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REUNERT LIMITED - Report on proceedings at the general meeting and update regarding the proposed BEE transaction

Release Date: 15/02/2022 17:30
Code(s): RLO     PDF:  
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Report on proceedings at the general meeting and update regarding the proposed BEE transaction

Reunert Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1913/004355/06)
JSE code: RLO
ISIN: ZAE000057428
(“Reunert” or the “Company”)

REPORT ON PROCEEDINGS AT THE GENERAL MEETING AND UPDATE REGARDING THE
PROPOSED BEE TRANSACTION

Unless otherwise indicated, capitalised words and terms contained in this announcement shall bear the
same meanings ascribed thereto in the circular to shareholders of Reunert (“Shareholders”), dated
Tuesday, 21 December 2021 (“Circular”).

1. INTRODUCTION
   
   Shareholders are referred to the Circular and the announcement published by Reunert on SENS on
   Tuesday, 23 November 2021 pertaining to the Proposed BEE Transaction, which comprises, inter
   alia:

    • the Restructure of the Original BEE Transaction;
    • the Specific Issue of Reunert Shares; and
    • the establishment of the ESOP for purposes of facilitating broad-based and meaningful
      participation by qualifying Reunert employees through an indirect shareholding by the ESOP in
      Reunert Shares.

2. RESULTS OF THE GENERAL MEETING

    At the General Meeting held on Tuesday, 15 February 2022, all of the Resolutions as set out in the
    Notice of General Meeting were approved and adopted by the requisite majority of Shareholders.

    The total issued share capital of Reunert is 184 969 196 Reunert Shares. Of these, 7 032 824
    Shares are treasury shares (“Treasury Shares”), held by a subsidiary of Reunert and 18 500 000
    Shares are held by Bargenel (“Bargenel Ordinary Shares”). Accordingly, the total number of Shares
    that were entitled to vote at the General Meeting in respect of special resolution number 1 and
    ordinary resolution number 2 was 177 936 372 Shares (excluding Treasury Shares) and the total
    number of Shares that were entitled to vote at the General Meeting in respect of ordinary resolution
    number 1 was 159 436 372 (excluding Treasury Shares and Bargenel Ordinary Shares).
    
    Reunert confirms the voting statistics for the General Meeting as follows:

    Resolutions                         Votes carried         Number of        Shares         Shares
                                        (as a percentage      Shares           voted          abstained
                                        of the total          voted            (as a          (as a
                                        number of Shares                       percentage     percentage
                                        voted)                                 of the total   of the total
                                                                               issued         issued
                                                                               share          share
                                        For       Against                      capital)       capital)

    Special resolution number 1:        99.99%    0.01%       145 818 430      78.83%         0.01%
    Approval of the financial
    assistance
    Ordinary resolution number 1:       99.99%    0.01%       127 317 080      68.83%         0.01%
    Approval of the Specific Issue of
    Reunert Shares
    Ordinary resolution number 2:       99.99%    0.01%       145 817 160      78.83%         0.01%
    Authorising Resolution

3. UPDATE REGARDING THE PROPOSED BEE TRANSACTION

   Reunert is pleased to advise that, following the approval of all the Resolutions at the General
   Meeting (as detailed above), and the filing with the CIPC of the special resolution passed by the
   shareholder of Bargenel in respect of the adoption of the New Bargenel MOI (which filing will be
   made shortly) the Proposed BEE Transaction will be implemented, in due course.


Johannesburg
15 February 2022

Financial Advisor:
Investec Bank Limited

JSE Equity Sponsor:
One Capital Sponsor Services Proprietary Limited

Legal Advisor to Reunert:
Bowman Gilfillan Inc.

Date: 15-02-2022 05:30:00
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