R&E shareholders are referred to the JCI Limited (“JCI”) announcement released on SENS today, 9 April 2009, and are advised that at the reconvened scheme meeting of JCI shareholders held on Thursday, 9 April 2009, the scheme of arrangement (“the scheme”) in terms of section 311 of the Companies Act (61 of 1973)(as amended), proposed by R&E between JCI and its shareholders excluding R&E (“scheme members”) was not approved by the requisite majority of scheme members present and voting in person or by proxy at the reconvened scheme meeting. As such, in the absence of such approval, the scheme of arrangement as proposed by R&E, cannot be effected, and the proposed merger between R&E and JCI has therefore lapsed R&E shareholders will, in due course, be advised as soon as the board of R&E has considered its position and best possible courses of action.
The results of the reconvened scheme meeting will be reported to the South Gauteng High Court, Johannesburg on Tuesday, 12 May 2009 and the chairman’s report of the proceedings of the reconvened scheme meeting will be available, free of charge, to any scheme member, on request, during normal business hours from Tuesday, 15 April 2009 up to and including Tuesday, 12 May 2009 at the office of JCI at 10 Benmore Road, Morningside, Sandton.
Renewal of cautionary announcement
In light of the above, and further to the cautionary announcement to R&E shareholders, released on SENS on 6 March 2009, shareholders are advised to continue to exercise caution in trading their shares over the counter until such time as a further announcement is made in this regard.
Johannesburg
09 April 2009
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