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AFINE INVESTMENTS LIMITED - Audited Results 29Feb2024, Dividend Declaration, Distribution of Annual Report, Notice of AGM & BBBEE Compliance Rep

Release Date: 30/05/2024 09:05
Code(s): ANI     PDF:  
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Audited Results 29Feb2024, Dividend Declaration, Distribution of Annual Report, Notice of AGM & BBBEE Compliance Rep

AFINE INVESTMENTS LIMITED
APPROVED AS A REIT
(Incorporated in the Republic of South Africa)
Registration number 2020/852422/06
JSE share code: ANI       ISIN: ZAE000303947
("Afine" or "the Company" or "the Group")

SHORT-FORM ANNOUNCEMENT:
AUDITED RESULTS FOR THE YEAR ENDED 29 FEBRUARY 2024, DECLARATION OF A CASH DIVIDEND,
DISTRIBUTION OF INTEGRATED ANNUAL REPORT, NOTICE OF ANNUAL GENERAL MEETING ("AGM") AND
BROAD-BASED BLACK ECONOMIC EMPOWERMENT ("B-BBEE") COMPLIANCE REPORT

SHORT-FORM ANNOUNCEMENT: AUDITED RESULTS FOR THE YEAR ENDED 29 FEBRUARY 2024
Afine is a specialised REIT holding a portfolio of income generating immovable properties focused
primarily in the petroleum sector, strategically located in four of South Africa's nine provinces.

As at the year end, the Group's property portfolio had a gross asset value of approximately R397 million.

Afine's key financial performance indicators for the year ended 29 February 2024 are shown below:

                                                                                                     Change
                                                                                Previously            (from
                                                     Audited       Restated      published       previously
                                                  Year ended     Year ended     Year ended        published
                                                 29 February    28 February    28 February      information)
 Figures in Rand                                        2024           2023           2023                %
 Revenue                                          44 774 819     43 292 136     43 589 477              2.7
 Distributable earnings                           26 980 024     28 139 773     28 190 512             -4.3
 Basic and diluted earnings per share (cents)          94.70          34.23          44.18            114.4
 Headline earnings per share (cents)                   37.19          38.79          38.79             -4.1
 Dividend per share (cents)                            41.10          43.83          43.83             -6.2
 Net asset value per share                              4.06           3.52           3.62             12.2

Restatement
During the financial year under review, it was identified that a calculation error was present in the
underlying computations related to the independent valuation of investment property as at 28 February
2023. The calculation error is attributable to an additional year of cash inflow included in the discounted
cash flow valuation of one of the entities' investment properties as revalued on 28 February 2023. This
error resulted in the overstatement of the fair value adjustment in the Statement of Comprehensive
Income and the carrying value of Investment Property of R7.2 million. Headline earnings and distributable
earnings were not affected.

This short-form announcement is the responsibility of the directors of the Company. It contains only a
summary of the information in the annual financial statements of the Company for the year ended 29
February 2024, which is included in the 2024 Integrated Annual Report ("IAR") and does not contain full
or complete details. The information regarding the prospects of the Company included in the IAR,
including any forward-looking information, were not audited or reviewed by the Company's auditors.

The      IAR    is    available      for     viewing    on    the     Company's         website    at
https://www.afineinvestments.com/announcements-2024 and may also be inspected by investors
and/or shareholders at the registered office of the Company and the offices of the designated advisor,
at no charge, during normal business hours. In addition, electronic copies of the IAR may be requested
and obtained, at no charge, from the Company's company secretary by sending an email to
sonmari@petroland.co.za.

Any investment decisions by investors and/or shareholders should be based on consideration of the IAR
as a whole, a link to which has been published on SENS and is available at:

https://senspdf.jse.co.za/documents/2024/JSE/ISSE/ANIE/ANIAR24.pdf

The content of this announcement is derived from audited information but is not itself audited. The
Company has based this short-form announcement on the annual financial statements for the year
ended 29 February 2024, which have been audited by the Company's auditor, PKF Pretoria Incorporated,
who expressed an unmodified conclusion thereon.

CASH DIVIDEND DECLARATION
The Board is pleased to declare a cash dividend (final dividend distribution for the year ended 28 February
2024) (Dividend Number 6) of 20.5 cents per ordinary share. The dividend is declared out of distributable
reserves of the Group.

During the year under review and to the date of this announcement, the dividends declared are as
follow:

                                                                                           Cents per share
 Final dividend for the year ended 28 February 2023 - paid in June 2023                               20.6
 Interim dividend for the year ended 29 February 2024 - paid in December 2023                         20.5
 Final dividend for the year ended 29 February 2024 to be paid in June 2024                           20.5

As the Company has REIT status, shareholders are advised that the dividend meets the requirements of a
"qualifying distribution" for the purposes of section 25BB of the Income Tax Act (No. 58 of 1962), as
amended ("Income Tax Act"). The dividend on the shares will be deemed to be a dividend, for South
African tax purposes, in terms of section 25BB of the Income Tax Act.

Afine's tax reference number is 901 493 3296. The number of ordinary shares which will be eligible for the
dividend at the declaration date is 72 536 585.

The salient dates for the dividend will be as follows:

                                                                                                    2024
 Last date to trade "cum? dividend                                                      Tuesday, 18 June
 Shares commence trading "ex" dividend                                                Wednesday, 19 June
 Record date (date on which shareholders are recorded in share register)                 Friday, 21 June
 Payment date                                                                            Monday, 24 June

Shareholders may not dematerialise or rematerialise their share certificates between Wednesday, 19 June
2024 and Friday, 21 June 2024, both dates inclusive.

