¶¶Òõ¶ÌÊÓƵ

The Redeemable Preference Share Agreement is a crucial document in South African corporate finance, used when companies seek to raise capital without diluting existing ordinary shareholders' voting rights or when implementing structured finance solutions. It's particularly relevant for companies looking to secure medium to long-term financing with predetermined dividend rates and redemption terms. The agreement must comply with the South African Companies Act 71 of 2008, the Income Tax Act, and other relevant financial regulations. This document type is commonly used in various scenarios including project financing, corporate restructuring, and investment structures, providing investors with preferential rights to dividends and capital repayment while giving the issuing company the right to redeem the shares under specified conditions.

1. Parties: Identification of the issuing company and the preference shareholder(s)

2. Background: Context of the preference share issuance, including company's share capital structure and purpose of the issuance

3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation

4. Subscription: Details of the preference share subscription, including number of shares, subscription price, and payment terms

5. Preference Share Terms: Core rights attached to the preference shares, including dividend rights, ranking, and participation rights

6. Redemption Terms: Conditions for redemption, redemption price calculation, redemption dates/periods, and redemption procedures

7. Dividend Rights: Specification of dividend rate, calculation methods, payment dates, and conditions for payment

8. Voting Rights: Extent and conditions of voting rights attached to the preference shares

9. Transfer Restrictions: Limitations and conditions on the transfer of preference shares

10. Events of Default: Circumstances constituting default and consequences thereof

11. Representations and Warranties: Standard company representations and specific warranties related to the preference shares

12. Undertakings: Company's ongoing obligations to protect preference shareholders' rights

13. Notices: Communication procedures between parties

14. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and amendment procedures