Proceedings in terms of section 165(3) of the Companies Act, 71 of 2008
Lewis Group Limited
Incorporated in the Republic of South Africa
Registration number 2004/009817/06
JSE share code: LEW
ISIN: ZAE00058236
JSE share code: LEW 01
ISIN: ZAG000110222
(“Lewis” or “the group” or “the company”)
Proceedings in terms of section 165(3) of the Companies Act, 71 of 2008
Following the company’s SENS announcement dated 1 June 2016, in which it advised
shareholders that it intended to launch proceedings to set aside a demand that
had been received from one of its beneficial shareholders, David Woollam, in
terms of Section 165 of the Companies Act, 71 of 2008, to initiate proceedings
to declare certain of the company’s directors delinquent, shareholders are
advised that such proceedings were initiated yesterday in the Western Cape
Division of the High Court, in Cape Town.
The basis of the company’s application is that Mr Woollam’s demand is frivolous,
vexatious and without merit. The company is seeking costs from Mr Woollam on an
attorney–client scale. The company regards Mr Woollam’s demand in terms of
Section 165 as the latest in a lengthy list of actions by him calculated to
damage the company’s reputation, operations and business. As the company has
fully articulated in its founding papers, Mr Woollam held a long standing short
position on Lewis’ shares at the time of his campaign against Lewis.
It is Lewis’s contention that Woollam’s ongoing campaign against it is a
concerted attempt by him to drive down the price of Lewis’s shares in order that
he may opportunistically benefit financially by taking short positions in
relation to Lewis’s shares. The demand, Lewis submits, should be seen as part of
this overall strategy on the part of Woollam.
Lewis has filed a complaint in respect of Woollam’s short position with the
Financial Services Board (“FSB”). In terms of a press release of 30 March 2016,
the FSB has confirmed that it is engaged in an ongoing investigation in respect
of suspected insider trading and prohibited practices in relation to shares in
Lewis.
The Lewis shareholders will continue to be kept abreast of further developments.
Cape Town
9 June 2016
Sponsor: UBS South Africa Proprietary Limited
Debt Sponsor: Absa Bank Limited (acting through its Corporate and Investment
Bank division)
Legal Advisors: ENSafrica
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