Provision Of Financial Assistance
Fairvest Property Holdings Limited
Incorporated in the Republic of South Africa
(Registration Number: 1998/005011/06)
Share code: FVT
ISIN: ZAE000203808
(Approved as a REIT by the JSE)
(“Fairvest” or “the Company”)
PROVISION OF FINANCIAL ASSISTANCE
Fairvest shareholders are referred to Special Resolution Number 3,
relating to the provision of direct or indirect financial assistance in
terms of section 45 of the Companies Act, No 71 of 2008 (“the Companies
Act”) to related or inter-related companies, which was approved at the
annual general meeting of Fairvest on 3 November 2015.
Fairvest shareholders are notified in terms of section 45(5)(a) of the
Companies Act, that on 29 July 2016 the board of directors of the
Company (“the Board”) approved the provision of financial assistance
(“the Board Resolution”), pursuant to the above shareholder approval,
to the following newly-incorporated subsidiary of Fairvest:
- Urban Growth Property Proprietary Limited (“UGP”)
o Fairvest has granted financial assistance by way of a loan
to UGP in the amount of R24 000 000 in order to enable UGP
to purchase and redevelop the Macassar Shopping Centre,
Western Cape; and
o Fairvest has granted further financial assistance by
providing a guarantee of R35 600 000 on behalf of UGP in
respect of bank loans raised.
The financial assistance provided, as detailed above, is greater than
one-tenth of 1% of Fairvest’s net worth as at the date of the Board
Resolution.
The Board further confirms that immediately after providing the above
financial assistance, the Company will continue to satisfy the solvency
and liquidity test as contemplated in section 4 of the Companies Act.
Furthermore, the Board confirms that the terms and conditions of the
financial assistance are fair and reasonable to the Company and that
there has been due compliance with the Company’s memorandum of
incorporation.
10 August 2016
Cape Town
Sponsor: PSG Capital Proprietary Limited
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