Wrap Text
Posting of circular: Specific repurchase and small related party transaction
Capital Appreciation Limited
Incorporated in the Republic of South Africa
(Registration number 2014/253277/06)
Share code: CTA ISIN: ZAE000208245
("CAPPREC" or "the Company")
POSTING OF CIRCULAR: SPECIFIC SHARE REPURCHASE AND SMALL RELATED PARTY
TRANSACTION
1. POSTING OF CIRCULAR
Capital Appreciation shareholders ("Shareholders") are referred to the announcement released on
SENS on 18 June 2019 regarding a specific share repurchase and small related party transaction ("the
Transaction").
The circular in this regard has now been distributed to Shareholders and contains a notice convening
a general meeting of Shareholders to be held at 14:30 at CAPPREC's registered office, 151 Floor,
61 Katherine Street, Sandton, 2196 on Tuesday, 27 August 2019, for the purpose of considering, and
if deemed fit, passing with or without modification, the resolution required to approve the Transaction
("General Meeting").
Copies of the circular are available on the Company's website at www.ca pitalappreciation .co.za or may
be obtained from the registered office of CAPPREC or the Transfer Secretaries during normal business
hours on Monday, 29 July 2019 to Tuesday, 27 August 2019.
2. SALIENT DATES
2019
Record date for determining which Shareholders are entitled to receive
the circular and notice of General Meeting Friday, 19 July
Circular posted to CAPPREC Shareholders and notice convening the
General Meeting released on SENS on Monday, 29 July
Last day to trade in CAPPREC shares in order to be recorded in the
register on the voting record date on (note 2) Tuesday, 13 August
Voting record date to be entitled to attend, participate in and vote at
the General Meeting being 14:30 on Friday, 16 August
Last day for receipt of proxies for the General Meeting by 14:30 on
(Note 3) Friday, 23 August
Last date and time for CAPPREC Shareholders to give notice in terms
of section 164 of the Companies Act objecting to the special resolution
approving the Transaction by 14:30 on Tuesday, 27 August
CAPPREC Shareholders' General Meeting to be held at 14:30 on Tuesday, 27 August
Results of the General Meeting released on SENS on Tuesday, 27 August
Last day on which shareholders can require CAPPREC to seek court
approval for the Transaction in terms of section 115(3)(a) of the
Companies Act on Tuesday, 3 September
Last day on which Shareholders can require CAPPREC to seek court
approval for the Transaction in terms of section 115(3)(b) of the
Companies Act on Tuesday, 10 September
Last day for CAPPREC to give notice of adoption of the Special
Resolution approving the Transaction to Shareholders (if any),
objecting to the Special Resolution in terms of section 164(4) of the
Companies Act (see note 2 below) on Tuesday, 10 September
Last date on which Shareholders who validly exercised their appraisal
rights in terms of section 164 of the Companies Act to deliver written
demand to CAPPREC to pay fair value for their shares (for purposes
of clarity, this demand must be delivered to CAPPREC within 20
business days of receipt of the notice of adoption referred to
immediately above, or if any Shareholder did not receive such notice,
within 20 business days of them learning that the Special Resolution
had been adopted) on Wednesday, 9 October
Delisting application letter lodged with the JSE for the delisting of the
CAPPREC repurchased shares Wednesday , 9 October
Expected termination of listing of CAPPREC shares repurchased on
the JSE at the commencement of trading on or about Thursday, 10 October
If no Shareholder exercises their rights in terms of sections
115(3}(a) and (b) of the Companies Act, then the following are the
anticipated relevant dates and times:
Expected implementation date of the Transaction on or about Wednesday, 11 September
Delisting application letter lodged with the JSE for the delisting of the
CAPPREC repurchased shares Wednesday, 11 September
Expecteq termination of listing of CAPPREC shares repurchased on .
the JSE at the commencement of trading on or about Thursday, 12 September
Notes:
1. All dates and times are subject to change. Any change will be released on SENS and published in
the press.
2. CAPPREC 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. Therefore, persons who acquire CAPPREC shares after the voting last day to trade will not
be eligible to vote at the General Meeting.
3. If a form of proxy is not received by the time and date shown above or not less than 48 hours before
recommencement of any adjourned or postponed meeting, it may be handed to the Chairman of the
General Meeting not later than ten minutes before the General Meeting is due to commence or
recommence.
Sandhurst
29 July 2019
Sponsor: lnvestec Bank Limited
Date: 29/07/2019 11:45:00
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