TAX IMPLICATIONS
The dividend received by or accrued to South African tax residents must be included in the gross income
of such shareholders and will not be exempt from income tax (in terms of the exclusion to the general
dividend exception, contained in paragraph (aa) of section 10(1)(k)(i) of the Income Tax Act) because
it is a dividend distributed by a REIT.
The dividend is exempt from dividend withholding tax in the hands of South African tax resident
shareholders, provided that the South African resident shareholders provide the following forms to the
CSDP or broker in respect of uncertificated shares, or to the Company, in respect of certificated shares:

a)   a declaration that the dividend is exempt from dividend tax; and
b)   a written undertaking to inform the CSDP, broker or the Company, should the circumstances
     affecting the exemption change or the beneficial owner cease to be the beneficial owner, both in
     the form prescribed by the Commissioner for the South African Revenue Service.

Shareholders are advised to contact their CSDP, broker or the Company to arrange for the
abovementioned documents to be submitted prior to payment of the dividend, if such documents have
not already been submitted.

Non-resident Shareholders
Dividends received by non-resident shareholders will not be taxable as income and instead will be
treated as an ordinary dividend which is exempt from income tax in terms of the general dividend
exemption in section 10(1)(k)(i) of the Income Tax Act. Since 1 January 2014, any dividend received by
a non-resident from a REIT will be subject to dividend withholding tax at 20%, unless the rate is reduced in
terms of any applicable agreement for the avoidance of double taxation ("DTA") between South Africa
and the country of residence of the shareholder concerned. Assuming dividend withholding tax will be
withheld at a rate of 20%, the net dividend amount due to non-resident shareholders is 16.4 cents per
share.

A reduced dividend withholding rate in terms of the applicable DTA may only be relied on if the non-
resident shareholder has provided the following form to their CSDP or broker in respect of uncertificated
shares, or the Company, in respect of certificated shares:
a) a declaration that the dividend is subject to a reduced rate as a result of the application of DTA; and
b) a written undertaking to inform their CSDP, broker or the Company, should the circumstances
     affecting the reduced rate change or the beneficial owner cease to be the beneficial owner, both
     in the form prescribed by the Commissioner for the South African Revenue Service.

Non-resident shareholders are advised to contact their CSDP, broker or the Company to arrange for the
abovementioned documents to be submitted prior to payment of the dividend, if such documents have
not already been submitted.

DISTRIBUTION OF INTEGRATED ANNUAL REPORT ("IAR")
Shareholders are advised that the Company's IAR, incorporating the audited financial statements of the
Company for the year ended 29 February 2024 and the Notice of AGM, has been made available on
the Company's website at https://www.afineinvestments.com/IAR. The IAR will be posted to shareholders
who have elected to receive a copy thereof within 10 business days from the date of this announcement.

NOTICE OF AGM
Notice is hereby given that the AGM of shareholders of the Company will be conducted entirely by
electronic communication as contemplated in Section 63(2)(a) of the Companies Act No. 71 of 2008 at
10:00 on Thursday, 15 August 2024 to transact the business as set out in the Notice of AGM.

The salient details are as follows:

 Issuer name                                                          Afine Investments Limited
 Type of instrument                                                   Ordinary shares
 ISIN number                                                          ZAE000303947
 JSE code                                                             ANI
 Meeting type                                                         Annual General Meeting
 Meeting venue                                                        Electronic communication
 Record date to determine which shareholders are entitled to          Friday, 24 May 2024
 receive the Notice of AGM
 Publication date                                                     Friday, 31 May 2024
 Last day to trade to determine eligible shareholders that may        Monday, 5 August 2024
 attend, speak and vote at the AGM
 Record date to determine eligible shareholders that may              Thursday, 8 August 2024
 attend, speak and vote at the AGM
 AGM deadline date (for administrative purposes, forms of             Tuesday, 13 August 2024 at 10:00
 proxy for the AGM to be lodged)
 AGM date                                                             Thursday, 15 August 2024
 Publication of results of the AGM on SENS                            Thursday, 15 August 2024
 Website link                                                         https://www.afineinvestments.com

Electronic Participation at the AGM
Shareholders wishing to participate in the AGM by way of a telephone or video conference call:
•  must contact the Company Secretary at 066 478 0956 by no later than Tuesday, 13 August 2024 to
   obtain a personal identification number (PIN) and dial-in details for the video conference call;
•  will be required to provide reasonably satisfactory identification;
•  will be billed separately by their own telephone service providers for the telephone call to participate
   in the AGM; and
•  must submit their voting proxies to the transfer secretary, JSE Investor Services Proprietary Limited, at
   One Exchange Square, Gwen Lane, Sandown, Sandton, 2196 (PO Box 4844, Johannesburg, 2000) (Tel:
   (011) 713 0800) by no later than Tuesday, 13 August 2024. No changes to voting instructions after this
   time and date can be accepted, unless the Chairman of the AGM is satisfied as to the identification
   of the electronic participant.

B-BBEE ANNUAL COMPLIANCE REPORT
Shareholders are hereby notified that, in accordance with paragraph 16.21(g) and Appendix 1 to Section
11 of the JSE Listings Requirements, the Company's Annual Compliance Report issued in terms of section
13G(2) of the B-BBEE Amendment Act, No. 46 of 2013, has been published and is available on the
Company's website at www.afineinvestments.com.

BY ORDER OF THE BOARD

Cape Town
30 May 2024

Registered office:  Unit 4602, Greenways, Strand, 7140
Company secretary: Mrs S Vosloo
Designated advisor: AcaciaCap Advisors Proprietary Limited, 20 Stirrup Lane, Woodmead Office Park,
                    Woodmead, 2191

Designated Advisor
AcaciaCap Advisors Proprietary Limited

Date: 30-05-2024 09:05:00
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