TIDMCAL
RNS Number : 0786K
Capital & Regional plc
22 August 2023
22 August 2023
CAPITAL & REGIONAL PLC ("Capital & Regional" or "the
Group" or "the Company")
UK company number 01399411
LSE share code: CAL
ISIN: GB00BL6XZ716
LEI: 21380097W74N9OYF5Z25
DIVID FINALISATION ANNOUNCEMENT
Further to the announcement made by the Company on 10 August
2023, an interim dividend of 2.75 pence per share (the " Dividend
") has been declared and will be paid entirely as a property income
distribution ("PID"). The PID will be subject to a deduction of a
20% UK withholding tax unless exemptions apply.
The Dividend is payable on Friday, 22 September 2023 to
shareholders registered on the UK principal register (" UK
Shareholders ") and the South African branch register (" SA
Shareholders "). The Record Date for both UK Shareholders and SA
Shareholders is at the close of business on Friday, 1 September
2023.
The Directors are offering a scrip alternative ("Scrip
Alternative") to the Dividend, further details of which are
contained in the Scrip Dividend Scheme available at
http://capreg.com/investor-info/scrip/ and from the Company's
Registrars.
A cash dividend will be paid to shareholders unless they elect
to receive the Scrip Alternative.
Capitalised terms used in this announcement will be the same
meaning as defined in the Scrip Dividend Scheme.
(i) Shareholders receiving the dividend in cash:
SA shareholders are advised that the exchange rate for the
dividend will be 24.21 ZAR to 1.00 GBP (the "Exchange Rate"),
resulting in a gross local dividend amount of 66.57750 ZAR cents
per share. Accordingly, shareholders who do not elect to receive
New Ordinary Shares pursuant to the Scrip Dividend Scheme will be
paid a cash dividend per share as follows:
UK Shareholders SA Shareholders
PID (GBP pence) (ZAR cents)
Gross amount of PID 2.75p 66.57750 cents
---------------- ----------------
Less 20% UK withholding tax 13.31550 cents
* 0.55p
---------------- ----------------
Net PID dividend payable** 2.20p 53.26200 cents
---------------- ----------------
Less effective 5% SA dividends 3.32888 cents
tax for SA Shareholders*** n/a
---------------- ----------------
Net PID dividend payable*** n/a 49.93312 cents
---------------- ----------------
* Certain categories of UK shareholders may apply for exemption,
in which case the PID element will be paid gross of UK withholding
tax.
** Net position after deducting UK withholding tax for both UK
and SA Shareholders, but before SA shareholders have claimed back
5% from His Majesty's Revenue & Customs ("HMRC") under the
double tax agreement between the United Kingdom and South Africa in
respect of the UK withholding tax.
*** SA dividends tax applies at the rate of 20% for SA
Shareholders, but SA Shareholders receive a rebate of the UK
withholding taxes suffered (which is effectively 15%, after taking
into account the 5% refund).
(ii) Shareholders who elect to take shares:
The Scrip Calculation Price for UK shareholders is 52.49 pence,
being the average of the middle market quotations of an Ordinary
Share derived from the Daily Official List of the LSE for the last
five dealing days ending on Monday, 21 August 2023, less the gross
amount of Dividend per share. The Scrip Calculation Price for SA
shareholders is 12.70783 ZAR, being the Scrip Calculation Price for
UK shareholders, converted to Rand at the Exchange Rate.
The number of New Ordinary Shares to be allocated to
shareholders electing to participate in the Scrip Dividend Scheme
will be calculated by dividing the net value of the Dividend
otherwise receivable by a Shareholder by the Scrip Calculation
Price and rounding down to the nearest whole number. As no fraction
of a new share will be issued, for UK shareholders any residual
Cash Balance, i.e. the total value of the dividend receivable less
the value of the shares allocated, will be rolled forward and
factored into the Scrip calculation for the next relevant
Dividend.
For SA shareholders, any entitlement which results in a
fractional share will be rounded down to the nearest whole number,
with a cash payment to be made to the relevant SA shareholder in
respect of the fraction ("Cash Payment"). Such fractions of shares
will be sold in the market on behalf of the SA shareholders
entitled to the fractions of shares and the Cash Payment in respect
of the fractions will be paid to those SA shareholders. The Cash
Payment is calculated by multiplying the fractional entitlement by
the scrip dividend reference price. SA shareholders are only
entitled to the proceeds for their fractional entitlements, which
are sold on their behalf, equal to the amount of the Cash
Payment.
