ELLIES HOLDINGS LIMITED - Notification in terms of section 45(5) of the Companies Act, 2008 (the Act)

Notification in terms of section 45(5) of the Companies Act, 2008 (“the Act”)

ELLIES HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2007/007084/06)
JSE share code: ELI ISIN: ZAE000103081
(“Ellies” or the “company”)



NOTIFICATION IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT, 2008 (“THE ACT”)



Notice is hereby given that, in terms of the provisions of section 45(5) of the Act and pursuant to the special
resolution passed at the annual general meeting of the company held on 29 November 2013, authorising the
company to provide direct or indirect financial assistance to related or inter-related parties, the board of
directors (“the board”) has resolved in terms of section 45(2) of the Act to authorise Ellies to provide
financial assistance to Ellies (Pty) Ltd, a wholly owned subsidiary of Ellies, which financial assistance
exceeds one-tenth of one percent of the company’s net worth.

Ellies has granted financial assistance to Ellies (Pty) Ltd by binding itself in favour of Lombard Insurance
Company Limited (“Lombard”) as surety and co-principal debtor jointly and severally with Ellies (Pty) Ltd
in respect of indemnities which Ellies (Pty) Ltd has given or may give to Lombard holding Lombard
harmless against any claims, losses, demands, liabilities, costs or any other expenses of whatever nature
which Lombard may incur by reason of it furnishing or providing certain guarantees, undertakings and
suretyships in favour of certain persons, companies, municipal, provincial or governmental authorities or
other bodies for the due payment of any monies now or from time to time owing by Ellies (Pty) Ltd.

In accordance with section 45 of the Act, the board is satisfied and acknowledges that:

   (i)    immediately after providing such financial assistance, Ellies would satisfy the solvency and
          liquidity test as provided for in section 4 of the Act, and

   (ii)   the terms under which such financial assistance is to be given are fair and reasonable to Ellies.

27 November 2014


Sponsor

Java Capital

Date: 27/11/2014 02:45:00 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.