Wrap Text
Circular to shareholders
Choppies Enterprises Limited
Incorporated in the Republic of Botswana
(“the Company” or “the Group”)
BSE Share Code: CHOPPIES
JSE Share Code: CHP
ISIN Number: BW0000001072
(“Choppies” or “the Company”)
CIRCULAR TO SHAREHOLDERS
THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION
THIS CIRCULAR TO CONTAIN IMPORTANT INFORMATION IN CONNECTION WITH THE COMPANY. THIS CIRCULAR IS
DISTRIBUTED TO SHAREHOLDERS.
ACTION REQUIRED BY THE SHAREHOLDERS:
If you have disposed of all of your Choppies Shares as at the date of receipt of this Circular, please forward this
Circular to the purchaser of such Choppies Shares or to the agent, broker or banker through whom you disposed of
such Choppies Shares. Choppies does not accept responsibility, and will not be held liable, for any action of, or
omission by, any agent, broker or banker, including, without limitation, any failure on the part of the agent, broker
or banker of any beneficial owner of Choppies Shares to notify such Shareholder of the information in this Circular.
Choppies Enterprises Limited
(Incorporated in the Republic of Botswana)
(Registration number: BW00001142508)
JSE share code: CHP
BSEL share code: CHOPPIES
ISIN: BW0000001072
(“Choppies” or the “Company”)
CIRCULAR TO SHAREHOLDERS
Relating to:
- an update with regard to the various issues pertaining to the Company and its subsidiaries.
Date of issue: 19 March 2020
This Circular is available in English only. Copies of this Circular may be inspected during normal business hours at the
registered office of Choppies from the date of issue of this Circular until 30 April 2020. This Circular will also be available
in electronic form from the date of issue of this Circular on the Choppies website at www.choppies.co.bw .
IMPORTANT LEGAL NOTICES
FOREIGN SHAREHOLDERS
This Circular has been prepared for the purposes of complying with the BSEL Equity Listings Requirements and
the JSE Listings Requirements incorporated by reference in terms thereof. Accordingly, the information
disclosed may not be the same as that which would have been disclosed had this Circular been prepared in
accordance with the laws and regulations of any jurisdiction outside of Botswana and South Africa.
The release, publication or distribution of this Circular in jurisdictions other than Botswana and South Africa
may be restricted by law and, therefore, any persons who are subject to the laws of any jurisdiction other than
Botswana and South Africa should inform themselves about, and observe, any applicable requirements. Any
failure to comply with the applicable requirements may constitute a violation of the securities laws of any such
jurisdiction.
This Circular does not constitute a prospectus or a prospectus equivalent document. Shareholders are advised
to read this Circular with care.
RESPONSIBILITY STATEMENT
This Circular is published by, and is the joint responsibility of, the Board.
The Board accepts full responsibility for the accuracy of the information contained in this Circular and each
Director confirms that, to the best of his/her respective knowledge and belief, the information contained in
this Circular is true and correct, and that this Circular does not omit anything likely to affect the importance of
the information contained in this Circular.
BSEL DISCLAIMER
Approval of the Circular by the BSEL should not be taken as any indication as to the merits of the Circular.
The BSEL has not verified the accuracy and correctness of the contents of the documentation submitted
to either exchange and the BSEL accepts no liability of whatever nature for any loss, liability, damage or
expense resulting directly or indirectly from the Circular.
