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Notice of Distribution of Circular and General Meeting
Distribution of Circular and Notice of General Meeting
Combined Motor Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1965/000270/06)
Share code: CMH ISIN: ZAE000088050
(“CMH” or “the Company” or “the CMH Group”)
Main Board: General Segment
DISTRIBUTION OF CIRCULAR AND NOTICE OF GENERAL MEETING
For the avoidance of doubt, any definitions or terms used in this announcement, will
have the corresponding meaning attributed thereto in the Circular.
1. INTRODUCTION
CMH shareholders (“CMH Shareholders”) are referred to the announcement published on
SENS on 19 August 2026 and in the press on 20 August 2026, wherein it was advised that
CMH Management Proprietary Limited (“CMH Management”), a subsidiary of CMH, will
acquire certain Rental Enterprises from Related Directors of CMH, for a total cash Purchase
Consideration of R745 000 000 (“the Transaction”), such Transaction being a category 2,
related party transaction in terms of the Listings Requirements of the Johannesburg Stock
Exchange (‘JSE”).
2. DISTRIBUTION OF CIRCULAR
The Circular setting out the terms and conditions of the Transaction and incorporating a
Notice of General Meeting of CMH Shareholders ("Notice of a General Meeting") will be
distributed to CMH Shareholders today, Friday, 18 September 2026 ("the Circular").
CMH Shareholders are advised to review the Circular in full for detailed information
regarding the Transaction and the Resolutions that are to be considered at the General
Meeting referred to in 3 below. It should be noted that implementation of the Transaction
remains subject to CMH Shareholder approval as well as the fulfilment of all suspensive
conditions set out in the Circular.
Shareholders can also obtain a copy of the Circular by accessing an electronic copy on the
Company's website at www.cmh.co.za/investor/circulars/
3. NOTICE OF GENERAL MEETING
The Circular incorporates the Notice of a General Meeting of CMH Shareholders and
accordingly notice is hereby given that the General Meeting of CMH Shareholders, present
in person or virtually by electronic participation, will be held at 10:00 on Friday, 16 October
2026 in the boardroom at CMH Head Office, 1 Wilton Crescent, Umhlanga Ridge, KwaZulu Natal,
South Africa (or at any postponement or adjournment thereof) for purposes of considering, and,
if deemed fit of passing on a poll, with or without modification, all required Resolutions.
4. SALIENT DATES AND TIMES
The salient dates and times pertaining to the Transaction are as follows:
Action 2026
Notice Record Date for CMH Shareholders to be recorded in the
Register to receive the Circular and Notice of General Meeting Friday, 11 September
Circular including the Notice of General Meeting distributed to
CMH Shareholders and published on CMH’s website Friday, 18 September
Announcement relating to the General Meeting and Notice of
General Meeting released on SENS Friday, 18 September
Last day to trade in CMH Shares in order to be eligible to
participate in, and speak, and vote at the General Meeting (see
note 2 below) Tuesday, 6 October
Voting Record Date to determine eligible CMH Shareholders
that may participate in, and speak and vote at the General
Meeting (see note 2 below) Friday, 9 October
Last day to deliver written notification to participate in, and
speak, and vote at the General Meeting by means of Electronic
Participation Wednesday, 14 October
Completed Forms of Proxy for the General Meeting to be
received by the Transfer Secretaries by 10:00, on
(see note 3 below) Wednesday, 14 October
General Meeting to be held at 10:00 Friday, 16 October
Results of the General Meeting to be released on SENS Monday, 19 October
Notes:
1. The abovementioned times are South African times and dates and are subject to change. Any such change will be
released on SENS.
2. CMH Shareholders should note that as transactions in shares are settled in the electronic settlement system used by
Strate, settlement of trades takes place three Business Days after such trade. Accordingly, persons who acquire CMH
Shares after the last day to trade will therefore not be eligible to vote at the General Meeting.
3. A CMH Shareholder entitled to participate and vote at the General Meeting, either in person, or virtually by Electronic
Participation, is entitled to appoint one or more proxies to participate, speak and vote in his/her stead. A proxy need not
be a CMH Shareholder. A Form of Proxy, which sets out the relevant instructions for its completion, is attached by
perforation in the Circular for use only by Certificated CMH Shareholders and Dematerialised CMH Shareholders with
Own-Name Registration who wish to be represented at the General Meeting. Completion of the Form of Proxy will not
preclude such CMH Shareholder from participating at the General Meeting by Electronic Participation and voting (to the
exclusion of that CMH Shareholder’s proxy) at the General Meeting. The instrument appointing a proxy and the authority
(if any) under which it is signed must reach the Transfer Secretaries so as to be received by them preferably by no later
than 10:00 on Wednesday, 14 October 2026, for administrative purposes, provided that any Form of Proxy not delivered
to the Transfer Secretaries by this time and date may be emailed to the Transfer Secretaries (who will provide same to
the Chairman of the General Meeting) at any time before the appointed proxy exercises any CMH Shareholder rights at
the General Meeting.
4. CMH Shares may not be Dematerialised or re-materialised between Wednesday, 7 October 2026 and Friday, 9 October
2026, both dates inclusive.
5. RESPONSIBILITY STATEMENT
The directors of CMH (“the Board”), individually and collectively, accept full responsibility
for the accuracy of the information contained in this announcement. In addition, the Board
confirms that to the best of its knowledge and belief, the information contained in this
announcement, is true and correct and, where appropriate, does not omit anything that is likely to affect the
importance of the information contained herein, and that all reasonable enquiries to ascertain such information
have been made.
Durban
Friday, 18 September 2026
Corporate Advisor and Sponsor to CMH
PricewaterhouseCoopers Corporate Finance Proprietary Limited
Date: 18/09/2026 02:30:00
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