REVISED BUSINESS RESCUE PLAN. Prepared in terms of section 150 read with section 153 of the Companies Act, No. 71 of 2008, as amended.

Transcription

1 REVISED BUSINESS RESCUE PLAN Prepared in terms of section 150 read with section 153 of the Companies Act, No. 71 of 2008, as amended in relation to Johan Hollander Vervoer CC (Registration No. 1994/024339/23) (in business rescue) Prepared by: PETRUS HERODUS HILLEBRAND BADENHORST (business rescue practitioner) PUBLICATION DATE: 16 August 2017

2 2 Contents 1. INTERPRETATION AND PRELIMINARY ACTIONS TO BE TAKEN BY AFFECTED PERSONS STRUCTURE OF THE PLAN COMPANY INFORMATION COMPANY BACKGROUND SUMMARY OF THE BUSINESS RESCUE STEPS TAKEN SINCE THE APPOINTMENT OF THE BRP MATERIAL ASSETS OF THE COMPANY AND SECURITY AS AT THE COMMENCEMENT DATE CREDITORS OF THE COMPANY AS AT THE COMMENCEMENT DATE CREDITORS VOTING INTEREST AND VOTING BY PROXY PROBABLE DIVIDEND ON LIQUIDATION HOLDERS OF THE COMPANY S ISSUED SECURITIES THE BRP S REMUNERATION STATEMENT ABOUT W H E T H E R THE B U S I N E S S R E S C U E P L A N INCLUDES A PROPOSAL MADE INFORMALLY BY A CREDITOR OBJECTIVE AND PURPOSE OF BUSINESS RESCUE PROPOSAL IN TERMS OF THIS BUSINESS RESCUE PLAN ORDER OF DISTRIBUTION PAYMENT IN THE BUSINESS RESCUE ONGOING ROLE OF THE COMPANY EFFECT ON CREDITORS EFFECT ON EMPLOYEES EFFECT OF THE BUSINESS RESCUE PLAN ON THE HOLDERS OF EACH CLASS OF THE COMPANY'S ISSUED SHARES COMPARISON OF THE BUSINESS RESCUE TO LIQUIDATION PROOF OF CLAIMS BY CREDITORS MORATORIUM BENEFITS OF ADOPTING THE BUSINESS RESCUE PLAN COMPARED TO LIQUIDATION RISKS OF THE BUSINESS RESCUE ASSUMPTIONS MADE WITH REGARD TO THE FORECAST OF THE BUSINESS RESCUE DIVIDEND CIRCUMSTANCES IN WHICH THE BUSINESS RESCUE WILL END AND THE TERMINATION OF BUSINESS RESCUE CONDITIONS FOR THE BUSINESS RESCUE PLAN TO COME INTO OPERATION AND

3 3 BE FULLY IMPLEMENTED EFFECT OF THE BUSINESS RESCUE PLAN ON EMPLOYEES PROJECTED BALANCE SHEET AND PROJECTED STATEMENT OF INCOME AND EXPENSES PREPARED ON THE ASSUMPTION THAT THE BUSINESS RESCUE PLAN IS ADOPTED EXISTING LITIGATION DISPUTE RESOLUTION ABILITY TO AMEND THE BUSINESS RESCUE PLAN SEVERABILITY CONCLUSION Annexure A: LIST OF THE MATERIAL ASSETS OF THE COMPANY Annexure B: LIST OF THE CREDITORS OF THE COMPANY Annexure D: VALUATION METHODOLOGY AND PURCHASE CONSIDERATION DETERMINATION Annexure E: ALLOCATION OF PURCHASE CONSIDERATION Annexure F: REMUNERATION AGREEMENT Annexure G: E s t i m a t e Distribution Calculation Annexure H: Projected statements of income and expenses... 52