DEFINITIONS AND INTERPRETATION
In this Circular, unless otherwise stated or the context indicates otherwise, the terms and expressions in the
first column will bear the meanings stated opposite them in the second column, and related expressions will
bear corresponding meanings; words in the singular will include the plural and vice versa; words denoting one
gender will include the other genders; and words denoting natural persons will include juristic persons and
vice versa:
Annual Meeting or AGM means an annual meeting of shareholders in terms of Section 105 of the
Companies Act;
Annual Report means the annual report of the Company for the year ended 30 June 2018
compiled in terms of Section 215 of the Companies Act and which has already
been distributed to shareholders and which has already been distributed to
Shareholders on the 27 January 2020;
Board means the board of directors of the Company, names of the members of which
are listed on page 103 of the Annual Report;
BSEL means the Botswana Stock Exchange Limited;
CDC means Choppies Distribution Centre (Pty) Limited, a subsidiary of Choppies;
Choppies or the means Choppies Enterprises Limited, a public company duly incorporated and
Company registered in Botswana in accordance with the laws of Botswana, with
registration number BW00001142508;
Choppies Share means an ordinary share of no par value in the issued capital of Choppies, and
“Choppies Shares” has corresponding meaning;
Circular means this document dated 19 March 2020;
Companies Act or Act means the Botswana Companies Act Cap 42:01, as amended from time to time;
Court means the High Court for the Republic of Botswana;
Director means a director of the Company;
Extraordinary General means the Extraordinary General Meeting of the shareholders of Choppies, to be
Meeting or EGM convened by the Company and at which meeting the matters that would have
been dealt with at an AGM of the Company in the calendar years 2018 and 2019,
will be dealt with, to be held on a date, and at a venue to be advised, in terms of
a notice of EGM and further circular to shareholders to be distributed in due
course;
Founding Shareholders means founding shareholders of the Company Messrs Ramachandran Ottapathu
and Farouk Ismail;
Group means the Company and its subsidiaries;
JSE means the Johannesburg Stock Exchange;
Lenders means the consortium of lenders being ABSA Bank Limited, Barclays Bank of
Botswana Limited now ABSA Botswana Limited, First National Bank Botswana
Limited, Stanbic Bank Botswana Limited, Standard Bank SA Limited and Standard
Chartered Bank Botswana Limited;
Payless Supermarkets means Payless Supermarkets( Proprietary) Limited;
Registrar means the Registrar of Companies at the office of the Companies and Intellectual
Property Authority, for Botswana; and
Shareholder means a registered holder of a Choppies Share, recorded as such in the registers
of Choppies with the Central Securities Depository of Botswana, as of date of
issue of this Circular.
PURPOSE OF THE CIRCULAR
The purpose of this Circular is to update Shareholders on issues pertaining to the Group.
THE EGM
The following is the background:
- Section 105 of the Companies Act requires a company to hold an annual Meeting of shareholders,
once in a calendar year and not later than six months after the balance sheet date of the company
and in any event, not later than fifteen months of the last annual Meeting.
- The last AGM of the Company was held on 30 November 2017.
- An AGM of the Company in respect of the calendar year 2018 should have been held on or before 31
December 2018.
- An AGM of the Company in respect of the calendar year 2019 should have been held on or before 31
December 2019.
- In terms of Section 105 of the Act, the business of an annual meeting of shareholders is to consider
and approve the financial statements in respect of the last balance sheet date, receive the auditor’s
report, consider the annual report and if necessary, appoint auditors.
- By reason of the fact that the auditor’s report and financial statements for the years ended 30 June
2018 and 30 June 2019 were not available twenty working days prior to 31 December 2018 and 31
December 2019 respectively, the holding of the annual meetings on or before the due dates, would
have been pointless and impractical.
- In terms of Section 18 of the Act, the Registrar is entitled to extend the period within which annual
meetings are to be held for a period not exceeding sixty days. Section 18 also provides that on the
expiry of the 60-day extension given by the Registrar may grant extension.
- By reason of the fact that the auditor’s reports in respect of the financial statements of the Company
and its subsidiaries for the year ended 30 June 2018 were not available until 13 December 2019, if
extension of 60 days was granted in respect of the AGM for 2018, that 60 days would have expired
before the auditor’s report in respect of the financial statements of the Group for the year ended 30
June 2018 were available.
- By virtue of the fact that the auditor’s report in respect of the financial statements of the Company
and its subsidiaries for the year ended 30 June 2019 are not currently available, had an extension of
60 days been granted in respect of the annual meeting for the year 2019, that extension would have
expired without the auditor’s reports in respect of the financial statements of the Group for the year
ended 30 June 2019 being made available.
- Section 108 of the Act provides that the Court may call a meeting of shareholders if it is
impracticable to call the meeting in the manner prescribed by the Act and to make the order on such
terms as the Court considers appropriate.
- The Board, mindful of good governance and the need to keep shareholders regularly updated, issues
this Circular.
- The Board intends to exercise its rights to convene an Extraordinary General Meeting of
Shareholders when the annual report, auditors report in respect of the financial statements of the
Group for the financial year ended 30 June 2019 are complete and to conduct at that EGM the
matters that would have been dealt with at an AGM of the Company in the calendar year 2018 and in
the calendar year 2019.
- The business set out in the agenda for the EGM would be that which would have been tabled at an
AGM for calendar year 2018 and calendar year 2019.
