| Tue 8 Nov 2022, 17:10 | | ITALTILE LIMITED - Notification in terms of Section 45(5) of the Companies Act 71 of 2008 |
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Notification in terms of Section 45(5) of the Companies Act 71 of 2008
ITALTILE LIMITED
Incorporated in the Republic of South Africa
(Registration number 1955/000558/06)
Share code: ITE ISIN: ZAE000099123
(“Italtile” or “the Company”)
NOTIFICATION IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT 71 OF 2008
Notice is hereby given that, in terms of the provisions of section 45(5) of the Companies Act, No 71 of 2008,
as amended (“the Companies Act”) and pursuant to the special resolution passed at the annual general
meeting of the Company held on 12 November 2021 authorising the board of directors of the Company (“the
Board”) to provide direct or indirect financial assistance to related and inter-related persons, the Board
adopted a resolution on 1 November 2022 authorising the Company to provide financial assistance in terms
of section 45 of the Companies Act (“financial assistance”) to a subsidiary. The Company, together with
certain of its subsidiary companies, has guaranteed the obligations related to a credit facility provided by
Nedbank Limited in an aggregate amount of up to US$6 million.
In accordance with section 45(3)(b) of the Companies Act, the Board advises that it is satisfied and
acknowledges, in respect of the above-mentioned financial assistance, that:
a) immediately after providing such financial assistance, the Company would have satisfied the solvency
and liquidity test as provided for in section 4 of the Companies Act; and
b) the terms under which such financial assistance has been given were deemed to be fair and reasonable
to the Company.
By giving this notice, the Board is of the view that the Company has complied with the notice requirements of
Section 45(5) of the Companies Act. Please note that no action is required from shareholders as a result of
this notification, which is purely for shareholders’ information purposes and to ensure compliance with the
Companies Act.
Johannesburg
8 November 2022
Sponsor
Merchantec Capital
Date: 08-11-2022 05:10:00
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