ISA HOLDINGS LIMITED - Notice in Terms of Section 45(5) of the Companies Act 2008

Notice in Terms of Section 45(5) of the Companies Act 2008

ISA Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 1998/009608/06)
Share code: ISA ISIN: ZAE000067344
(“ISA” or “the Company”)


NOTICE IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT 2008

In terms of section 45(5) of the Companies Act, 2008 (Act 71 of 2008), as amended, (“the
Companies Act”) and pursuant to the special resolution passed at the annual general meeting of
the Company held on 29 June 2016 authorising the board of directors of ISA (“the Board”) to
provide financial assistance to related or inter-related parties, shareholders are hereby advised that
ISA has granted financial assistance in the form of a R1 million loan to its major BEE shareholder,
EmpowerGroup Technology Proprietary Limited (“EmpowerGroup”), which financial assistance
exceeds one tenth of one percent of ISA’s net worth.

The financial assistance has been granted to EmpowerGroup in respect of a loan agreement
entered into between the Company and EmpowerGroup.

The Board has satisfied itself that:
-   ISA will meet the requirements of the solvency and liquidity test in terms of section 45(3)(b)(i)
    of the Companies Act immediately after granting the financial assistance to EmpowerGroup;
    and
-   the terms and conditions under which the financial assistance was granted to EmpowerGroup
    are fair and reasonable to ISA in terms of section 45(3)(b)(ii) of the Companies Act.

Johannesburg
27 January 2017

Designated Adviser
Merchantec Capital

Date: 27/01/2017 12:20:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.