DORBYL LIMITED - Second quarterly update regarding the suspension of Dorbyl

Second quarterly update regarding the suspension of Dorbyl

Dorbyl Limited
(Incorporated in the Republic of South Africa)
Registration Number: 1911/001510/06
Share Code: DLV ISIN: ZAE000002184
("Company" or "Dorbyl")

SECOND QUARTERLY UPDATE REGARDING THE SUSPENSION OF DORBYL

Shareholders are referred to the announcements on SENS on:

   - 1 November 2012 in which shareholders were advised that
     the listing of Dorbyl’s securities have been suspended
     following the Company’s failure to comply with JSE
     Limited’s (“JSE”) Listings Requirements (“the Listings
     Requirements”) by not submitting its annual financial
     statements timeously (“the Suspension Announcement”); 
     
     and 

   - 5 April 2013 in which shareholders were provided with a
     quarterly update regarding the suspension (“the First
     Quarterly Update”).

As indicated in the First Quarterly Update, Dorbyl’s annual 
financial statements (“AFS”) were submitted to the JSE and
distributed to shareholders on 19 November 2012 (as announced
on SENS) subsequent to the Suspension Announcement. The AFS 
contained a modified audit report in that the Company’s 
auditors being KPMG Inc., replaced their previous emphasis
of matter (which was included in the provisional results) 
with an adverse audit opinion (“Adverse Audit Opinion”). 

The basis for the Adverse Audit Opinion was as a result of
the going concern assessment of Dorbyl at the time, specifically
that the Company will be dependent upon a recapitalisation during
2013 to continue its operations (“the Recapitalisation”). 

In addition to the above, the Adverse Audit Opinion indicates non-
compliance with the International Financial Reporting Standards and 
thus non-compliance with paragraph 8.62(b) of the Listings Requirements,
which must be remedied to pursue the  lifting of Dorbyl’s suspension. 
With regard to the latter, shareholders are referred to the announcement 
on SENS on 24 June 2013 in terms of which shareholders were advised that
a notice in terms of section 60 of the Companies Act, 2008,as amended, 
was posted to shareholders (“the Section 60 Notice”). The Section 60 
Notice included an ordinary resolution proposed by the board of directors 
of Dorbyl in respect of an increase in the borrowing powers of the Company, 
specifically to pursue the Recapitalisation. Accordingly, shareholders are 
advised that the Company is currently in the process of pursuing the 
Recapitalisation which is also required to address the Adverse Audit 
Opinion and the lifting of the suspension.

As the discussions relating to the Recapitalisation are ongoing, it is
uncertain as to when shareholders can expect the suspension to be lifted. 
Shareholders will however be kept duly informed of any further developments 
in this regard.


Johannesburg

9 July 2013

Sponsor to Dorbyl:   PSG Capital Proprietary Limited

Date: 09/07/2013 08:34:00 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.