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Section 45
CROOKES BROTHERS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1913/000290/06)
Share code: CKS ISIN: ZAE000001434
(“Crookes” or “the Company”)
NOTICE OF PROVISION OF DIRECT OR INDIRECT FINANCIAL ASSISTANCE IN
TERMS OF SECTION 45 OF THE COMPANIES ACT NO 71 OF 2008
Shareholders of Crookes are referred to the special resolution tabled and approved
at the Annual General Meeting held on 26 July 2013, authorising directors in terms of
Section 45 of the Companies Act, (Act 71 of 2008), as amended (“the Act”) to provide
direct or indirect financial assistance to any company or corporation which is related
or inter-related to the Company. Subsequent to the acquisition of the farming
enterprise known as High Noon Farm announced on SENS on 23 December 2013,
and in terms of Section 45 (2) of the Act, the Board has authorised the Company to
provide or to continue to provide direct or indirect financial assistance (including by
way of loans or guarantees) to related or inter-related companies in the normal
course of business.
The Board has confirmed that, after considering the reasonably foreseeable financial
circumstances of the Company, it is satisfied that, immediately after it provided or
provides such financial assistance, the Company would satisfy the solvency and
liquidity test, as contemplated in terms of Section 4 of the Act and that the terms
under which such financial assistance would be given would be fair and reasonable
to the Company. Shareholders are advised that the financial assistance (loan
finance) provided or to be provided to the related or inter-related companies exceeds
1/10th of 1% of the Company’s net worth as at the approval date of this notification.
Renishaw
28 February 2014
Sponsor:
Sasfin Capital
(A division of Sasfin Bank Limited)
Date: 28/02/2014 05:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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