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Sasol results of AGM
Sasol shareholders were advised that the results of the business conducted at the annual general meeting held on Friday 30 November 2012 in Parktown, Johannesburg, South Africa (including the percentage of total number of shares voted) are as follows:
- The audited annual financial statements of the company, including the reports of the directors, external auditors, audit committee and the nomination, governance, social and ethics committee for the financial year ended 30 June 2012 were presented.
- Mr C Beggs, Mr D E Constable, Mr H G Dijkgraaf, Dr M S V Gantsho and Ms I N Mkhize retired by rotation at the meeting and were re-elected individually for a further term of office in terms of Articles 75(d) and 75(e) of the company's Memorandum of Incorporation ("Sasol's MOI").
- Prof J E Schrempp, who retired in terms of Article 75(i) of the Sasol’s MOI, and was thereafter re-appointed as director by the board of directors of Sasol ("the board") in accordance with Article 75(h), was re-elected for a further term of office.
- The three directors appointed by the board during the course of the year, Mr Z M Mkhize, Mr P J Robertson and Mr S Westwell retired at the annual general meeting and were elected in terms of Sasol's MOI.
- KPMG Incorporated was re-appointed as auditors of the company until the conclusion of the next annual general meeting and it was noted that Mr C H Basson will be the individual registered auditor who will undertake the audit of the company for the financial year ending 30 June 2013.
- The members of the audit committee, Mr C Beggs, Mr H G Dijkgraaf, Dr M S V Gantsho, Mr M J N Njeke and Mr S Westwell were elected individually for the ensuing financial year in terms of sections 94(4) and 94(5) of the Companies Act, 2008 ("the Act"), read with Regulation 42 of the Companies Regulations, 2011.
- A non-binding advisory endorsement on the company's remuneration policy for the year ending 30 June 2013 was obtained:
- Special Resolution number 1 approving the revised annual remuneration payable by the company to non-executive directors of the company with effect from 1 July 2012, was approved.
- Special Resolution number 2 to authorise the board to grant authority to the company to provide financial assistance to any person approved by the board and direct or indirect financial assistance to a related or inter- related company or corporation and or to a member of such a related or inter- related company or corporation and or to a director or prescribed officer of the company or of a related or inter-related company and or to a person related to any such company, corporation, member, director or prescribed officer, subject to the Sasol's MOI, the provisions of sections 44 and 45 of the Act and the JSE Ltd. Listings Requirements ("the listings requirements"), was approved.
- Special Resolution number 3 to authorise that the existing Sasol MOI be abrogated in its entirety and replaced with a new MOI with effect from the date of filing of the notice of amendment with the Companies and Intellectual Property Commission, was approved.
- Special Resolution number 4 to authorise the Board, subject to compliance with the requirements of Sasol's MOI, section 48 of the Act and the listings requirements, to approve the general repurchase by the company or purchase by any of its subsidiaries of any of the company's ordinary shares and/or Sasol BEE ordinary shares, was approved.
- Special Resolution number 5 to authorise the board to approve the purchase by the company of its issued shares from a director and/or a prescribed officer of the company, and/or person related to a director or prescribed officer of the company, subject to the provisions of Sasol's MOI, the Act and the listings requirements, was approved.
- Special Resolution number 3 regarding the adoption of the new MOI in terms of the Act will be filed with the Companies and Intellectual Property Commission.
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Sasol announces pricing for USD notes
Sasol announces the pricing of a public offering of 4.500% Notes due 2022 in an aggregate principal amount of USD1 billion. This transaction was executed on 6 November 2012. Subject to customary conditions, the offering is expected to close on 14 November 2012. The offering was made pursuant to the company's shelf registration statement filed with the US Securities and Exchange Commission. The Notes are being issued by Sasol Financing International Plc, are unsecured and are fully and unconditionally guaranteed by the company. Sasol Financing International Plc is a wholly owned subsidiary of the company.
The company estimates that the net proceeds from the offering will be approximately USD985 million, after deducting discounts and estimated expenses. The company intends to use the net proceeds of this offering for general corporate purposes, including funding capital investments. Barclays Bank PLC, HSBC Bank plc and JP Morgan Securities plc are acting as joint bookrunners for the offering.
The offering is being made only by means of a prospectus supplement and accompanying base prospectus. A preliminary prospectus supplement and accompanying base prospectus relating to the offering and containing detailed information about the company and management, as well as financial statements, have been filed with the US Securities and Exchange Commission and are available on its website at http://www.sec.gov. When available, copies of the final prospectus supplement and accompanying base prospectus for the offering may be obtained from: Barclays Capital Inc., telephone: 1-888-603-5847; HSBC Securities (USA) Inc., telephone: 1-866-811-8049; or JP Morgan Securities LLC, telephone: 1-800-245-8812.
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| Closing price data source: JSE Ltd. All other statistics calculated by ProfileData. |
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