RBA HOLDINGS LIMITED - Update on business rescue process of RBA and RBA Developments

Update on business rescue process of RBA and RBA Developments

RBA HOLDINGS LIMITED (IN BUSINESS RESCUE)
(Incorporated in the Republic of South Africa)
(Registration number: 1999/009701/06)
(Share Code: RBA ISIN Code: ZAE000199642)
(“RBA” or “the Company”)

UPDATE ON BUSINESS RESCUE PROCESS OF RBA AND RBA DEVELOPMENTS (JHB)
(PTY) LIMITED (IN BUSINESS RESCUE) (“RBA DEVELOPMENTS”)


Shareholders are referred to the announcements of 1 March 2016 and 26 February 2016 in
this regard. Trevor Glaum, the Business Rescue Practitioner (“BRP”), would like to provide
the following update as to the business rescue process and a general update of the RBA
group.

  1. BOARD AND COMMITTEES
     The RBA Board, the Audit and Risk committee (with the IT Steering Committee
     reporting to the Audit and Risk Committee) and the Social and Ethics committee will
     continue to operate and fulfill their duties as delegated by the BPR.


  2. ANNUAL FINANCIAL STATEMENTS OF RBA FOR THE YEAR ENDED 31
     DECEMBER 2015
     The Audit and Risk Committee and the Board have been requested to sign off the RBA
     AFS for 2015. With the delays caused by the business rescue process RBA aims to
     publish the the final AFS for 2015 in April 2016 with no provisional results published at
     the end of March 2016.


  3. BUSINESS RESCUE PROCESS UPDATE
     The first meetings with the creditors of RBA and RBA Developments and the
     employees of RBA Developments were held on 8 March 2016. Two committees, a
     creditors’ committee and an employee committee, were formed at the respective
     meetings of RBA Developments. At the respective creditors’ meetings the following
     two resolutions were approved for the respective companies:

     3.1.   Whereas in terms of the court order dated 23 February 2016 placing the
            company under supervision and commencing business rescue proceedings,
            Trevor Glaum was appointed as interim business rescue practitioner in respect
            of the Company, it is hereby resolved that his appointment be and is hereby
            ratified.

     3.2.   Whereas in terms of Section 150(5) of the Companies Act 71 of 2008 a business
            rescue plan must be published within 25 business days after the date on which
            the business rescue practitioner was appointed, or such longer time as may be
            allowed by, inter alia, the holders of a majority of the creditors’ voting interests,
            it is hereby resolved that the aforesaid 25 business days be extended to 31 May
            2016.

      At the meetings Des Hughes was introduced as the consultant assisting the BRP in
      the business rescue process. He is formerly of Basil Read and has many years of
      experience in the development industry. He gave an overview of the major projects
      of RBA which he visited. He was impressed by their standards and the high quality of
      their end product.

      The BRP gave reasons as to why he believes that there are reasonable prospects of
      rescuing the companies. These included the following:

         - RBA delivers an impressive end product;
         - The Housing Impact Fund of South Africa (“HIFSA”), which applied for the
           business rescue, a major shareholder and creditor of RBA, views RBA as one
           of its potential major construction and project management service provider
           companies in future (HIFSA has more than 60 000 housing opportunities
           countrywide);
         - RBA received post-commencement finance from HIFSA.

     An assessment is being conducted on the other subsidiaries in the group to determine
     whether it is necessary to place some of these subsidiaries in business rescue or to
     liquidate them.

11 March 2016
Braamfontein

Designated Adviser
Exchange Sponsors

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