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Sygnia Itrix (RF) (Proprietary) Limited
Sygnia Itrix Sustainable Economy ETF
JSE Code: SYGSE
ISIN: ZAE000313888
Sygnia Itrix 4th Industrial Revolution Global Equity ETF
JSE Code: SYG4IR
ISIN: ZAE000252433
Portfolios in the Sygnia Itrix Collective Investment Scheme registered as such in terms of the
Collective Investment Schemes Control Act, 45 of 2002, managed by Sygnia Itrix (RF)
Proprietary Limited (“Sygnia Itrix”).
BALLOT PROCEDURES IN RESPECT OF AMALGAMATING THE SYGNIA ITRIX
SUSTAINABLE ECONOMY ETF WITH THE SYGNIA ITRIX 4TH INDUSTRIAL REVOLUTION
GLOBAL EQUITY ETF
THIS LETTER IS IMPORTANT AND REQUIRES YOUR ATTENTION
Sygnia Itrix (RF) (Pty) Ltd, a Manager appointed in terms of the Collective Investment
Schemes Control Act, No. 45 of 2022 (“the Act”), hereby effects ballot voting procedures in
terms of Section 59 of the Deed and Section 99 of the Act to obtain approval for:
• Amalgamation of the Sygnia Itrix Sustainable Economy ETF (“SYGSE”) into the Sygnia
Itrix 4th Industrial Revolution Global Equity ETF (“SYG4IR”).
PLEASE NOTE: Only investors in the SYGSE portfolio are required to vote. Investors in the
SYG4IR portfolio are not required to vote.
Motivation for the proposed amalgamation:
The reason for the amalgamation is due to the similarities between the two products, both
tracking Kensho Indices and providing exposure to Global (predominantly US) equities.
SYGSE tracks the S&P Kensho Sustainable Technologies Index which is made up of 7
subsector indices and holds approximately 274 constituents. SYG4IR tracks the S&P Kensho
New Economies Composite Index which is made up of 25 subsector indices and holds
approximately 544 constituents (which includes all of the SYGSE constituents). SYGSE being
amalgamated into SYG4IR would therefore provide investors with greater diversification for
the same management fee of 0.50% exclusive of VAT. SYG4IR is larger in assets and has a
longer track record. Both funds are deemed high risk portfolios, fully invested into listed global
equities, however the SYG4IR is more diversified.
Below are the 7 subsector indices of the S&P Kensho Sustainable Technologies Index
(KSUSTNP) and a mapping to the sub sector indices of the S&P Kensho New Economies
Composite Index (KNEXP) providing similar exposure:
S&P Kensho Sustainable Technologies Index S&P Kensho New Economies Composite Index
(KSUSTNP) used in SYGSE (KNEXP) used in SYG4IR
S&P Kensho Final Frontiers Index S&P Kensho Space Index
S&P Kensho Intelligent Infrastructure Index S&P Kensho Advanced Transport Systems Index, S&P
Kensho Smart Borders Index, S&P Kensho Smart
Grids Index
S&P Kensho Smart Transportation Index S&P Kensho Electric Vehicles Index, S&P Kensho
Drones Index, S&P Kensho Advanced Transport
Systems Index
S&P Kensho Clean Power Index S&P Kensho Cleantech Index, S&P Kensho Clean
Energy Index
S&P Kensho Future Communication Index S&P Kensho Digital Communities Index, S&P Kensho
Virtual Reality Index, S&P Kensho Enterprise
Collaboration Index
S&P Kensho Advanced Manufacturing Index S&P Kensho Robotics Index, S&P Kensho Smart
Factories Index
S&P Kensho Sustainable Staples Index S&P Kensho Sustainable Farming Index.
The following are additional subsector indices included in the S&P Kensho New Economies
Composite Index:
S&P Kensho Cyber Security Index, S&P Kensho Wearables Index, S&P Kensho Autonomous
Vehicles Index, S&P Kensho 3D Printing Index, S&P Kensho Smart Buildings Index, S&P
Kensho Nanotechnology Index, S&P Kensho Genetic Engineering Index, S&P Kensho Future
Payments Index, S&P Kensho Alternative Finance Index, S&P Kensho Distributed Ledger
Index and the S&P Kensho Digital Health Index.
