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VISUAL INTERNATIONAL HOLDINGS LIMITED - Change in Director's Shareholding from Direct to Indirect

Release Date: 23/07/2018 16:39
Code(s): VIS     PDF:  
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Change in Director's Shareholding from Direct to Indirect

VISUAL INTERNATIONAL HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2006/030975/06)
ISIN Code: ZAE000187407 Share code: VIS
(“Visual” or “the Company”)

CHANGE IN DIRECTOR’S SHAREHOLDING FROM DIRECT TO INDIRECT

In accordance with section 3.83(b) of the JSE Listings Requirements, Visual hereby
confirms that it has received the following notifications:

-    L Matlholwa has informed Visual that he has transferred his direct beneficial
     interest in the total issued ordinary share capital of Visual to D D’Olivera (the
     corporate advisor in respect of the Mosegedi Acquisition referred to below),
     such that the total direct interest in Visual held by L Matlholwa now amounts to
     zero (previously 8.45%); and

-    similarly, D D’Olivera has informed Visual that he has taken transfer of the direct
     beneficial interest held by L Matlholwa in the total issued ordinary share capital
     of Visual, such that the total interest in Visual held by D D’Olivera on behalf of
     L Matholwa now amounts to 8.45% (previously zero). D D’Olivera holds zero %
     for his own direct beneficial interest.

The Company has requested that the required notices in terms of Section 122 of the
Companies Act, No. 71 of 2008 (“Companies Act”) be provided by Messrs L Matlholwa
and D D’Olivera in order for the same to be filed with the Takeover Regulation Panel
in accordance with section 122 (3)(a)of the Companies Act.

Clearance to transfer the aforementioned shares (at no consideration) was not
obtained in accordance with paragraph 3.66 of the JSE Listings Requirements.
However, these shares are expected to be cancelled and returned to the Company’s
authorised share capital pursuant to the intention to unwind the acquisition of 31.2%
of Mosegedi & Associates Proprietary Limited (“Mosegedi Acquisition”) ab initio with
effect from 1 March 2017, as first announced on 16 February 2018.

Mr L Matlholwa was appointed to the board of directors of Visual pursuant to the
Mosegedi Acquisition. Shareholders are also referred to the announcement dated
8 May 2018 which included details of the Mosegedi cancellation agreement.
In the interest of transparency, 180 000 shares had subsequently erroneously been
disposed of from Mr L Matlholwa’s now indirect shareholding. However, this
administrative error is in the process of being rectified.

Cape Town
23 July 2018

Designated Advisor
Arbor Capital Sponsors Proprietary Limited

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