To view the PDF file, sign up for a MySharenet subscription.

DORBYL LIMITED - Changes to the Board following the Joint Announcement of the Firm Intention by Naledi

Release Date: 04/04/2014 17:25
Code(s): DLV     PDF:  
Wrap Text
Changes to the Board following the Joint Announcement of the Firm Intention by Naledi

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

CHANGES TO THE BOARD FOLLOWING THE JOINT ANNOUNCEMENT OF THE FIRM INTENTION 
BY NALEDI FOUNDRY OF REPUBLIC OF SOUTH AFRICA PROPRIETARY LIMITED (“Naledi”) 
TO MAKE AN OFFER TO ALL DORBYL SHAREHOLDERS EXCLUDING AFRICAN DUNE INVESTMENTS 
311 PROPRIETARY LIMITED (“African Dune”), TO ACQUIRE ALL THE SHARES IN THE
ISSUED SHARE CAPITAL OF DORBYL EXCLUDING SUCH SHARES HELD BY AFRICAN DUNE AND 
BY NALEDI BY WAY OF THREE INDEPENDENT SCHEMES OF ARRANGEMENT (“the Firm 
Intention Offer”)

Shareholders are referred to the Firm Intention Offer announced on SENS on
14 March 2014.

In order to comply with the requirements of the Companies Regulations, 2011 
(“the Companies Regulations”) relating to the composition of an independent 
board, and in compliance with sections 3.59(a) and 3.59(c) of the JSE Listings 
Requirements, shareholders are hereby informed of the following changes to the
Board of directors of Dorbyl ("the Dorbyl Board"):

 -   the co-option of Messrs Martin Hinxman (“Martin”) and Mfanelo P Ntsobi 
     (“Mfanelo”) as independent non-executive directors to the Dorbyl Board, 
     with effect from 3 April 2014 and until the next annual general meeting; 
     and

 -   the change in status of Mr. Maurice Magugumela from independent non-
     executive director of the Board to non-executive director with effect 
     from 3 April 2014.

Martin is a chartered accountant with more than 15 years senior and executive 
management experience, having completed his articles with Arthur Young in 1984. 
Martin has worked for a variety of organizations ranging from small privately 
owned companies to companies listed on the JSE (which includes Allied Electronics 
Corporation Limited, Nampak Limited and CMI Limited) and the Alternative Investment 
Market of the London Stock Exchange (such as Noventa Limited) amongst others. 
In recent years Martin has been working as an independent interim management 
consultant, servicing small to medium size companies.

Mfanelo is a policy analyst and communication strategist by training, having, 
amongst others, successfully completed a bachelor degree in military science 
(BMil), honours in public management (BPA Hons) and masters in administration 
(MAdmin). He is a PHD candidate with Wits University, focusing on entrepreneurship
and township economy. He is the Deputy Chairperson (non-executive) of Mtha Aviation. 
Mfanelo serves on the following boards: Gauteng Growth and Development Agency (GGDA),
Auto Industry Development Centre, Small Business Development Institute, Big Break 
Legacy Youth Entrepreneurship Fund and GGDA Audit and Risk Committee.

In accordance with the Companies Regulations, an independent Dorbyl board has been
appointed by the Dorbyl Board comprising of Tracy Morkel, Mfanelo P Ntsobi and 
Martin Hinxman ("the Independent Board").

The Independent Board will review and consider the independent expert`s opinion and
recommendations in regard to the Firm Intention Offer. The full details of the Firm 
Intention Offer, the substance of the external advice and the opinion of the Independent 
Board relating to the Firm Intention Offer will be detailed in a comprehensive circular 
to shareholders, which circular will be distributed in due course.


By order of the Board

Johannesburg
4 April 2014

PSG Capital Proprietary Limited

Transaction Advisor and Sponsor to Dorbyl

Date: 04/04/2014 05:25:00 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.

Share This Story