News
Voting results of general meeting and update on delisting and voluntary winding-up
TRENCOR LIMITED
(Incorporated in the Republic of South Africa)
(Registration No 1955/002869/06)
Share Code: TRE
ISIN: ZAE000007506
(“Trencor” or “the Company”)
VOTING RESULTS OF GENERAL MEETING AND UPDATE ON DELISTING AND VOLUNTARY WINDING-UP
Shareholders are referred to the announcement published on SENS on 29 May 2025 in relation to the distribution of a circular (the “Circular”) in respect of the proposed delisting and Voluntary Winding-Up of Trencor and the declaration of the Special Dividend. The Circular further contained a Notice of General Meeting for Shareholders to consider and vote on the Proposed Transaction.
The capitalised terms used but not defined in this announcement shall bear the same meaning given to such terms in the Circular.
At the General Meeting of Shareholders held on Monday, 30 June 2025, all the special and ordinary resolutions were approved by the requisite majority of votes. The Company confirms the voting results from the General Meeting as follows:
| Total number of shares in issue | 173 534 676 |
| Total number of shares represented at the General Meeting | 103 975 427 (59,92%) |
| Resolutions | Votes cast disclosed as a percentage in relation to the total number of shares voted at the General Meeting | Number of shares voted at the General Meeting | Shares voted disclosed as a percentage in relation to the total issued share capital | Shares abstained disclosed as a percentage in relation to the total issued share capital | |
| For | Against | ||||
| Special Resolution Number 1: Shareholders’ Voluntary Winding-Up | 100,00% | 0,00% | 103 975 427 | 59,92% | 0,00% |
| Special Resolution Number 2: Appointment and Authorisation of Liquidator | 100,00% | 0,00% | 103 975 427 | 59,92% | 0,00% |
| Special Resolution Number 3: Nomination for Appointment as Liquidator | 100,00% | 0,00% | 103 975 427 | 59,92% | 0,00% |
| Ordinary Resolution Number 1: Security | 100,00% | 0,00% | 103 975 427 | 59,92% | 0,00% |
| Ordinary Resolution Number 2: Specific Authorisation of Liquidator | 100,00% | 0,00% | 103 975 427 | 59,92% | 0,00% |
| Ordinary Resolution Number 3: Remuneration of Liquidator | 100,00% | 0,00% | 103 975 427 | 59,92% | 0,00% |
| Ordinary Resolution Number 4: Replacement Nomination for Appointment as Liquidator | 100,00% | 0,00% | 103 975 427 | 59,92% | 0,00% |
| Ordinary Resolution Number 5: Authorisation of Directors | 100,00% | 0,00% | 103 975 427 | 59,92% | 0,00% |
Distribution Conditions
Shareholders are advised that the approval of the above resolutions has resulted in the Distribution Condition set out in paragraph 3.2.1 of the Circular being fulfilled.
Shareholders are also advised that that Company has received approval from the South African Reserve Bank for the Special Dividend, and accordingly the Distribution Condition set out in paragraph 3.2.2 of the Circular has been fulfilled.
Shareholders are reminded that the Special Dividend, delisting and Voluntary Winding-Up remain subject to the final Distribution Condition, namely that the Master of the High Court issues the Company with a JM12 certificate (dispensing with the requirement that security be furnished to the Master by the Company), as contemplated in section 80(3)(b) of the Companies Act. The Board may, but is not obliged to, waive this condition in the event that the Master requests that security be provided.
Trencor Services Proprietary Limited
Secretaries
Sponsor
Investec Bank Limited
Legal and Tax Advisor
Edward Nathan Sonnenbergs Inc.
30 June 2025