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COMBINED MOTOR HOLDINGS LIMITED - Classification in the general segment of the main board of the JSE Limited

Release Date: 12/12/2024 13:10
Code(s): CMH     PDF:  
Wrap Text
Classification in the general segment of the main board of the JSE Limited

Combined Motor Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1965/000270/06)
JSE share code: CMH ISIN number: ZAE000088050
Main Board – General Segment
("CMH" or "the Company")

CLASSIFICATION IN THE GENERAL SEGMENT OF THE MAIN BOARD OF THE JSE LIMITED

1. Introduction

   The board of CMH is pleased to announce that the Company's application to transfer
    its listing to the General Segment of the Main Board of the JSE Limited ("JSE") has been
   approved by the JSE with effect from Friday, 13 December 2024. Consequently, CMH will now be
   classified as being a primary issuer listed in the General Segment of the JSE list.

2. In terms of paragraph 4.62 of the JSE Listings Requirements ("Listings requirements"),
   the classification in the General Segment allows the following:

   • An automatic annual rolling general authority to issue shares for cash without
     shareholders' approval, representing up to 10% of the issuer's issued share capital;

   • Shareholders' approval is not required for a general repurchase authority;

   • Shareholders' approval is not required for a specific repurchase authority, subject to
     it not involving related parties and does not exceed 20% of the issued share capital;

   • Fairness opinions are not required for related party corporate actions and
     transactions, with more focus being placed on governance arrangements and
     transparency and the exclusion from voting for related parties and associates;

   • Issuers are only required to prepare annual reports within four months, with no
     obligation to release results announcements within three months;

   • The preparation of pro forma financial information is not required for
     transaction/corporate actions, but rather the inclusion of a detailed narrative on the
     impact of the transaction/corporate action on the financial statements is required;

   • The category 1 percentage ratio is 50% or more, which increases the category 2
     threshold accordingly;

   • Shareholders' approval and a circular are not required for transactions by a subsidiary
     that is listed on the of the JSE;

   • The subject of a category 1 transaction requires two years historical financial
     information;

   • The small-related party transaction percentage ratio is 3% and less than or equal to
     10%;

   • A material shareholder for related party classification purposes is 20%; and

   • A pre-listing statement is triggered for share issuances exceeding 100% over a three-
     month period.

The Company's Memorandum of Incorporation has no prevailing limitations to the adjusted application of
the issue of shares for cash and repurchase provision in the General Segment.


Durban
12 December 2024

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd

Date: 12-12-2024 01:10:00
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