Thembeka Capital (RF) Limited (“Thembeka”) Shareholders – Calculation Of Base Cost
PSG Group Limited
Incorporated in the Republic of South Africa
Registration number: 1970/008484/06
Share code: PSG
ISIN code: ZAE000013017
THEMBEKA CAPITAL (RF) LIMITED (“THEMBEKA”) SHAREHOLDERS –
CALCULATION OF BASE COST
Effective 12 January 2015, PSG Group acquired all the ordinary
shares in Thembeka, not already held by PSG Group or its
subsidiaries, by way of a scheme of arrangement in terms of
section 114 of the Companies Act, 2008 (“the Scheme”).
In terms of the Scheme, Thembeka shareholders were issued and
received 1,7 JSE-listed PSG Group ordinary shares for each
unlisted Thembeka ordinary share held.
For capital gains tax purposes, based on tax advice obtained,
the base cost of a Thembeka shareholder’s investment in unlisted
Thembeka ordinary shares will be retained for its JSE-listed PSG
Group ordinary shares. Accordingly, in order to determine the
revised equivalent base cost per PSG Group ordinary share
received in terms of the Scheme, a Thembeka shareholder should
divide the original base cost per Thembeka ordinary share held
For illustration purposes only, an example of the aforementioned
treatment is set out below:
Shareholder A previously acquired 1 000 ordinary shares in
Thembeka at a total cost of R100 000. Shareholder A’s base cost
per Thembeka ordinary share was therefore R100. Pursuant to the
Scheme, shareholder A received 1 700 [1 000 x 1,7] ordinary
shares in PSG Group. Accordingly, shareholder A’s equivalent
base cost per PSG Group ordinary share received would amount to
R58,82 [R100 ÷ 1,7].
Notwithstanding the aforesaid, Thembeka shareholders are advised
to obtain independent tax advice in respect of the PSG Group
ordinary shares obtained pursuant to the Scheme.
22 January 2015
Date: 22/01/2015 03:14:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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