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Notice to Shareholders in terms of section 45(5) of The Companies Act
Insimbi Industrial Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2002/029821/06)
Share code: ISB
ISIN: ZAE000116828
("Insimbi" or "the Company")
NOTICE TO SHAREHOLDERS IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT
The Company is pleased to announce that Absa Bank Limited ("ABSA"), has agreed to
refinance existing loans advanced to the Company and to certain of its subsidiaries
("Subsidiaries"), which are nearing maturity. The Company is required to provide security in
respect of the loans advanced to the Subsidiaries, in the form of a guarantee to ABSA, which
will constitute financial assistance as contemplated in section 45(2) of the Companies Act 71
of 2008 ("Act") ("Financial Assistance").
Notice is hereby given to shareholders in terms of section 45(5)(a) of the Act, that on
22 November 2023, the board of directors of the Company ("Board") resolved to provide the
Financial Assistance to the Subsidiaries in accordance with section 45(2) of the Act, pursuant
to the authority granted to the Board by shareholders at the annual general meeting of the
Company held on 31 July 2023, the maximum value of which Financial Assistance exceeds
one-tenth of 1%.
In accordance with section 45(3)(b) of the Act, the Board is satisfied that immediately after
providing such Financial Assistance, the Company will satisfy the solvency and liquidity test
provided for in section 4 of the Act and that the terms under which the Financial Assistance is
proposed to be given are fair and reasonable to the Company.
This notice is issued for compliance reasons only and no further action is required from
shareholders.
Johannesburg
24 November 2023
Sponsor
PSG Capital
Date: 24-11-2023 09:30:00
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