4 4 1. INTERPRETATION AND PRELIMINARY The headings of the paragraphs in this Business Rescue Plan are for the purpose of convenience and reference only and shall not be used in the interpretation of nor modify nor amplify the terms in this Business Rescue Plan nor any paragraph hereof. Unless a contrary intention clearly appears: 1.1. words importing any one gender includes the other gender; the singular includes the plural and vice versa; and persons include natural persons, created entities (incorporated and un- incorporated and the State) and vice versa, 1.2. the following terms and/or expressions shall have the meanings assigned to them (incorporated and the State) and vice versa, Adoption Date means the date upon which the Business Rescue Plan is approved in accordance with section 152(2), read with section 152(3)(b) and section 152(3)(c)(ii)(aa), of the Companies Act; Advisors means the advisors to the BRP, namely Strydom & Bredenkamp Attorneys, and their respective employees or representatives; Affected Person or Affected Persons shall bear the meaning ascribed thereto in section 128(1)(a) of the Companies Act, being shareholders, Creditors, Employees and any registered trade unions that may be representing Employees; Asset Classes means collectively, in respect of each Seller, its debtors, movable assets and stock and references to an Asset Class shall be to any of the a foregoing individually as the context may require; Badenhorst means the BRP Petrus Herodus Hillebrand Badenhorst, attorney practicing at Maree & Bernard, 35 Van Zyl Street, Hoopstad, Free State Province BRP means the business rescue practitioner appointed in terms of section 129(3)(b) of the Companies Act, being Badenhorst;

5 Business means the business of the Company from time to time including, inter alia, the transport of product on behalf of suppliers in the transport industries throughout Southern Africa; commencement date 15 June 2017; Business Day means any day other than a Saturday, Sunday or official public holiday in South Africa; Business Rescue means proceedings to facilitate the rehabilitation of the Company, which is financially distressed, as more fully defined in section 128(1)(b) of the Companies Act and paragraph 6.1. herein; Business Rescue Costs means the remuneration and expenses of the BRP and other claims arising out of the costs of the Business Rescue; Business Rescue Plan means this document together with all of its annexures, as amended from time to time, and prepared in accordance with section 150 of the Companies Act; CIPC means the Companies and Intellectual Property Commission, established in terms of the section 185 of the Companies Act; Claims means any claims against the Company, the cause of action in respect of which arose: Prior to the Commencement Date; or During Business Rescue; Coetzee means Carel Johannes Coetzee, being the 48% member of the Company; Commencement Date means 15 June 2017, being the date upon which Business Rescue commenced in accordance with section 129(1), read with section 132(1)(a)(i), of the Companies Act; Company means Johan Hollander Vervoer CC, Registration Number 1994/024339/23, a Close Corporation duly incorporated in terms of the laws institute of the Republic of South Africa, with its registered address situated at 23 Pretorius Street, Wesselsbron, Free State Province, Companies Act means the Companies Act, 71 of 2008, as amended; Concurrent Creditors means all Creditors who are not Secured Creditors or statutorily preferred creditors;

6 Contracts means those contracts entered into by the Company and third parties, either prior to or after the Commencement Date; Creditors means all persons, including legal entities and natural persons, having Claims; Debtors means third party debtors of each of the Sellers; Members means the members of the Close Corporation as at the commencement date, namely Abraham Gerhardus van Niekerk and Carel Johannes Coetzee Disputed Claims means any and all Claims which may have been lodged by Creditors and whose Claims have been rejected either in whole or in part by the BRP and which rejection is disputed by the respective Creditor and shall be determined in favor of or against such Creditors in terms of the Dispute Mechanism contained in paragraph 35 below; Distribution means distributions to be made to Creditors by the BRP; Employees means employees of the Company as at the Commencement Date; Strydom & Bredenkamp means Strydom & Bredenkamp Inc, Attorneys practicing at 225 Veale St, Nieuw Muckleneuk, Pretoria, 0181; Financially Distressed shall bear the meaning ascribed thereto in section 128(1)(f) of the Companies Act; Final Claims Date means the final date for the filing of Claims, being 18 August 2017; Insolvency Act means the Insolvency Act, 24 of 1936, as amended; LRA means the Labor Relations Act, 66 of 1995, as amended; Management means the management of the Company prior to the Commencement Date, being: Van Niekerk, Coetzee and Marx Maree & Bernard means Maree & Bernard Attorneys, a firm of attorneys practicing as a partnership in accordance with the Laws and Statutes of the Republic of South Africa with address situated at 35 Van Zyl Street, Hoopstad, Free State Province, Marx means Frans Marx, the financial manager of the company Standard Bank means Standard Bank of South Africa Limited, Registration

