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ISA Holdings Limited - Voluntary Announcement

Release Date: 28/03/2006 13:18
Code(s): ISA
Wrap Text

ISA Holdings Limited - Voluntary Announcement ISA Holdings Limited (Formerly Y3K Group Limited) ("ISA" or "the company") (Registration number: 1998/009608/06) JSE share code: ISA (formerly YHK) ISIN code: ZAE000067344 (formerly ZAE000017208) Voluntary Announcement In accordance with the AltX Listings Requirements, shareholders are advised of the risks of investing in a company listed on AltX and are advised that the JSE does not guarantee the viability or the success of a company listed on AltX. In terms of JSE Listings requirements a Designated Adviser has to be retained by the company. The Designated Adviser is required to, inter alia, attend all board meetings held by the company to ensure that all JSE Listings Requirements and applicable regulations are complied with, approve the financial director of the company and guide the company in a competent, professional and impartial manner. If the company fails to retain a Designated Adviser it must make arrangements to appoint a new Designated Adviser within 10 business days, failing which the company faces suspension of trading of its securities. If a Designated Adviser is not appointed within 30 days of its suspension the company faces the termination of its listing without an offer to minorities. Shareholders are advised that in the Y3K Group Limited circular to shareholders dated 16 May 2005, regarding the acquisition of Information Security Architects (Proprietary) Limited, and iSecure (Proprietary) Limited and related matters, resulting in the reverse take-over of Y3K Group Limited by Information Security Architects (Proprietary) Limited ("the circular"), it was proposed that the directors would sell one million ISA shares at 13,396 cents per share to employees of ISA via the share incentive trust. This transaction did not take place as the employees have left the employ of the company, and consequently the sale of shares could not be fulfilled. However, in disclosing the transaction in the circular and the 2005 annual report, disclosure was made as if the directors had sold their shares, and the employees had purchased the shares via the share incentive trust. Due to the non-fulfillment of this share sale, the directors" interests in the company"s share capital will remain as if the sale of shares had not taken place and the directors" interest in the company"s securities, as at 31 March 2005 as disclosed on page 35 of the circular, is hereby amended and is disclosed as follows: Director Number of Number of Number of Total Percentage shares held shares held shares held interest Directly and Indirectly Indirectly
beneficially and and non- beneficially beneficially R S Price 7 249 433 17 340 983 0 24 590 416 18,92% D C Seaton 150 000 591 812 0 741 812 0,57% D Perreira 150 000 0 0 150 000 0,12% C S Katz 14 000 000 0 23 766 385 37 766 385 29,05% P J G Green 21 898 435 0 0 21 898 435 16,84% Total 43 447 868 17 932 795 23 766 385 85 147 048 65,50% The above percentage calculations are based on 130 000 000 shares that are currently in issue. Randburg 28 March 2006 Designated Advisor: River Group River Group Date: 28/03/2006 01:18:05 PM Supplied by www.sharenet.co.za Produced by the JSE SENS Department

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