ESOR LIMITED - Changes to the Board, Important Functions of Directors, Audit Committee and Appointment of Lead Independent Director

Changes to the Board, Important Functions of Directors, Audit Committee and Appointment of Lead Independent Director

ESOR LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1994/000732/06)
JSE code: ESR
ISIN: ZAE000184669
(“Esor” or “the Company”)


CHANGES TO THE BOARD, IMPORTANT FUNCTIONS OF DIRECTORS, AUDIT
COMMITTEE AND APPOINTMENT OF LEAD INDEPENDENT DIRECTOR

CHANGES TO THE BOARD AND IMPORTANT FUNCTIONS OF DIRECTORS

The Board hereby notifies shareholders that in terms of
paragraph 3.59 of the Listings Requirements of JSE Limited and
as per the announcement released on SENS on Friday, 27 June
2014, where mention was made of the Company’s intention to
restructure the Board, the following changes have been
implemented:

- Mr Bernie Krone, will step down as Chief Executive Officer
  and will be appointed as non-executive Chairman effective
  from 1 September 2014;
- Mr Wessel van Zyl, the current Chief Financial Officer, will
  take over from Mr Krone as Chief Executive Officer effective
  from 1 September 2014. Mr van Zyl, in addition to his
  appointment as Chief Executive Officer, will continue to act
  as Chief Financial Officer until a suitable replacement is
  found;
- Mr Dave Thompson and Dr Franklin Sonn retire as independent
  non-executive   Chairman   and   Independent   non-executive
  director respectively effective from 21 August 2014.
- Mrs Heather Sonn and Mr Eugene Erasmus are appointed as
  independent non-executive directors effective from 21 August
  2014.

Heather Sonn has held senior executive positions in investment
management, stock-broking and banking in the US, UK and South
Africa and is currently Managing Director of Gamiro Investment
Holdings,   which  is   focused   on  the   renewable  energy,
agriculture and financial services sectors.


Eugene Erasmus is a qualified engineer and holds a M.Eng. He
has held various positions from Site Engineer to Contracts
Manager prior to being appointed as Project Director in 1993
at LTA. He subsequently held the positions of MD Concessions,
Executive Chairman Mining Business Unit and ultimately
Managing Director of Aveng Grinaker-LTA from 2010 to his
retirement in 2011.
CHANGES TO THE AUDIT COMMITTEE

The Board hereby notifies its shareholders that the following
changes to the Company’s Audit Committee have been implemented
effective from 21 August 2014:

- Mr Ethan Dube, in addition to Mr Dave Thompson and Dr
  Franklin Sonn, retire from the Company’s Audit committee;
- Mrs Heather Sonn and Mr Eugene Erasmus were appointed to the
  Audit Committee; and
- Mrs Heather Sonn will assume the position of Chairperson of
  the Audit Committee from Dr Oswald Franks who remains a
  member of the Audit Committee.


Appointment of Lead Independent Director

In compliance with paragraphs 3.59 and 3.84(c) of the Listings
Requirements of the JSE Limited, the Board hereby notifies its
shareholders that Dr Oswald Franks, an independent non-
executive director of the Company, has been appointed as the
Lead Independent Director of the Company effective from 21
August 2014.


The Board takes this opportunity to express their appreciation
to Mr Dave Thompson and Mr Franklin Sonn for their respective
8 and 7 years of service. Their guidance and strategic input
has been most valued. The Board wishes them well in their
future endeavours. The Board further thanks Mr Bernie Krone
for his committed service as CEO from listing in 2006 to date.
He has guided the company through the years to the successful
listing on the AltX in 2006, winning the AltX National
Business Award in 2008 and the transfer to the JSE Main Board
in 2009.

The Board looks forward to continuing to steer the Company
forward with Mr Bernie Krone and Mr Wessel van Zyl in their
new roles and also welcomes Mrs Heather Sonn and Mr Eugene
Erasmus to the Board.


Germiston
22 August 2014

Sponsor
Vunani Corporate Finance

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