Notification to the investors in the SYG4IR portfolio:
This SENS announcement serves as a warning of the proposed amalgamation and contains
the required information for you to make an informed decision pertaining to the exercise of
your rights.
Should investors holding a majority in value of participatory interest in the SYG4IR portfolio
object to the proposed amalgamation, the manager will not proceed with the amalgamation
and inform the Financial Sector Conduct Authority (“FSCA”) of the objection.
The assets that are transferred from the SYGSE portfolio will be of similar type, quality and
liquidity as the assets held by the SYG4IR portfolio. The SYGSE portfolio does not hold any
illiquid assets. No illiquid assets will be transferred to SYG4IR as a result of the amalgamation.
The Standard Bank of South Africa Limited (“the trustees”) must be in agreement that the
assets being transferred:
• will not result in any material prejudice to the interest of investors in the SYG4IR portfolio;
• will be consistent with the investment policy of the portfolio;
• can be effected without any breach of investment limits or the investment policy.
List of similarities and differences:
Transferring portfolio Target portfolio
Fund name: Sygnia Itrix Sustainable Economy Sygnia Itrix 4th Industrial Revolution
ETF Global Equity ETF
Portfolio S&P Kensho Sustainable S&P Kensho New Econonomies
benchmark: Technologies Index Composite Index
Investment The objective of the Sygnia Itrix Sustainable The objective of this portfolio is to provide simple
Economy ETF is to provide an investment vehicle access to investors who wish to gain investment
policy:
that gives easy access to investors who want to exposure to new technologies by tracking the
achieve long term capital appreciation in tracking movements of the Kensho New Economies
the performance of the S&P Kensho Sustainable Composite ℠ Index through investing in the
Technologies Index (“benchmark index”). physical index securities. The Kensho New
Economies Composite ℠ Index comprehensively
The benchmark index measures the performance captures the 21st Century Sectors that are
component of the S&P Kensho New Economy propelling the 4th Industrial Revolution and
Sector Indices that include companies with fostering new industries that will transform every
exposure to smart transportation and facet of our lives.
manufacturing, sustainable agriculture, clean
power, space exploration, intelligent infrastructure The investment policy of the portfolio shall be to
and the technologies that enable remote working. track the Index by buying securities that
The S&P Kensho Sustainable Technologies Index substantially make up the Index at similar
is made up of seven component indices. The weighting as they are included in the Index.
seven indices are combined and optimized using Whenever the Index gets rebalanced by the index
S&P Kensho’s proprietary algorithms. The index provider, the Portfolio will purchase the constituent
has an ESG overlay, which screens out companies securities that substantially make up the Index and
that generate revenue from thermal coal will sell the constituent securities which were
production/extraction or from shale, arctic or oil excluded from the Index and buy or sell the
sands oil and gas extraction. Companies in securities that remain in the Index, in order to
violation of the ESG screens are dropped and the ensure that the returns of the portfolio follows that
weights of the remaining constituents are scaled of the index. A tracking error minimizing algorithm
up to 100%. is used to determine the least number of
transactions required to keep the portfolio’s returns
In order to achieve this objective, the Sygnia Itrix aligned as closely as practically and feasibly
Sustainable Economy ETF shall track the S&P possible to the Index’s return while at the same
Kensho Sustainable Technologies Index as closely time keeping the trading costs in the portfolio to a
as practically and feasibly possible by buying minimum.
securities that substantially make up the Index at
similar weighting as they are included in the Index. No securities will be bought for the sole purposes
Whenever the Index gets rebalanced, the Portfolio of making a speculative profit by selling them at a
will be rebalanced to align its holdings to that of the higher price later on unless this is for the purpose
benchmark and to the extent that it’s performance of tracking the Index. All purchase and sales of
will not deviate from its benchmark. The portfolio securities are done solely to ensure the Portfolio
will be passively managed and provides investors holds securities that substantially make up the
access to a global, fast growing sustainable Index and minimizes the tracking error to the Index.
technology sectors, which will assist in diversifying
their overall investment portfolios. No securities The portfolio is passively managed, and aims to
will be bought for the sole purposes of making a produce the same level of income as that produced
speculative profit by selling them at a higher price by the Index. As a further objective, the securities
later, unless this is for the purpose of tracking the held by the portfolio shall be managed to generate
Index. income for the benefit of investors.
