IMPERIAL LOGISTICS LIMITED - Notice in terms of Section 45(5) of the Companies Act No 71 of 2008

Notice in terms of Section 45(5) of the Companies Act No 71 of 2008

IMPERIAL LOGISTICS LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1946/021048/06)
ISIN: ZAE000067211
JSE Share Code: IPL
(the Company)

     NOTICE IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT NO 71 OF 2008

1.   On 26 November 2019 and pursuant to special resolutions adopted by the
     shareholders of the Company on 30 October 2019 in terms of section
     45(5)(3)(a)(ii) of the Companies Act No 71 of 2008 (the Act) approving
     same and in terms of section 45(2) of the Act, the Board of the Company
     (the Board) adopted the required resolutions to authorise the Company
     to enter into:

     1.1  a ZAR revolving credit facility agreement and a BWP term loan
          facility with certain local banks to refinance existing facilities;
          and

     1.2  a USD multicurrency revolving credit facility agreement with
          certain international banks to refinance an existing USD facility,

     and to provide financial assistance to various of its subsidiaries by,
     inter alia, guaranteeing the indebtedness of such subsidiaries under
     the aforementioned facilities, in the normal course of business.

2.   The Board has satisfied itself that the terms under which the financial
     assistance is to be given are fair and reasonable, and that the Company
     would satisfy the solvency and liquidity test after extending such
     facilities, in terms of section 45 read with section 4 of the Act.
     Shareholders are advised that the total facility value, when utilised,
     will exceed 1/10th of 1% of the Company’s net worth as at the date of
     the Board meeting of 26 November 2019.

By order of the Board

RA Venter
Company Secretary
Bedfordview

10 December 2019

JSE Sponsor: Merrill Lynch South Africa (Pty) Limited

Date: 10-12-2019 04:04:00
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