IMPERIAL HOLDINGS LIMITED - Written Notice in terms of Section 45(5) of the Companies Act, 2008, to All Shareholders

Written Notice in terms of Section 45(5) of the Companies Act, 2008, to All Shareholders

Imperial Holdings Limited
Registration number: 1946/021048/06
Share code: IPL
ISIN: ZAE000067211
(“Imperial”)

WRITTEN NOTICE IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT, 2008, TO ALL
SHAREHOLDERS (FOR INFORMATION – NO ACTION REQUIRED BY SHAREHOLDERS)

Notice is hereby given in terms of section 45(5) of the Companies Act, 2008
(the Companies Act), that the board of the Company has adopted resolutions
to provide financial assistance to a related or inter-related company of
the Company contemplated in section 45(2) of the Companies Act. The
resolutions adopted by the board relate to financial assistance to related
or inter-related companies of the Company in connection with a guarantee by
the Company for the obligations of Imperial Mobility Finance B.V. arising
from finance agreements to be concluded relating to the Palletways
acquisition announced on SENS on 1 June 2016.

The board has satisfied itself that the terms of the financial assistance
are fair and reasonable and that the Company will satisfy the solvency and
liquidity test following the provision of such financial assistance, in
terms of the Companies Act. Shareholders are advised that the value of the
financial assistance will exceed 1/10th of 1% of the company`s net worth as
at the date of the last board meeting, being 24 June 2016.


Company Secretary
RA Venter

By order of the Board
8 July 2016

BEDFORDVIEW
Sponsor
Merrill Lynch South Africa (Pty) Limited

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