- The Company intends to make application to the Court, for an order directing that the EGM in so far
as it deals with the business which should have been dealt with at the AGM held in calendar year
2018 be deemed the AGM of the Company for the calendar year 2018 and in so far as it deals with
the business which should have been dealt with at the AGM held in calendar year 2019 be deemed
the AGM of the Company for the calendar year 2019.
UPDATE ON KEY ISSUES AFFECTING THE GROUP
The directors provide to Shareholders by way of update, the following information: -
1. Independent Quasi-Judicial Inquiry
As recommended by Advocate Redding SC and Advocate Meyerowitz in their opinion dated the 6
December 2019
1.1. The Board advised the shareholders that it has accepted the advice from Advocates Redding SC
and Meyerowitz as contained in the aforesaid opinion.
1.2. Advocate Meyerowitz, who is undertaking the Inquiry, has completed most of the preparation
work which includes the examination of the annexures and exhibits to the Ernst and Young
report and is to commence interviewing employees of the Group who were involved in the
accounting for and sale of the bulk stock.
1.3. It is anticipated that the result of the inquiry will be completed by the end of April 2020.
2. Employment Contract of the Chief Executive Officer
2.1. The employment contract of Mr Ramachandran Ottapathu has been reviewed.
2.2. The advices of Advocates Hoffmann SC and Redding SC in this regard were accepted by the
Board, and appropriate clauses inserted in the employment contract.
2.3. In accordance with current best remuneration practises as advocated by King IV Code on
Corporate Governance, the current guaranteed portion of the Chief Executive Officer’s
remuneration has been reduced by 43% to facilitate the introduction of short-term incentives.
Upon the lifting of the suspension of the Company’s share trading on the BSEL and JSE, the Board
will consider the introduction of long-term incentives as part of the remuneration of the Chief
Executive Officer as well as the quantum of overall remuneration.
2.4. The reviewed employment contract between the Company, and the Chief Executive Officer was
effective as of 1 March 2020.
3. Appointment of Chief Financial Officer
A South African Chartered Accountant has been appointed CFO with effect from mid-April 2020. This
appointment is subject to the issuing of a work permit by the Botswana authorities. The individual has
extensive JSE listed company experience including group accountant of the Nampak Group for six years
and more recently senior financial positions within the retail group Edcon.
4. Recruitment of Deputy Chief Executive Officer
A suitable candidate with over 25 years of grocery retail experience in Southern Africa including very
senior executive position and proven retail track record has been identified and he will commence duties
with the Group, as soon as his current commitment comes to an end, during April 2020.
5. Recoveries of monies owing by Payless Supermarkets
CDC the creditor in respect of the debt, made demand upon Payless Supermarkets for the payment of
the amount of P121 048 424.78 being the capital of monies owing to CDC under a Loan Agreement
concluded between CDC and Payless Supermarkets. Payless Supermarkets acknowledged indebtedness
as of 5 February 2019 in the amount of P110 717 099.48.
Pursuant to the terms of the letter of demand, and by virtue of the fact that Payless Supermarkets made
no attempt to effect payment of the whole or any part of the outstanding capital, Payless Supermarkets,
in the view of CDC, was deemed, in terms of the Companies Act, to be unable to pay its debt when due.
Following petition by CDC, the High Court of the Republic of Botswana, on 13 March 2020 granted a
provisional order for the winding up of Payless Supermarkets and the appointment of a provisional
liquidator. The return day for consideration of a final order of winding up is 27 April 2020. The Court in
making the provisional order for winding up directed the provisional liquidator to continue the
businesses of Payless Supermarkets while evaluating the prospects of the sale of the business as a whole
or the sale of the businesses individually, as a going concern or as going concerns, in order to derive best
value, from the assets of Payless Supermarkets, for creditors.
CDC as a secured creditor may if appropriate, support the provisional liquidator, in operating the
businesses, as a means to enable sales of the business or businesses as going concern(s). CDC has ceded
any proceeds recovered from Payless Supermarkets to the Lenders to the Company (as guaranteed to
the Lenders by CDC) as security for the indebtedness to the Lenders. CDC and the Company have
undertaken not to provide any financial assistance to Payless Supermarkets, in liquidation, without the
consent of Lenders and prior to seeking the consent of the Lenders, CDC and the Company will provide a
motivation to the Lenders which sets out the business case for the provision of such financial assistance.