The portfolio will be managed to most effectively The composition of the Portfolio will be compared
give effect to the objectives and investment policy to the composition of the Index on a daily basis,
by including apart from assets in liquid form the taking into account any investment contributions or
use of listed and unlisted financial instruments withdrawals to and from the Portfolio, the receipt of
(derivatives) for the exclusive purpose of efficient any dividends for reinvestment, the effect of any
portfolio management. The portfolio is passively corporate actions and its impact on the
managed and aims to produce the same level of composition of the Portfolio relative to that of the
income as that produced by the Index. As a further Index.
objective, the securities held by the portfolio may
be managed to generate income for the benefit of The portfolio shall also be entitled to employ such
investors. other investment techniques and instruments as
will most effectively give effect to the object and
The portfolio may invest in participatory interests investment policy of the portfolio, including the use
and other forms of participation in portfolios of of depository receipts as well as listed and unlisted
collective investment schemes, whether listed on financial instruments, including derivatives, in
an exchange or not, registered in South Africa or accordance with the provisions of the Act and
offshore with similar schemes operated in applicable legislation as amended from time to
territories with a regulatory environment which is time. The Manager may also include unlisted
to the satisfaction of the manager and trustee of a forward currency, interest rate, index and
sufficient standard to provide investor protection at exchange rate swap transactions for efficient
least equivalent to that in South Africa in portfolio management.
accordance with the provisions of the Collective
Investment Schemes Control Act and applicable Investors can obtain participatory interests in the
legislation, as amended from time to time, in order Portfolio by acquiring participatory interests on the
to achieve the portfolio’s investment objective. secondary market or subscribing for participatory
interests in the portfolio. In order to achieve this
It is recorded that the portfolio’s ability to replicate objective the manager may, subject to the Act and
the price and yield performance of the Index will this Supplemental Deed No 16 read together with
be affected by the costs and expenses incurred by the Main Deed, create and issue or redeem and
the portfolio. cancel an unlimited number of participatory
interests in the portfolio.
The Trustee shall ensure that the Manager
complies with the investment policy set out in this The portfolio will not be managed according to
supplemental deed. traditional methods of active management, which
involve the buying and selling of securities based
For the purpose of this portfolio, the Manager shall on economic, financial and market analysis and
reserve the right to close the portfolio to new investing judgment. Instead the investment
investors on a date determined by the Manager. objective and style will be replication of the Index
This will be done in order to be able to manage the returns. As a result the financial or other condition
portfolio in accordance with its mandate. The of any company or entity included from time to time
Manager may, once a portfolio has been closed, in the Index will not result in the elimination of its
open that portfolio again to new investors on a securities from the portfolio unless the securities of
date determined by the Manager. such company or entity are removed from the
Index itself.
The portfolio will hold securities purely for the
economic rights and benefits attaching thereto,
and accordingly if a takeover bid is made for shares
of a company included in the Index, the portfolio
will not tender shares in respect thereof. Securities
held by the portfolio which are subject to a takeover
bid will only be surrendered if such surrender is
mandatory (and then only to the extent of such
mandatory surrender) in terms of the applicable
law or under the rules of a regulatory authority or
body having jurisdiction. If a takeover bid results in
a company no longer qualifying for inclusion in the
Index, any shares of the company held by the
portfolio after the takeover bid will be disposed of
by the portfolio, and the proceeds will be applied in
effecting the appropriate adjustments to the
portfolio.
To the extent necessary for the purposes of
achieving its investment policies, the portfolio may
hold assets in liquid form.
It is recorded that the portfolio’s ability to replicate
the price and yield performance of the Index will be
affected by the costs and expenses incurred by the
portfolio.
To the extent that assets in the portfolio are
exposed to exchange rate risk, the Manager may
include listed and unlisted financial instruments for
the exclusive purpose of hedging exchange rate
risk subject to the conditions and limits stipulated
by the Act. The manager shall have the maximum
flexibility to vary allocation between the various
geographical markets and sector classes to reflect
changing economic and market conditions.
