”), which was made available on the Company’s website:
1.2 Shareholders are referred to the Supplementary Circular containing the details of the material
changes to the Circular issued on 1 July 2020, the Second Expert’s Report and incorporating a notice
of Rescheduled General Meeting, Form of Proxy and Form of Surrender and Transfer for the Scheme.
2. Results of the Rescheduled General Meeting
2.1 The ELB Board is pleased to announce that, pursuant to the Rescheduled General Meeting held on
31 December 2020, the resolution as contained in the Notice of Rescheduled General Meeting which
formed part of the Supplementary Circular, was passed by the requisite majority of ELB Shareholders
entitled to vote thereat. The results of the Rescheduled General Meeting are set out in paragraph 2.2
2.1.1 The total number of ELB Shares in issue as at the date of the Rescheduled General Meeting was
28 473 542 of which 22 894 611 were Scheme Shares which were entitled to vote.
2.1.2 The total number of Scheme Shares that were present in person/represented by proxy and entitled
to vote on Special Resolution Number 1 was 18 362 284, being 80.20% of the total number of
Scheme Shares that can be exercised at the Rescheduled General Meeting.
2.1.3 The total number of Scheme Shares voted at the Rescheduled General Meeting was 18 358 835,
representing 80.19% of the Scheme Shares which were entitled to vote.
2.1.4 Abstentions are represented below as a percentage (rounded down to two decimal points) of total
number of Scheme Shares in issue while the Scheme Shares voted for and against are
represented as a percentage of the total Scheme Shares voted in person or by proxy at the
Rescheduled General Meeting.
2.2 The result of the Scheme Resolution proposed at the Rescheduled General Meeting is set out below:
Resolution Total number % of votes % of votes % of ELB
of ELB Shares for the against the Shares
voted Scheme Scheme abstained
(excluding Resolution Resolution
Special Resolution 1 – Approval of the 18 358 835 86.00% 14.00% 0.02%
Scheme Resolution in accordance with
sections 48(8)(a), 48(8)(b), 114(1)(e)
and 115(2)(a) of the Companies Act
3. Scheme Conditions Precedent
Shareholders will be advised once all the Scheme Conditions Precedent, as set out in the Circular and the
Supplementary Circular, have been fulfilled (or waived, to the extent possible). A finalisation announcement
will be made in due course, based on the indicative salient dates and times set out in the Supplementary
4. Responsibility statement
The Independent Board and the ELB Board, individually and collectively, accept full responsibility for the
accuracy of the information contained in this announcement and certify that, to the best of their knowledge
and belief, such information is true and this announcement does not omit any facts that would make any of
the information false or misleading or would be likely to affect the importance of any information contained
in this announcement.
The Independent Board and the ELB Board have made all reasonable enquiries to ascertain that no facts
have been omitted and this announcement contains all information required by law, the Companies Act and
the JSE Listings Requirements.
By order of the ELB Board
31 December 2020
Questco Corporate Advisory Proprietary Limited
Date: 31-12-2020 11:53:00
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