Saleem Malik, the owner of 90% of the issued shares in Payless Supermarkets executed a deed of
suretyship in terms of which he guaranteed, as surety and guarantor and co-principal debtor, the due
performance by Payless Supermarkets of its obligations to CDC. As security for due performance by Malik
of his obligations under that guarantee, the said Malik ceded and pledged the shares held by him in
Payless Supermarkets. CDC issued demand upon Malik for payment of the amount due by Payless
Supermarkets to CDC. Malik failed to effect payment of such amount. Accordingly, CDC has instituted
action out of the High Court for the Republic of Botswana, seeking a judgement against Malik for the full
capital of the indebtedness of Payless Supermarkets to CDC and interest thereon, and an order, attaching
the shares held by Malik in Payless Supermarkets. Summons was served on Malik on 3 March 2020.
6. Discontinuation of Operations in loss-making markets
In order to stabilise the business and enhance Shareholders’ value, Choppies has exited all the loss-
making markets and its progress in this regard is as follows:
6.1. Mozambique: Operations closed in September 2019 and majority of the equipment has been
moved to Choppies Zambia.
6.2. Tanzania: Operations closed in November 2019 and all efforts are being made to sell the
equipment and clear the outstanding liabilities.
6.3. Kenya: Operations have since been scaled down to only two stores and negotiations are on-going
to sell equipment to local operators and/or existing landlords to clear some of the outstanding
liabilities.
RELATIONSHIP WITH LENDERS AND INJECTION OF CAPITAL BY THE FOUNDING SHAREHOLDERS
1. As of 19 September 2019 loans of an aggregate of approximately BWP680million were outstanding to
the Lenders. Lenders.
2. In terms of a facility agreement concluded between the Company and CDC and certain of the Lenders,
the capital of majority of loans was repayable, over a 5-year period of time, commencing 1 July 2020,
with interest payable on a monthly basis.
3. Because of various instances of default, the main instance of which was failure to timeously deliver and
publish the audited consolidated financial statements in respect of the year ended 30 June 2018, the
principal balances of or the borrowings, became payable in full, on demand.
4. The Lenders agreed to hold off making demand for immediate payment and proceeding to recover the
full amount of the aggregate of the capital of the borrowings provided that there be an immediate
reduction in the capital outstanding of the loans and sales of non-performing businesses of the Group,
particularly those in South Africa, be proceeded with, with an agreed time frame.
5. The Company agreed to a reduction of the capital of loans in the sum of BWP150million payable as to (1)
the amount of BWP 100million by 10 October 2019 and (2) BWP 50million by 30 November 2019, and
required that the Founding Shareholders guarantee the payment by the Company of the total aggregate
of BWP 150million, on the due dates.
6. The Founding Shareholders agreed to undertake that guarantee.
7. As of the 10th of October 2019, the Company was not able to effect the reduction of capital of the loans
outstanding to the Lenders in the sum of BWP 100million.
8. Accordingly, in terms of the guarantees, the Founding Shareholders effected the payment of
BWP100million, Mr Ottapathu effecting a payment of BWP 80 million and Mr Ismail effecting a payment
of BWP20million thereof to the agent for the Lenders, thereby causing the outstanding capital balance of
the loans due to the Lenders to be reduced by the required BWP 100million.
9. The Company and the Founding Shareholders agreed that, subject to compliance by the Company of the
requirements of the BSEL, as set forth in the BSE Equity Listing Requirements for a related party
transaction (the Founding Shareholders being related parties to the Company) based on the size of the
contribution made by the Founding Shareholders relative to the size of the Company, the payment of
BWP 100million by the Founding Shareholders on behalf of the Company, to the Lenders, in reduction of
the capital outstanding to the Lenders, would be considered a loan by them to the Company on the basis
that:-
9.1. such loan would accrue interest at a rate, comparable to current market related rates of interest;
9.2. the claims of the Founding Shareholders for repayment of the capital of the loan be subordinated
to the claims of the Lenders and trade creditors of the Group;
9.3. the capital of the loan will be repayable provided that: -
9.3.1. a debt reduction plan in respect of the capital outstanding to Lenders has been approved
by the Lenders;
9.3.2. the Company and CDC are in compliance with the terms of the debt reduction plan
including all debt reduction milestones;
9.3.3. there is no default by the Company or CDC under facility agreements with the Lenders and
the terms of securities granted in favour of the Lenders;
9.3.4. no payments of interest or capital are outstanding to Lenders;
9.3.5. neither the Company nor CDC are in arrears with any amount due and payable to Lenders;
9.3.6. a repayment under the loan can be made from free cash flows which, in this context
means the net cash of the Company and CDC available for distribution after making
provision for amounts due to Lenders and trade creditors.
