Result of Meeting
02 9월 2003 - 12:57AM
UK Regulatory
Harmony Gold Mining Company limited
(Incorporated in the Republic of South Africa)
(Registration number 1950/038232/06)
Share code: HAR ISIN: ZAE000015228
("Harmony" or "the Company")
Results of general meeting
Shareholders in Harmony ("shareholders") are referred to the circular dated 7
August 2003 (the "circular"), regarding the proposed merger between Harmony and
African Rainbow Minerals Gold Limited ("ARMgold") to be implemented by means of
a scheme of arrangement in terms of section 311 of the Companies Act (Act 61 of
1963) as amended (the "scheme") or if the scheme fails, by means of a general
offer, pursuant to which Harmony will issue Harmony shares to shareholders of
ARMgold in the ratio of 2 Harmony shares for every 3 ARMgold shares held, and
are advised that at the general meeting held on Monday, 1 September 2003, the
following special resolution and ordinary resolutions were passed by the
requisite majority of shareholders:
* the increase of the authorised ordinary share capital of Harmony to R 175
million divided into 350 000 000 ordinary shares with a par value of 50
cents each ("Harmony shares"), in order to provide for a sufficient number
of Harmony shares to implement the merger and for further share issuances;
* the approval of the proposed merger by Harmony and the issue of Harmony
shares to shareholders of ARMgold, in the ratio of 2 Harmony shares for
every 3 ARMgold shares held, upon the terms and conditions set out in the
circular;
* the grant of an authority to the directors of Harmony to allot and issue
all or any of the authorised but unissued ordinary shares of 50 cents each
in the capital of the company from time to time to such person or persons
or bodies corporate, as and when they deem fit and when opportunities
arise, subject to the Listing Requirements of the JSE Securities Exchange
South Africa;
* the grant of an authority to any member of the board of directors of the
Company to sign all such documents and do all such things as may be
necessary for or incidental to the implementation of the above resolutions.
The special resolution will be lodged for registration with the Registrar of
Companies.
Johannesburg
1 September 2003
Financial adviser Attorneys to Harmony Sponsor
JPMorgan Cliffe Dekker JPMorgan
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END