The portfolio may invest in participatory interests
and other forms of participation in portfolios of
collective investment schemes, whether listed on
an exchange or not, registered in South Africa and
other similar schemes operated in territories with a
regulatory environment which is to the satisfaction
of the manager and trustee of a sufficient standard
to provide investor protection at least equivalent to
that in South Africa and which is consistent with the
portfolio’s primary objective.
Any material change to the investment policy of the
portfolio shall constitute an amendment of the
Deed, and shall be subject to the provisions of
clause 65 of the Deed, in which even investors
shall be given reasonable notice to enable them to
redeem their participatory interest prior to
implementation of the change.
Charges: Management Fees 0.50% excl VAT Management Fees 0.50% excl VAT
Distribution: June, December June, December
Rebalancing: March, June, September and March, June, September and
December December
Balloting Procedures for the investors in the SYGSE portfolio
The ballot will be valid if the majority of investors in the SYGSE, excluding the manager,
vote in favour of the amalgamation. Absence of a response will be regarded as a vote
in favour of the amalgamation.
Section 99 (3)(a) of the Act stipulates that on the effective date, every investor “shall hold in
the new scheme or portfolio, such participatory interests with an aggregate money value that
is not less than the lower of the net asset value or market value, as may be fair and reasonable
in the circumstances of the participatory interests which such investor, immediately before the
date on which the proposed transaction becomes effective, held in the original portfolio.” In
other words, when the portfolios are amalgamated, investors will be issued with replacement
participatory interests in the SYG4IR portfolio which will be equal in market/monetary value to
the participatory interests held pre-amalgamation.
The manager will apply the round down methodology and pay fractions in the instance where
fractional ETF securities cannot be issued.
How does the proposed amalgamation impact your investment?
Please refer to the table of comparisons above for a comprehensive list of similarities and
differences between the transferring and targeted portfolio. As mentioned above the
amalgamation introduces further diversification for SYGSE investors in terms of exposure to
a higher number of listed global equities, however the SYG4IR has the same risk classification
as SYGSE.
If the ballot is successful and approved by the FSCA, the SYGSE portfolio will be rebalanced
to align its weighted holdings with the SYG4IR portfolio just before the effective date of the
amalgamation to ensure investors are not prejudiced as a result of a difference in performance
between the two portfolios after the conversion ratio has been calculated and published.
For the investors in the SYG4IR portfolio the proposed amalgamation will have no impact on
their investments as the portfolio will continue to exist with no changes to the investment
objective.
Investors in the SYGSE portfolio will receive replacement participatory interests in the SYG4IR
portfolio which tracks the S&P Kensho New Economies Composite Index with no adverse
effect on their investments as a result of the amalgamation.
A special distribution shall take place on both the SYGSE and SYG4IR portfolios as a result
of the amalgamation.
There shall be no tax impact or change in investment value for investors as a result of the
amalgamation.
The amalgamation does not release the trustees, custodian or manager from any
responsibility to the investors.
Your rights as an investor:
All investors in the SYGSE portfolio are given an opportunity to vote in favour of, or against,
the proposed amalgamation in terms of clause 99 of the Act.
In terms of FSCA Notice 1 of 2023 [Exemption of CIS Managers from certain requirements of
Section 99(1) of the Collective Investment Schemes Control Act (“CISCA”), 2002] all investors
in the SYG4IR portfolio are given an opportunity to object to the proposed amalgamation, but
are not required to vote.
An independent auditor will verify the outcome of the ballot.
If investors do not participate in the amalgamation ballot timeously, they will be deemed
to have voted in favour of the amalgamation.
The amalgamation will be a Capital Gains Tax (“CGT”) roll-over event, so no CGT will be
payable upon amalgamation.
Should you not be comfortable with the proposal in so far as they relate to the portfolio in
which you hold participatory interests, you may elect to redeem your participatory interests at
any time and withdraw your money at the prevailing price in the market, as defined in the Main
Deed, subject to that it is a discretionary investment. By electing to redeem or sell your
participatory interests, it will constitute a CGT event for which you will be liable to pay
CGT at your next income tax assessment.
If you choose not to withdraw your investment, the proposed amalgamation as set out in this
announcement (to the extent that they are approved by investors) will automatically apply to
your investment.