10. The BSEL has confirmed that the contribution by the Founding Shareholders on behalf of the Company,
in reduction of the capital outstanding to the Lenders may be considered a loan, by the Founding
Shareholders, and a loan agreement in this regard entered into by the Company and the Founding
Shareholders as related parties to the Company, provided that there be an independent professional
expert opinion in respect of the fairness and reasonableness of the terms of the loan.
11. The Company appointed BDO Services (Pty) Limited, certified public accountants in Botswana, accredited
as a financial advisor by the BSEL, with approval of the BSEL as an independent expert to render that
opinion. That opinion was issued on 17 March 2020. The Loan Agreement between the Founding
Shareholders and the Company, which will comply with the terms of the Intercreditor and Debt
Reduction Agreement as currently in force as between the Company ,CDC and the Lenders, and will
contain, inter alia the terms set out in paragraph 9 above, will be concluded and the appropriate
announcement made within the next 10 days.
12. The second instalment in reduction of the outstanding capital of the loans (that of BWP 50million which
was due and payable on the 30 November 2019) was paid, in two tranches (with the approval of the
Lenders) of BWP 20million on 20 December 2019 and BWP 30million on 14 January 2020, from the
resources of the Group generated over the 2019/2020 festive season.
13. The Company and the Lenders are in advanced discussions to agree on a Debt Reduction Plan which is
expected to be finalised by the 31 March 2020.
SALE OF SA OPERATIONS
On the 25 February 2020 the Competition Commission of South Africa (“the Commission”) issued a Merger
Clearance Certificate in terms of which the Commission approved the merger brought about by the
acquisition by Kind Investment (Pty) Limited of the shares and claims of the Company in its four South African
subsidiaries, without conditions.
The conditions precedent to the agreement for the sale of shares and claims in the South African subsidiaries
of the Company have thus been fulfilled. The effective date of the sale is, in terms of the agreement, the 1st
of April 2020.
It is now for the parties to meet and undertake the stocktake and valuation of assets and liabilities as at the
effective date, in order to calculate any residual liability of the Company to contribute funds to its South
African subsidiaries in respect of the net equity value thereof, in order to close the transactions and the sale.
It is anticipated that this process will take place (as set forth in the agreement) at the end of March 2020 to
complete by 1st of April 2020.
FINANCIAL STATEMENTS OF THE GROUP AND AUDITORS REPORT IN RESPECT OF THE YEAR ENDED 30 JUNE
2018
Shareholders are referred to the abridged financial statements and auditors report thereon which were
published on XNews and SENS and in the press in Botswana, on 13 December 2019.
ANNUAL REPORT IN RESPECT OF THE YEAR ENDED 30 JUNE 2018
Shareholders are referred to the annual report with the annual financial statements for the year ended 30
June 2018 and the auditors’ report in respect thereof, sent to Shareholders on 27 January 2020.
FINANCIAL STATEMENTS OF THE GROUP SUBSIDIARY COMPANIES IN RESPECT OF THE YEARS ENDED 30
JUNE 2016, 2017 AND 2018
Shareholders are informed that despite the fact that KPMG, certified public accountants in Botswana,
(KPMG) signed off on the Auditor’s Report in respect of the Company and consolidated Group financial
statements for the 2017 financial year and the Annual Report and such financial statements were approved
by shareholders at the annual meeting of shareholders in November 2017 and KPMG was replaced as Group
Auditors by shareholders at an extraordinary meeting in February 2018, audit reports for the annual financial
statements of the Group’s Botswana and South African subsidiary companies were not signed off by KPMG
for the 2017 and, in some cases, the 2016 financial year. This situation came to light around November 2019
where after the Company engaged with KPMG to rectify the situation but without any success leading up to
KPMG refusing to complete such audits and “terminating” all agreements with the Group and its subsidiaries
in a letter dated 21 January 2020. The Company responded to the letter, with particular reference to the so
called “termination” of agreements, and reserved its position as against KPMG. However, the situation is that
KPMG has refused to complete such audits.