The Cash Payment will be made on the payment date, being Friday,
22 September 2023.
By way of illustration, a shareholder who holds 1,000 shares,
and who elects to receive New Ordinary Shares pursuant to the Scrip
Dividend Scheme (in respect of the PID element), will receive a
number of New Ordinary Shares calculated as follows:
UK Shareholders SA Shareholders
PID (GBP) (ZAR)
PID dividend net of UK withholding
tax entitled to receive*
(As per (i) above x 1,000) 2.20p x 1,000
: = GBP22.00 532.62000 ZAR
---------------- ----------------
Scrip Calculation Price GBP0.52490 12.70783 ZAR
---------------- ----------------
Calculated number of new shares
to which shareholder is entitled 41.91275 41.91274
---------------- ----------------
Actual number of new shares
received 41 41
---------------- ----------------
Gross cash residual (multiply
fractional entitlement by Scrip
Calculation Price) GBP0.48 11.59894 ZAR
---------------- ----------------
* A scrip dividend is not subject to SA dividends tax, therefore
no SA dividends tax is deducted for SA Shareholders in this
instance, only UK withholding tax. SA shareholders may claim back
5% from HMRC under the double tax agreement between the United
Kingdom and South Africa in respect of the UK withholding tax
TIMETABLE
The key dates in relation to the payment of the Dividend
are:
2023
------------------------------------------------ ----------------------
Last day to trade (SA shareholders) Tuesday, 29 August
Shares trade ex-dividend on the JSE Wednesday, 30 August
Shares trade ex-dividend on the LSE Thursday, 31 August
Record date for LSE and JSE and last election Friday, 1 September
for scrip
Closing date to elect to receive the Scrip Friday, 1 September
Alternative (JSE and LSE shareholders)
Announcement of the total amount of new shares Tuesday, 12 September
to be issued (on or around)
Dispatch of share certificates, payment of Friday, 22 September
cash dividend and residual cash balances
(if applicable), CREST/CSDP/broker accounts
credited/updated and new shares listed
------------------------------------------------ ----------------------
Notes:
1. JSE shareholders will receive a cash dividend in South
African Rand, based on the conversion rate.
2. Share certificates (in respect of shares held on the South African register) may not be demateriliased or rematerialised between Wednesday, 30 August 2023 and Friday, 1 September 2023, both days inclusive.
3. Transfers of shares between sub-registers in the United
Kingdom and South Africa may not take place between Tuesday, 22
August 2023 and Friday, 1 September 2023, both days inclusive.
4. Shareholders should note that new shares should not be traded
until they are issued or reflected in their respective
accounts.
TAX IMPLICATIONS FOR SA SHAREHOLDERS
Cash PID
A 20% UK withholding tax will be deducted from cash PIDs. The
Company will account to HMRC in sterling for the total UK
withholding tax deducted. Under the double tax agreement between
the UK and South Africa (the "DTA"), the maximum tax payable in the
UK is 15%. South African resident shareholders are therefore
entitled to claim a 5% rebate from HMRC in terms of the DTA.
SA dividends tax, at a rate of 20%, will apply to cash PIDs to
the extent that the Company shares are held on the SA share
register, unless the beneficial owner of the dividend is exempt
from dividends tax (e.g. if it is a South African resident
company). SA resident shareholders can, however, claim a rebate
against the SA dividends tax for any UK withholding tax suffered.
Accordingly, 15% of the UK withholding tax may be claimed as a
rebate against the 20% SA dividends tax.
In summary, 20% will be withheld in the UK, a further 5% will be
withheld in SA (where appropriate), but South African resident
shareholders will be entitled to claim back 5% from HMRC which will
bring the overall total to 20%.
New shares issued pursuant to the Scrip Alternative consisting
of PID element
A 20% UK withholding tax will have been deducted in calculating
the number of new shares issued to shareholders in terms of the
Scrip Dividend Scheme. On application by a JSE shareholder, a 5%
rebate is claimable from HMRC, resulting in an effective UK
withholding tax rate of 15%. As new shares issued pursuant to the
Scrip Alternative should not constitute dividends or foreign
dividends for South African dividends tax purposes, South African
dividends tax does not apply to that part of any dividend satisfied
by the issue of new shares where such new shares are provided in
lieu of the dividend.
UK taxation
The receipt of the cash dividend or election to receive the
Scrip Alternative may have tax implications for shareholders who
are resident in the United Kingdom or other countries and such
shareholders are advised to obtain appropriate advice from their
professional advisors in this regard.
For further information:
Capital & Regional plc 020 7932 8000
Lawrence Hutchings
Stuart Wetherly
FTI Consulting 020 3727 1000
Richard Sunderland
Maria Saud
capreg@fticonsulting.com
About Capital & Regional plc
Capital & Regional is a UK focused specialist property REIT
with a strong track record of delivering significant value
enhancing retail and leisure asset management opportunities across
its portfolio of in-town, dominant community shopping centres.
Capital & Regional owns and/or manages shopping centres in
Hemel Hempstead, Ilford, Maidstone, Redditch, Walthamstow and Wood
Green. Capital & Regional manages these assets through its
in-house expert property and asset management platform.
For further information see www.capreg.com .
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END
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August 22, 2023 05:00 ET (09:00 GMT)
Capital & Regional (LSE:CAL)
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부터 4월(4) 2024 으로 5월(5) 2024
Capital & Regional (LSE:CAL)
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부터 5월(5) 2023 으로 5월(5) 2024