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Classification in the General Segment of the Main Board of the JSE Limited
Finbond Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2001/015761/06)
Share code: FGL ISIN: ZAE000138095
Main Board – General Segment
('Finbond' or 'the Company')
Classification in the General Segment of the Main Board of the JSE Limited
The board of directors of Finbond 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, 18 October 2024. Consequently, Finbond will now be classified as
being a primary issuer listed in the General Segment of the JSE list.
In terms of paragraph 4.62 of the JSE Listings Requirements classification in the General Segment will
allow Finbond to apply the following:
(a) The obligation to release a results announcement dealing with condensed financial
statements or annual financial statements/summary financial statements within three
months do not apply.
(b) No fairness opinion is required provided the related party corporate action agreement must
be open for inspection for a period of 14 days and the corporate action must be accompanied
by a statement by the independent members of the board dealing with certain matters
specified in the JSE Listings Requirements.
(c) A general authority to issue shares for cash does not require shareholders' approval, provided
it does not exceed 10% of the issuer's issued share capital, as at the date of each annual
general meeting, subject to certain provisions.
(d) In respect of a specific authority to repurchase securities from parties other than related
parties, no shareholders' approval in terms of 5.69(b) is required provided it does not exceed
20% of the issuer's share capital in any one financial year.
(e) In respect of a general authority to repurchase securities, no shareholders' approval in terms
of 5.72(c) is required.
(f) A pre-listing statement is only triggered for share issuances exceeding 100% over a three-
month period.
(g) Two years' historical financial information is required for the subject of a category 1
transaction.
(h) The preparation of pro forma financial information is not required for transactions and
corporate actions, but rather a detailed narrative must be provided on the impact of the
transaction/corporate action on the financial statements.
(i) Shareholders' approval and a circular are not required for transactions by a subsidiary that is
listed on the of the JSE.
(j) The category 1 percentage ratio is 50% or more, which increases the category 2 threshold
accordingly.
(k) The material shareholder definition percentage ratio is 20%.
(l) The small-related party transaction percentage ratio is less than or equal to 10% but exceeds
3%.
The provisions above have the specified different application to the General Segment as stated and
the remainder of the provisions of the JSE Listings Requirements continue to apply.
Finbond's Memorandum of Incorporation will be updated to address any limitations with regards to
the provisions of the General Segment, subject to shareholder approval. These provisions will
therefore not be available to Findbond until the limitations are addressed.
Pretoria
16 October 2024
Sponsor: African Bank Limited (Business and Commercial Banking Division)
Date: 16-10-2024 05:00:00
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