PwC Botswana, certified public accountants in Botswana, (PWC Botswana), signed off the audit report for the
Group and holding company annual financial statements for the year ended 30 June 2018 without signing off
the audit reports of the Botswana and South African subsidiary companies for the same period. The
Company has advised the Botswana Accounting Oversight Authority, the Companies and Intellectual
Property Authority and Botswana Unified Revenue Services and the South African regulatory and tax
authorities of the situation.
On 16 March 2020 PwC Botswana gave notice of termination of their role as auditors of the Botswana
Subsidiaries of the Company, in respect of the Botswana subsidiaries of the Company, on the basis of
regulations published by the Independent Ethics Standards Board for Accountants (IESBA) as adopted by the
Botswana Institute of Chartered Accountants (BICA) in respect of actual or threatened litigation by an audit
client or shareholders or management of an audit client which may constitute a threat to independence. PwC
is citing threatened litigation in an action for damages by significant shareholders of the Company, Messrs.
Ramachandran Ottapathu and Farouk Ismail, who are also directors of the Botswana subsidiaries on account
of alleged:
- failure by PwC Botswana to act on an actual or perceived threat to its independence;
- breach by PwC Botswana and/or Mr. Rudi Binedell, audit partner, of rules of the relevant code
of ethics in respect of independence; and
- a unjustifiable delay in the completion of auditor’s report of the Company in respect of the
financial year ended June 2018
which allegedly resulted in the suspension of and a prolonged period of suspension of the shares of the
Company trading on the BSEL and JSE.
It should be noted that by virtue of the fact that PwC signed the auditor’s report in respect of the financial
statements of the Company and consolidated group financial statements for the financial year ended 2018
on 13 December 2019 PwC must have considered the financial statements of the subsidiaries of the
Company.
APPOINTMENT OF AUDITORS
1. Shareholders are aware that PwC Botswana resigned as auditors of the Company in respect of all
financial periods after 30 June 2018, thereby creating a casual vacancy, in the office of the auditor to the
Company, as envisaged in Section 191 of the Companies Act.
2. Immediately, upon receipt of such resignation, the Audit Committee of the Board set about achieving the
appointment of a replacement, of PwC Botswana as auditor to the Company, in an effort to comply with
the provisions of Section 191 of the Companies Act, and communicated with the firms of certified public
accountants in Botswana, BDO, Deloitte, Ernst & Young and KPMG.
3. Each of those firms, for various reasons, declined the appointment.
4. The international audit firm Mazars indicated willingness to be appointed auditors of the Group for the
period commencing 1 July 2018. Acceptance by it of the appointment of auditors was subject to: -
4.1. the on boarding and risk assessments required by Mazars at country, regional and group level, in
respect of the Group being satisfactorily completed;
4.2. examination by Mazars of the financial statements of the Group as of 30 June 2018, and the
auditor’s report in respect thereof; and
4.3. consultation by Mazars with PwC in respect of various issues identified on the auditor’s report,
and the boarding of financial and accounting information for the year ended 30 June 2018;
5. As of 17 February 2020, all the formalities were concluded, and the Board acting in terms of the powers
given to it under sections 191 and 197 of the Companies Act, appointed Mazars as auditors to the Group,
for the period commencing 1 July 2018 and ending 30 June 2019.
6. The Board kept the Registrar advised of the processes, progress and efforts made by it and its Audit
Committee in securing the appointment of an auditor to the Company, and the Registrar has endorsed
the appointment of Mazars as auditors to the Group.
FINANCIAL STATEMENTS OF THE GROUP AND AUDITORS REPORT IN RESPECT OF THE YEAR ENDED 30 JUNE
2019
Shareholders are advised that the financial statements of the Group and auditor’s report in respect of the
year ended 30 June 2019 are expected to be completed and published by 30 June 2020.
DOCUMENTS AVAILABLE FOR INSPECTION
Copies of the following documents will be made available for inspection during normal business hours at the
offices of the Company Secretaries, DPS Consulting Services (Proprietary) Limited, Plot 50371 Fairgrounds
Office Park, Gaborone, Botswana from the date of this Circular until the 30 April 2020 (both days inclusive):
- a signed copy of this Circular;
- the Annual Report in respect of the year ended 30 June 2018;
- the annual financial statements of the Group in respect of the year ended 30 June 2018.
DATED AT GABORONE ON 19 MARCH 2020
BY ORDER OF THE BOARD
BSEL Sponsoring Broker
African Alliance Botswana Limited
JSE Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 19-03-2020 05:40:00
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.
Sharenet Sites 
