Rule 26

The following information is disclosed in accordance with Rule 26 of the AIM Rules. This information is up-to-date as at 15th February 2017.

 

Directors

Board of Directors

 

Country of incorporation and main country of operation

Name: South African Property Opportunities plc
Ticker: SAPO
Listing AIM and CISX
Listing Date 26 October 2006
Country of incorporation Isle of Man
Main country of operation South Africa

 

Advisors/Registrars

Advisors and Registrars

 

Documentation and announcements

Reports & Accounts

AGM/EGM

Regulatory News

 

Current Constitutional Documents

7 January 2011 Certificate of de-registration as company incorporated under Isle of Man 1931 - 2004 Companies Acts
7 January 2011 Certificate of re-registration as company incorporated under the Isle of Man 2006 Company Act
7 January 2011 - 2006 Company Act - Memorandum and Articles of Association
27 June 2006 Certificate of Incorporation
27 June 2006 Listing letter
27 June 2006 Admission document
27 June 2006 Articles of Association

 

Securities information

Listing AIM and CISX

 

Major Shareholders

Shareholders who hold more than 3% (updated 31.08.2016) % Holding
QVT Financial 28.99%
Lars E Bader 23.66%
Weiss Asset Management 24.18%
Storebrand Investments 6.61%
Henderson Global Investors 6.50%
SegaInterSettle Settlement 3.27%

Shares in the company are not traded on any trading platform other than AIM and CISX.


Corporate Governance

The Directors recognise the importance of sound corporate governance. The Directors are responsible for overseeing the effectiveness of the internal controls of the Company designed to ensure that proper accounting records are maintained, that the financial information on which business decisions are made and which is issued for publication is reliable and that the assets of the Group are safeguarded.

The Board has established the following committees with specific areas of responsibility.

Audit Committee
The Audit Committee comprises David Saville (Chairman), David Hunter and Stephen Coe. The Audit Committee meets at least twice a year and is responsible for ensuring that the financial performance of the Group is properly reported on and monitored, including reviews of the annual and interim financial statements, results announcements, internal control systems and procedures and accounting policies.

Nomination Committee
The Nomination Committee comprises David Saville (Chairman) and David Hunter. The Nomination Committee is responsible for ensuring that the Board consists of members with the range of skills and qualities to meet its principal responsibilities in a way which ensures that the interests of stakeholders are protected and promoted, and the requirements of the AIM rules are complied with.

Remuneration Committee
The Remuneration Committee comprises David Saville (Chairman), David Hunter and Stephen Coe. The Remuneration Committee meets as required and is responsible for determining and agreeing the remuneration for all members of the Board.

Management Engagement Committee
The Management Engagement Committee comprises John Chapman (Chairman) and David Hunter. The Management Engagement Committee meets as required and is responsible for reviewing the performance of the Investment Manager and for ensuring that the Company’s management contract is competitive and reasonable for the Company’s shareholders. It is also responsible for reviewing the performance of other third party service providers. 

SAPRO is an Isle of Man incorporated company and as such the rights and obligations of shareholders may vary from those of a UK incorporated company. The group operates principally from Isle of Man and various areas in South Africa. Except as stated below, shares in SAPRO are not subject to any restriction in respect of transfer and are transferable free of charge.

The Directors may refuse to accept a transfer of SAPRO's shares (other than pursuant to a normal stock exchange transaction) if they believe that the transfer was executed where:

  • the shareholder concerned did not act of his own volition;
  • the transfer was executed pursuant to a confiscating or expropriatory act of a foreign authority; or
  • the transfer was executed pursuant to compulsory transfer under the laws of a foreign jurisdiction for no consideration or for a consideration which would be regarded as inadequate in normal business practice.

Shares held in certificated form may be transferred by written transfer in a form acceptable to the directors of SAPRO. Shares held in uncertificated form may be transferred in accordance with the practices of the relevant system. Any written instrument of transfer must be signed by or on behalf of the transferor and the transferee. The registration of transfer of shares may be suspended and the share register closed for not more than 30 days in any year.

As at 15th February 2017, 52.65% of SAPRO's shares were not in public hands based on the total voting rights of 62,292,810.

In order to assist the Company in complying with its obligations under the AIM Rules, Shareholders should please note the following:

Any Shareholder who acquires an interest in the Company equal to or exceeding 3% of the issued shares (a "Notifiable Interest") is requested to notify the Company forthwith of such interest. In addition, having acquired a Notifiable Interest, a Shareholder is requested to notify the Company forthwith (a) of any increase or decrease in his or her Notifiable Interest which crosses a 1% threshold and/or (b) if he or she ceases to hold such a Notifiable Interest.


City Code on Takeovers and Mergers

SAPRO  is subject and complies with the UK City Code on Takeovers and Mergers

SAPRO was incorporated in Isle of Man. Persons seeking a detailed explanation of any provisions of Isle of Man law or the differences between it and the laws of England and Wales or any jurisdiction with which they may be more familiar are recommended to seek specific legal advice.

The information included on this website is disclosed pursuant to Rule 26 of the AIM Rules for Companies published by the London Stock Exchange.

Contact

Millennium House,
46 Athol Street, Douglas,
Isle of Man, IM1 1JB.
Telephone: +44 (0) 1624 692 600
Fax: +44 (0) 692 601