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ONELOGIX GROUP LIMITED - Notification in terms of section 45(5) of the Companies Act 71 of 2008

Release Date: 08/10/2021 10:00
Code(s): OLG     PDF:  
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Notification in terms of section 45(5) of the Companies Act 71 of 2008

(Incorporated in the Republic of South Africa)
(Registration number 1998/004519/06)
JSE share code: OLG ISIN: ZAE000026399
(“the Company”)


Notice is hereby given that, in terms of the provisions of section 45(5) of the Companies Act 71 of 2008
(“Companies Act”) and pursuant to the special resolution passed at the annual general meeting of the
Company held on 1 December 2020 authorising the board of directors of the company (the “board”) to
authorise the Company to provide direct or indirect financial assistance in terms of section 45 of the
Companies Act by way of loans, guarantees, the provisions of security or otherwise, to any of its present
or future subsidiaries and/or any other company or corporation that is or becomes related or inter-related
to the company for any purpose or in connection with any matter, the board has resolved in terms of
section 45(2) of the Companies Act:

    -   to authorise the Company to provide financial assistance in the form of a guarantee in favour
        of The Standard Bank of South Africa Limited (the “lender”) in connection with all of the
        present or future obligations and indebtedness of the Company’s subsidiaries in respect of the
        vehicle and asset, property, fleet maintenance and general banking facilities in an aggregate
        principal amount of R575 098 600 made available to the Company and is subsidiaries (the
        “facilities agreement”), which financial assistance includes guarantees in favour of the lender
        in respect of the obligations of the Company under the facilities agreement up to a maximum
        of R340 000 000 (the “group facility financial assistance”), which group facility financial
        assistance exceeds one-tenth of one percent of the Company’s net worth.

In accordance with section 45 of the Companies Act, the board is satisfied and acknowledges, in respect
of the group facility financial assistance, that: (i) immediately after providing the financial assistance,
the Company would satisfy the solvency and liquidity test as provided for in section 4 of the Companies
Act; and (ii) the terms under which the financial assistance is to be given are fair and reasonable to the

8 October 2021

Java Capital

Date: 08-10-2021 10:00:00
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