SPUR CORPORATION LIMITED - Results of General Meeting

Results of General Meeting

SPUR CORPORATION LIMITED
(Incorporated in the Republic of South Africa
Registration number 1998/000828/06
Share code: SUR
ISIN: ZAE 000022653
(“Spur” or “the company”)



RESULTS OF GENERAL MEETING




Spur shareholders (“Shareholders”) are referred to the circular and notice of general meeting, dated 27 August 2019,
relating to, inter alia, the following

1. the specific repurchase of 10 848 093 Spur shares, constituting 10% of the total issued share capital of Spur, from
   GPI Investments 1 (RF) Proprietary Limited (“GPI Investments”), a related party, at a price of 2400 cents per share;
2. the specific repurchase of 6 635 901 Spur shares, constituting 6.12% of the total issued share capital of Spur, held
      in treasury by Share Buy-back Proprietary Limited (“Share Buy-back”), a wholly owned subsidiary of Spur, at a
      price of 2191 cents per share, being the market value at 25 June 2019; and
3. the delisting and cancellation of such repurchased Spur Shares (collectively “the Transactions”).

Shareholders are advised that at the general meeting held today, 25 September 2019 the following resolutions were
duly approved by the requisite majority of shareholders present and voting, as follows:

                 Resolution                   Number of       % of shares    % of shares     % of votes     % of votes
                                             shares voted      voted in      abstained2      carried for    against the
                                            in person or by   person or by                      the          resolution3
                                                 proxy           proxy1                      resolution3
  1     Special resolution number 1             66 050 180           87.5             0.9           99.9             0.1
        Authority to repurchase Spur
        shares from GPI Investments
  2     Special resolution number 2             66 050 180           87.5             0.9           99.9             0.1
        Authority to revoke Special
        Resolution number 1
  3     Special resolution number 3             66 050 180           69.7               -           99.0             1.0
        Authority to repurchase Spur
        shares from Share Buy-back
  4     Special resolution number 4             66 050 180           69.7             0.7           99.9             0.1
        Authority to revoke Special
        Resolution number 3
  5     Ordinary resolution number 1            66 050 180           69.7               -           99.9             0.1
        To allow a director and company
        secretary to do all such things
        and to sign all such documents
        as may be necessary to
        implement the resolutions set out
        above

        1   Calculated as the number of shares voted (in favour, against or abstained) in person or by proxy expressed
            as a percentage of the total number of shares in issue eligible to vote. In the case of special resolutions
            numbered 1 and 2, the total number of shares in issue eligible to vote is 75 493 503, being the total
            108 480 926 shares in issue less: 13 691 599 shares held by subsidiaries of the company as treasury
            shares and shares owned by consolidated structured entities; and 19 295 824 shares held by Grand
            Parade Investments Limited and related entities. In the case of special resolutions numbered 3 and 4 and
            ordinary resolution number 1, the total number of shares in issue eligible to vote is 94 789 327, being the
            total 108 480 926 shares in issue less: 13 691 599 shares held by subsidiaries of the company as treasury
            shares and shares owned by consolidated structured entities.

        2   Calculated as the number of shares abstained in person or by proxy expressed as a percentage of the total
            number of shares in issue eligible to vote, where the total number of shares in issue eligible to vote is as
            for footnote 1.

        3   Calculated as the number of shares voted (in favour or against, as indicated) in person or by proxy
            expressed as a percentage of the aggregate number of shares voted in person or by proxy (excluding
            abstentions).

The special resolutions, where appropriate, will be filed with the Companies and Intellectual Property Commission.

The Transactions remains conditional upon a number of procedural and administrative requirements, including the
issue of a Compliance Certificate by the Takeover Regulations Panel in terms of the Act. Shareholders will be advised
when all conditions have been fulfilled and the Transactions are implemented.

The board of directors of Spur accepts responsibility for the information contained in this announcement and confirms
that, to the best of its knowledge and belief, such information is true.

Cape Town
25 September 2019


Sponsor
Sasfin Capital
(a member of the Sasfin Group)

Date: 25/09/2019 04:00:00
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