SACOIL HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1993/000460/06)
JSE share code: SCL AIM share code: SAC
(“SacOil” or “the Company”)
Shareholders are referred to the announcement released by the Company on the morning of 31 May 2013, which communicated the resignation of three directors of the Company. Subsequent to the release of the announcement, trading in the shares of the Company was suspended on both the JSE and AIM.
Shareholders are advised that, notwithstanding the suspension of trading in its shares, the Company continues to operate with a functioning board in accordance with its Memorandum of Incorporation, albeit with one director. Mr Gontse Moseneke has served as a non-executive director of the Company since September 2009, and is familiar with its business. Subsequent to the resignations on 31 May 2013, Mr Moseneke has assumed some executive capacity in the Company, in execution of his fiduciary duties as a director.
The Company has been advised that the suspension of trading in SacOil’s shares on AIM will continue at least until the composition and balance of the board of directors is considered appropriate, as contemplated in the AIM Rules.
Furthermore, and in relation to the suspension of trading on the JSE, the Company’s JSE Sponsor has explained that the JSE, in deciding to suspend trade in the Company’s shares on the JSE, took into account, inter alia, the following factors: the AIM suspension, the composition of the board and the absence of a duly constituted audit committee in the wake of the resignations by independent non-executive directors.
In terms of paragraph 3.16 of the JSE Listings Requirements, the Company is required to distribute its annual financial statements or publish and distribute a provisional report within 3 months of its financial year-end. As a result of the resignations referenced above, the Company does not have a duly constituted audit and risk committee to be able to consider and recommend for approval, by the board of directors, the financial results. Consequently, the Company has not yet announced the financial results for the year ended 28 February 2013.
The Company anticipates that the appointment of three new directors will be finalised during the course of the week. The new board of directors will then be able to appoint an audit and risk committee soon thereafter. Once an audit and risk committee has been constituted, the process to consider and approve the financial results for the year ended 28 February 2013 will be undertaken to finality.
Shareholders will be kept informed of developments in this regard.
For further information please contact:
finnCap Limited (Nominated Adviser and Broker)
+44 (0) 20 7220 0500
FirstEnergy Capital (Joint Broker UK)
+44 (0) 20 7448 0200
GMP Securities Europe LLP (Joint Broker UK)
+44 (0) 20 7647 2800
Keyter Rech Investor Solutions (SA)
+27 (0) 11 447 2993
Pelham Bell Pottinger (UK)
+44 (0) 20 7861 3919
IMPORTANT NOTICE TO SHAREHOLDERS REGARDING THEIR SHARES
If you are in any doubt as to what action you should take, consult your CSDP, Broker, Banker, Legal Adviser, Accountant or other professional advisers immediately.
Or visit our Shareholder Information page for more information regarding your shareholding and share certificate.