Note to holders of Old Mutual Limited shares
Old Mutual Limited
Incorporated in the Republic of South Africa
Registration number: 2017/235138/06
ISIN: ZAE000255360
LEI: 213800MON84ZWWPQCN47
JSE Share Code: OMU
NSX Share Code: OMM
("Old Mutual")
Ref 71/18
29 October 2018
Further information provided by Nedbank Group Limited in respect of the holdings of certain non-South African shareholders, following the unbundling of the majority of Nedbank shares held by Old Mutual limited.
Nedbank Group Limited ("Nedbank") have published on their website further information to provide assistance to non-South African shareholders who received shares following the unbundling of the majority of Old Mutual's shareholding in Nedbank. We set out this information below, for the benefit of certain overseas Old Mutual shareholders who are now also Nedbank shareholders, and who may be unfamiliar with the South African requirements for the holding of shares in Nedbank. Nedbank shares are listed on the JSE in South Africa and the NSE in Namibia.
"Note to Holders of Old Mutual Limited ("OML") shares on the United Kingdom Register who obtained Nedbank Group Limited ("NGL") shares pursuant to the unbundling by OML of a majority of its NGL share.
Allocation of entitlements
Eligible OML shareholders who held OML shares on the United Kingdom Register (UK shareholders) as at the Record date for the Unbundling, received NGL entitlements in the SA Nominee called Pacific Custodians Nominees (RF) Pty Ltd ('PCN') on Monday 15 October 2018.
The entitlements to the unbundled NGL shares are held in uncertificated form by the SA Nominee. NGL shares may only be traded in uncertificated form on the Johannesburg Stock Exchange and only through South African brokers or through a custody account with a South African Central Securities Depository Participant ('CSDP').
Equiniti Limited (OML's UK registrar) in the United Kingdom will be sending confirmations of holdings in NGL to affected UK shareholders by post to their registered address on 26 October 2018. The confirmations will contain the shareholder reference number and the number of NGL shares that they have received in the Unbundling.
The SA Nominee is a Strate approved nominee owned by Link Investor Services Pty Ltd ('LIS'). As LIS is a CSDP and an accountable institution in terms of the Financial Intelligence Centre Act, 38 of 2001 ('FICA') it is required to conduct Know Your Client ('KYC') procedures on all clients prior to the NGL shares being sold or transferred.
UK shareholders who wish to sell their NGL shares or who wish to transfer their NGL shares to their CSDP in South Africa are required to provide their FICA documentation to LIS, thereafter they will be able to issue an instruction to sell or transfer shares. UK Shareholders can contact LIS during office hours between 08:00am to 16:30pm (South African time), Monday to Friday on +27 (0)86 140 0110/ +27 (0)11 029 0253 or enquiries may be sent to UKinvestors@linkmarketservices.co.za.
Shareholders who manage their investment through a nominee or stockbroker, where the registered holder is that nominee or stockbroker, should contact them for their entitlement notices as the underlying beneficiary and instruct them to request a transfer of their beneficial entitlement to their CSDP which could be PCN in South Africa or to sell their beneficial entitlements through LIS.
LIS's standard dealing fees will apply in respect of share sales. Shareholders can obtain the fee structure by contacting LIS.
The frequently asked questions below are provided to assist UK shareholders who acquired NGL shares pursuant to the Unbundling of NGL by OML.
Frequently asked questions
Will UK shareholders receive share certificates for the unbundled NGL shares?
A share certificate will not be issued as the entitlements to the unbundled NGL shares are already held by PCN in dematerialised (uncertificated) form. NGL shares may only be traded in uncertificated form on the Johannesburg Stock Exchange.
How do UK shareholders sell their unbundled NGL shares in South Africa?
In order to sell the unbundled NGL shares held by PCN, UK shareholders can email the required FICA documentation to UKinvestors@linkmarketservices.co.za. Once LIS receives the required FICA documentation, shareholders will be able to sell telephonically and the proceeds will be paid into their UK bank account.
What FICA documentation is required in order to sell or transfer the unbundled NGL shares?
If you are an individual:
• A copy of your identity or passport document
• A recent copy of your bank statement reflecting your bank account information (not older than 3
months)
[Note: If you intend moving your shares to another CSDP in South Africa, you are not required to provide confirmation of your bank account information]
If the shares are registered in the name of a company:
• A certified copy of the company certificate of incorporation
• A certified copy of a board minutes/resolution detailing the person/s authorised "authorised signatory/ies" to act on behalf of the company
• Specimen signatures of the authorised signatory/ies on a company letterhead
• Certified copies of the identity or passport document of the authorised signatories and Directors
• A recent copy of your bank statement reflecting your bank account information (not older than 3 months)
[Note: If you intend moving your shares to another CSDP in South Africa, you are not required to provide confirmation of your bank account information]
If the shares are registered in the name of any other legal entity:
• A certified copy of the founding document
• A certified copy of a board minutes/resolution detailing the person/s authorised "authorised signatory/ies" to act on behalf of the legal entity
• A list of authorised signatories together with specimen signatures on the entity letterhead
• A certified copy of the partnership agreement or other founding documentation and written confirmation of the residential address of persons authorised to act on behalf of the legal entity
• Certified copies of the identity documents or passport documents of the authorised signatories and all members
• A recent copy of your bank statement reflecting your bank account information (not older than 3 months)
[Note: If you intend moving your shares to a another CSDP in South Africa, you are not required to provide confirmation of your bank account information]
What happens if UK shareholders do not want to sell their unbundled NGL shares after Unbundling?
UK shareholders have the following options:
• Leave NGL shares in PCN, no fees are applicable for holding shares in PCN;
or
• Transfer NGL shares from PCN to any South African Broker or another CSDP in South Africa by submitting the required FICA documentation and a signed withdrawal form to UKinvestors@linkmarketservices.co.za. (Note: transferring shares from PCN to another SA broker or CSDP in SA will attract an administration fee of R 100 Excl. Vat)
Are there any immediate plans for a UK listing of NGL to allow for trading of unbundled NGL shares by UK shareholders after Unbundling?
Nedbank have no immediate plans to list on the London Stock Exchange post Unbundling. Ahead of the Unbundling, a decision was taken that the unbundled NGL shares in respect of the UK Register will settle directly into the nominee called Pacific Custodians Nominee (RF) Proprietary Limited (PCN). UK shareholders are able to sell or trade the NGL shares held with PCN after submitting the required FICA documentation to Link Investor Services."
For more information, please refer to the Nedbank website at www.nedbank.co.za
|
JSE Sponsor |
Merrill Lynch South Africa (Pty) Limited |
|
Namibian Sponsor |
PSG Wealth Management (Namibia) (Proprietary) Limited |
Enquiries
|
Investor Relations Patrick Bowes (Interim Head of Investor Relations)
|
T: +44 (0)20 7002 7440 E: patrick.bowes@omg.co.uk |
|
Communications: Tabby Tsengiwe |
T: +27 (11) 217 1953 M: +27 (0)60 547 4947 E: ttsengiwe@oldmutual.com |
Notes to Editors
About Old Mutual Limited
Old Mutual is a premium African financial services group that offers a broad spectrum of financial solutions to retail and corporate customers across key markets segments in 17 countries. Old Mutual's primary operations are in South Africa and the rest of Africa, and it has niche businesses in Latin America and Asia. With over 170 years of heritage across sub-Saharan Africa, we are a crucial part of the communities we serve and broader society on the continent.
For further information on Old Mutual, and its underlying businesses, please visit the corporate website at www.oldmutual.com.
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
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