7 7 Number 1962/ /06, a company incorporated in accordance with the laws of South Africa; Nemen Vervoer means Nem en Vervoer, Registration Number 2002/020015/07, a company incorporated in accordance with the laws of South Africa; Notice of Meeting means the notice of meeting to all Affected Persons as contemplated in terms of section 151(2) of the Companies Act; PCF means post-commencement finance as contemplated in section 135 of the Companies Act; PCF Employee Claims means Claims by Employees as contemplated in section 135(1) of the Companies Act; Pre-commencement Claims means those Claims, the cause of action which arose prior to the Commencement Date; Proposed Transaction means the transaction to be approved for the sale of the assets by auction; Publication Date means the date on which this Business Rescue Plan is published to Affected Persons in terms of section 150(5) of the Companies Act, being 02 August 2017; Purchase Consideration means the purchase price payable in terms of the Proposed Transaction; Rand or R or ZAR means the lawful currency of South Africa; SARS means the South African Revenue Services; Secured Creditors means those Creditors who hold security for their Claims against the Company; South Africa means the Republic of South Africa; Substantial Implementation Date means the date upon which the BRP files with the CIPC a notice that all of those events contemplated in paragraph 31.2 have occurred and whereupon Business Rescue will terminate; Transaction Documents means agreements and/or documents required to give effect to the Proposed Transaction; Van Niekerk means Abraham Gerhardus van Niekerk; VAT means the value-added tax levied in terms of the South African Value- Added Tax Act, 89 of 1991, as amended; and

8 VAT Act means the South African Value-Added Tax Act, 89 of 1991, as amended; 1.3. any reference to any statue, regulation or other legislation in this Business Rescue Plan shall be a reference to that statue, regulation or other legislation as at the Publication Date, and as amended or substituted from time to time; 1.4. any reference in the Business Rescue Plan to any other agreement or document shall be construed as a reference to such other agreement or document as same may have been, or may from time to time be, amended, varied, novated or supplemented; 1.5. if figures are referred to in numerals and in words and if there is any conflict between the two, the words shall prevail; 1.6. if any provision in a definition in this Business Rescue Plan is a substantive provision conferring a right or imposing an obligation on any person or entity then, notwithstanding that it is only in a definition, effect shall be given to that provision as if it were a substantive provision in the body of this Business Rescue Plan; 1.7. where any terms are defined in this Business Rescue Plan within a particular paragraph other than this paragraph 1, that term shall bear the meaning ascribed to it in that paragraph wherever it is used in this Business Rescue Plan; 1.8. Where any number of days is to be calculated from a particular day, such number shall be calculated as excluding such particular day and commencing on the next day. If the last day of such number so calculated falls on a day which is not a Business Day, the last day shall be deemed to be the next succeeding day which is a Business Day; 1.9. any reference to days (other than a reference to Business Days), months or years shall be a reference to calendar days, months or years, as the case may be, and; words or terms that are capitalized and not otherwise defined in the narrative of this Business Rescue Plan (excluding capitalized words or terms used for the purpose of tables) shall bear the meaning assigned to them in the Companies Act. 2. ACTIONS TO BE TAKEN BY AFFECTED PERSONS 2.1. If any Affected Person is in doubt as to what action should be taken arising from the contents of this Business Rescue Plan, such Affected Person or Affected Persons are advised to consult an independent attorney, accountant or other professional advisor in addition to any consultation with or direction received from the BRP.

9 3. STRUCTURE OF THE PLAN 9 For the purpose of section 150(2) of the Companies Act, this Business Rescue Plan is divided into 3 (three) parts as follows 3.1. PART A - BACKGROUND This part sets out the background to the Company and the factors that resulted in the Company being Financially Distressed and being placed under Business Rescue PART B - PROPOSAL This part describes the terms of the Proposed Transaction and includes, inter alia, the benefits and/or effect of adopting the Business Rescue Plan as opposed to the Company being placed into liquidation PART C - ASSUMPTIONS AND CONDITIONS This part sets out, inter alia, what conditions need to be fulfilled in order for the Business Rescue Plan to become effective, and to be implemented.

