In reaction to the announcement on 9 April 2002 by Saampro (Pty) Limited
("Saampro") and Tigon Limited ("Tigon") in terms whereof it was announced
that Tigon has obtained 67% of the shareholding in Saampro, the Curator for
Saambou Bank Ltd (in Curatorship) has reacted to state the following:
Saambou's position is that the minority shareholders and directors appointed
by them in Saampro, a subsidiary of Saambou, have acted in breach of the
Shareholder's Agreement.
The actions by the said minority shareholders and directors are not in the
interests of the Saambou depositors and the matter was referred to the
Registrar of Banks for consideration.
The Free State Provincial Division of the High Court of South Africa issued
an interim Court Order against, inter alia, Saampro, its directors and Tigon
in terms whereof they were interdicted from:
Acting or purporting to act in terms of clauses 17.3, 17.4 and/or 17.5 of
the Shareholder's Agreement;
Selling, realising, ceding, pledging or otherwise dealing with any shares in
Saampro.
Granting loans from or investing funds of Saampro to or with any person or
body incorporated or unincorporated.
Passing any resolutions pertaining to Saampro of any of the assets which may
have been acquired by Tigon from Saampro.
Disposing of any assets of Saampro.
Dealing in any manner with funds held in certain designated banking accounts
held inter alia with Absa Bank Ltd, Standard Bank of Southern Africa Ltd and
FirstRand Bank Ltd or with funds held to its credit at any other bank,
building society or financial institution in the Republic of Southern
Africa.
The aforegoing serves as interim relief pending the finalisation of an
investigation into a suspected contravention of the Banks Act 94 of 1990 by
Saampro and the final determination of an action to be instituted by Saambou
within a specified time period for a declarator and/or ancillary relief to
determine the rights and obligations of Saambou and Saampro following from
the Shareholder's Agreement, alternatively the final determination of the
said issues by way of arbitration.
In addition, inter alia, Saampro and Tigon were ordered to furnish the
Registrar of Banks with:
A copy of the Sale Agreement in terms whereof Tigon allegedly obtained the
shareholding in Saampro,
All of Saampro's books of account,
All statements of account relating to accounts held in Saampro's name with
any bank, building society or financial institution within the Republic of
Southern Africa and;
All statutory records of Saampro in terms of Section 284 of the Companies
Act 61 of 1973.
The Curator has denied any allegations that Saambou has become incapacitated
or is unable to act or is unable to protect its interest, whether commercial
or legal.
The effect of the order is that Saampro and its underlying assets remain
under the control of the Regulatory Authorities.
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