Action required by SYG4IR investors:
1. No action is required.
2. Should you wish to object to the proposed amalgamation, please notify our
registered auditors, Mazars, at ballotsygnia@mazars.co.za on or before 24 October
2023.
Action required by SYGSE investors:
1. Investors are requested to notify their JSE Brokers/CSDPs by no later than Tuesday,
24 October 2023, as to whether they approve the proposed amalgamation as set
out in this announcement or not;
2. Alternatively, please complete the enclosed Ballot Form and return it to our
registered auditors, Mazars, at ballotsygnia@mazars.co.za on or before 24 October
2023.
3. If you have disposed of your participatory interests in the portfolio, no action is
required.
Approval and commencements:
Subject to the ballot voting procedure being successful and approval by the FSCA, the
proposed amalgamation will be with effect from commencement of business on Wednesday,
22 November 2023. Copies of the Sygnia Itrix 4th Industrial Revolution Global Equity ETF
Pricing Supplement, in English, may be obtained during normal business hours from the office
of Sygnia Itrix (RF) (Proprietary) Limited located at 7th Floor, The Foundry, Cardiff Street,
Greenpoint, 8001 and is available on the website: www.sygnia.co.za.
Expected timeline for the implementation of the proposed amalgamation:
Salient dates 2023
Record date for the ballot voting procedures Wednesday, 06 September
Declaration SENS announcement of the SYGSE amalgamation Tuesday, 12 September
Last day for investors/brokers/CSDPs to respond to auditors (by Tuesday, 24 October
5pm)
Deadline for auditors to submit their findings report to Sygnia Tuesday, 31 October
Itrix
Sygnia Itrix to submit the auditor's report to the FSCA Wednesday, 01 November
FSCA to advise Sygnia to submit signed supplemental deeds for Monday , 06 November
approval
FSCA issues approval letter Friday, 10 November
SENS announcement confirming the results of the ballot and Monday, 13 November
finalisation information
Trade date for rebalance trades to align SYGSE with SYG4IR Tuesday, 14 November
Settlement date for rebalance trades Friday, 17 November
Calculation of conversion ratio at market close on Monday, 20 November
SENS announcement of conversion ratio by 11am Tuesday, 21 November
Last day to trade in respect of the special distribution and the Tuesday, 21 November
amalgamation
Suspension of trading of the SYGSE ETF shares on the JSE Wednesday, 22 November
Commencement of trading of the issued shares under the name Wednesday, 22 November
Sygnia Itrix 4th Industrial Revolution Global Equity ETF (ISIN:
ZAE000252433 and alpha code: SYG4IR)
SENS announcement in respect of cash rates for special Wednesday, 22 November
distribution by 11am
SENS announcement of fractional entitlements Thursday, 23 November
Record date Friday, 24 November
Accounts of dematerialised securities holders updated at their Monday, 27 November
CSDPs or brokers
Payment date of fractional shares and special distribution Monday, 27 November
Termination of listing of SYGSE ETF shares on the JSE Tuesday, 28 November
Note: Any changes to the expected dates above will be announced on SENS.
Index disclaimer:
The indices tracked by SYGSE and SYG4IR are products of S&P Dow Jones Indices LLC or
its affiliates (“SPDJI”) and has been licensed for use by Sygnia Itrix. Standard & Poor’s® and
S&P® are registered trademarks of Standard & Poor’s Financial Services LLC (“S&P”); Dow
Jones® is a registered trademark of Dow Jones Trademark Holdings LLC (“Dow Jones”); and
these trademarks have been licensed for use by SPDJI and sublicensed for certain purposes
by Sygnia Itrix. The Fund is not sponsored, endorsed, sold or promoted by SPDJI, Dow Jones,
S&P, their respective affiliates and none of such parties make any representation regarding
the advisability of investing in such product(s) nor do they have any liability for any errors,
omissions, or interruptions of the Index.
Should you require any further information, please do not hesitate to contact our Client Contact
Centre on 0860 794 642.
12 September 2023
Manager
Sygnia Itrix (RF) (Proprietary) Limited
Trustee
The Standard Bank of South Africa Limited
JSE Sponsor
Vunani Capital Sponsors
