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CORONATION FUND MANAGERS LIMITED - Proposed Broad-Based Black Economic Empowerment Transaction Results of General Meeting

Release Date: 28/11/2024 17:50
Code(s): CML     PDF:  
Wrap Text
Proposed Broad-Based Black Economic Empowerment Transaction – Results of General Meeting

CORONATION FUND MANAGERS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1973/009318/06)
Share code: CML
A2X code: CMLJ
ISIN code: ZAE000047353
LEI: 3789001BC9A29E6FF77
("Coronation" or the "Company")


PROPOSED BROAD-BASED BLACK ECONOMIC EMPOWERMENT TRANSACTION – RESULTS
OF GENERAL MEETING


1. Introduction

   1.1 Shareholders are referred to the announcement released on the Stock Exchange News Service
       on Monday, 28 October 2024 and the circular to shareholders issued on the same date
       ("Circular"), relating to the proposed broad-based black economic empowerment transaction,
       in terms of which Coronation will increase its level of Black Ownership to at least 51%.

   1.2 The Circular incorporated a notice convening a general meeting of shareholders ("General
       Meeting") for the purpose of considering and, if deemed fit, passing, with or without
       modification, the resolutions contained in the Circular.

   1.3 Unless otherwise defined herein, capitalised words and terms contained in this announcement
       shall bear the meanings ascribed thereto in the Circular.

2. Results of General Meeting

   2.1 Shareholders are hereby advised that the General Meeting of the Company was held entirely
       via electronic communication as contemplated in section 63(2)(a) of the Companies Act and
       the Company's memorandum of incorporation, at 15:00 (SAST) on Thursday, 28 November
       2024.

   2.2 Shareholders are further advised that, at the General Meeting, all of the resolutions were
       passed by the requisite majority of the Company's shareholders.

   2.3 Details of the results of the voting at the General Meeting are as follows:

     Resolutions          Coronation           Coronation     Votes for       Votes          Coronation
     proposed at the      Shares               Shares         resolution      against        Shares
     General Meeting      voted at the         voted at       (%) ²           resolution     abstained
                          General              the                            (%) ²          (%) ¹
                          Meeting              General
                          (number)             Meeting
                                               (%) ¹

     Ordinary             240 901 814          68.91%         99.75%          0.25%          0.25%
     Resolution
     Number 1:
     Authority to issue
     Coronation
     Shares to the
     ESOP Trust for
     purposes of the
     JSE Listings
     Requirements

     Ordinary             240 884 814          68.90%         99.75%          0.25%          0.26%
     Resolution
     Number 2:
     Authority to issue
     Coronation
     Shares to the
     BBOS Trust for
     purposes of the
     JSE
     Listings
     Requirements

     Special              240 885 214          68.90%         99.76%          0.24%          0.26%
     Resolution
     Number 1:
     Specific authority
     to repurchase
     Coronation
     Shares from the
     ESOP Trust for
     purposes of the
     JSE Listings
     Requirements

     Special              240 885 214          68.90%         99.76%          0.24%          0.26%
     Resolution
     Number 2:
     Specific authority
     to repurchase
     Coronation
     Shares from the
     BBOS Trust for
     purposes of the
     JSE Listings
     Requirements

     Special              240 884 834          68.90%         99.77%          0.23%          0.26%
     Resolution
     Number 3:
     Specific authority
     to repurchase
     Coronation
     Shares for
     purposes of the
     Amended
     Companies Act

   Notes:
   1. As a percentage of the total number of Coronation Shares in issue as at the date of the General
       Meeting, which was 349 592 298.

   2. As a percentage of the total number of Coronation Shares voted at the General Meeting.

   3. No resolutions were added or amended at the General Meeting.

Coronation Shareholders will be advised shortly of the fulfilment of the last remaining Conditions
Precedent.


Cape Town
28 November 2024

Investment Bank, Corporate Advisor and Transaction Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Legal and Tax Advisor
Cliffe Dekker Hofmeyr Incorporated

Independent Expert
BDO Corporate Finance Proprietary Limited

External Auditor and Reporting Accountant Specialist
KPMG Inc.

Specialist B-BBEE Advisor
Black Lite Consulting Proprietary Limited

Technical Accounting Specialist
Kim Bromfield IFRS Advisory Services

Sponsor
Valeo Capital Proprietary Limited

Date: 28-11-2024 05:50:00
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