10 10 PART A BACKGROUND In the preparation of this Business Rescue Plan, and this Part A in particular, the BRP and the Advisors have relied on information provided by Management and, accordingly, shall not be held responsible for the accuracy thereof. 4. COMPANY INFORMATION 4.1. Shareholding Structure The capital of the Company comprises of 100% member contribution held by: Coetzee 48% Van Niekerk 52% Members As at the Commencement Date, the following members: Coetzee; and Van Niekerk; 4.3. Company Information Financial Year End: Registered Address: Principal Address: 28 February 23 Pretorius Street, Wesselsbron, Free State Province, B du Toit Street, Wesselsbron, Free State Province, 9680 Business Telephone Number: (057) Business Fax Number: (057) Accountant / Auditors: Danmar Financial Services 5. COMPANY BACKGROUND 5.1. Background to the Company The Company was registered in 1994, under the registered name of Johan Hollander Vervoer CC, with registration number 1994/024339/23.

11 The Company conducts the Business and operates from its principle address, 1 B du Toit Street, Wesselsbron, Free State Province, The Company s members are Coetzee and Van Niekerk Background to the Company s Financial Distress The main reasons for the failure of the Company are the following: During 2013 all employees, including the drivers of the company s trucks went on an unprotected and unsolicited strike. The Company could accordingly not perform in terms of its existing contracts nor serve its clients. The clients of the company was understandably extremely upset and dissatisfied. This lead to the contracts being cancelled The Company m a i n l y f u r n i s h e d t r a n s p o r t s e r v i c e s t o t h e f a r m i n g c o m m u n i t y a nd c e r t a i n o t h e r s u p p l i e r s s u c h a s L F C M e u l e i n W e s s e l s b r o n. L F C M e u l e w a s o n e o f t h e b i g g e s t c l i e n t s o f t h e c o m p a n y a n d i t s m a i n s t a y D u r i n g / L F C M e u l e s t a r t e d b u y i n g t h e i r o w n t r u c k s t o c a t e r f o r t h e i r t r a n s p o r t, w h i c h t h e C o m p a n y p r e v i o u s l y p e r f o r m e d o n t h e i r b e h a l f. T h i s w a s a d i r e c t r e s u l t o f t h e s t r i k e a n d t h e c o m p a n y s i n a b i l i t y t o r e n d e r s e r v i c e s d u r i n g t h a t t i m e D u e t o t h e f a c t t h a t t h e t r a i l e r s o f t h e c o m p a n y a r e m a i n l y s u p e r l i n k s t h e s c o p e o f p o t e n t i a l c l i e n t s e s p e c i a l l y i n t h e F r e e S t a t e i s v e r y l i m i t e d T h e c o m p a n y c o n s i d e r e d s e l l i n g t h e ir s u p e r l i n k t r a i l e r s a n d p u r c h a s i n g s i d e t i p p e r t r a i l e r s, b u t d u e t o t h e d i s t r e s s o f t h e c o m p a n y a n d t h e p r i c e s o f n e w s i d e t i p p e r t r a i l e r s, this did not realize As a result of the unprotected strike and the fact that most of the employees who formed part thereof resigned or have been dismissed, this lead thereto that a total new employee force had to be established at a great cost A number of the new employees did not have the necessary expertise or experience expected from them to properly

12 12 perform their duties. That lead to serious losses for the company, as certain routes became financially non-viable as too much kilometers went into certain contracts that effected the net profit to the Company The overdraft facility of the company although having a limited of R has been overdrawn by a further amount. Standard Bank has a cession of debtors which they enforced and all debtors from commencement date have been paid over to Standard Bank According to the company s record the workmen s compensation in terms of the provisions of the Occupational, Injuries and Disease Act is also outstanding and we are waiting for a quantification from the Department of Labor Credit facility limits being reached. 5.3 In the circumstances, as the Company is unable to obtain funding, it will not be able to pay its Creditors, and accordingly will not be able to pay its debts over the immediately ensuing six months, resulting in the Company being financially distressed. 6. SUMMARY OF THE BUSINESS RESCUE 6.1. Introduction Business Rescue, as defined in section 128(1)(b) of the Companies Act, refers to proceedings to facilitate the rehabilitation of a company that is financially distressed by providing for the temporary supervision of a company by a business rescue practitioner, and of the management of its affairs, business and property; a temporary moratorium on the rights of claimants against a company or in respect of property in its possession; and the development and implementation, if approved, of a plan to rescue the company in question by restructuring its affairs, business, property, debt and other liabilities, and equity in a manner that maximizes the likelihood of the company in question continuing in existence on a solvent basis or, if it is not possible for the company to so continue in existence, results in a better return for the company's creditors or shareholders than would result from the immediate liquidation of the company The following summary sets out the salient dates on which certain events have taken and will take place during Business Rescue

13 13 EVENT DATE Commencement Date 15 June 2017 Appointment of BRP 28 June 2017 First Creditors Meeting 12 July 2017 First Employees Meeting 12 July 2017 Publication of Business Rescue Plan 02 August 2017 Meeting to Consider Business Rescue Plan 15 August 2017 Meeting to Consider Revised Business Rescue Plan to be held upon 22 August STEPS TAKEN SINCE THE APPOINTMENT OF THE BRP 7.1. ADMINISTRATIVE MATTERS Appointment of BRP On 28 June 2017, Badenhorst was appointed as the BRP Reporting to CIPC The BRP has complied with all statutory obligations under the Companies Act and will render monthly reports as contemplated in section 132(3) of the Companies Act Publication of the Business Rescue Plan and Notice of Meeting The Business Rescue Plan will be published to all Affected Persons on the Publication Date The Business Rescue Plan will be published to the Creditors, employees and shareholders in the following manner: via or fax to all known Creditors, to the extent that the addresses or fax numbers of known Creditors are available; publication on the website of Maree & Bernard Attorneys; and copies will be available at the registered office and principal place of business of the Company.

14 Cash Resources The BRP performed an analysis of the Company s assets and identified certain trade debtors for collection purposes to generate further cash reserves. The trade debtors however could not be used to fund the Business Rescue as Standard Bank enforced their cession of debtors and all debtors recovered have been paid over to Standard Bank as per their request and security LABOUR The Company has 25 Employees and e x t e n s i v e n e g o t i a t i o n s a r e t a k i n g p l a c e w i t h a n e x t e r n a l t r a n s p o r t c o m p a n y B e l a n i x i n t e r m s w h e r e o f s o m e / m o s t e m p l o y e e s c a n b e e n t a k e n o v e r b y t h e m, i f s u c c e s s f u l a n d o n c e f i n a l i z e d. I t i s e s t i m a t e d t h a t o n l y a s m a l l p o r t i o n, a t t h i s s t a g e i t s e e m s t o b e 6 o r 7 e m p l o y e e s o f t h e w o r k f o r c e w o u l d h a v e t o r e t r e n c h e d C u r r e n t l y n o m o n i e s a r e a v a i l a b l e f o r p a y m e n t o f c u r r e n t r e m u n e r a t i o n o f e m p l o y e e s a s i t bec o m e s d u e and employees are requested to obtain and fill in claim forms for outstanding remuneration CREDITORS Creditors Meeting: A first meeting of Creditors was convened on 12 July 2017, as contemplated in section 147 of the Companies Act ( the First Meeting ) At the First Meeting: the business rescue process was explained and possible outcomes were presented to the Creditors; assistance was also given to the Creditors by providing answers to their various queries; and Creditors were requested to submit their Claims as soon as possible Creditors' Committee

15 15 During the First Meeting, the Creditors determined that it was not necessary to appoint a Creditors committee, as contemplated in section 147(1) (b) of the Companies Act EMPLOYEES Employees Meeting First meeting of employees has contemplated was convened on 12 July 2017 ( The First Meeting of Employees ) At the First Meeting: the business rescue process was explained and possible outcomes were presented to the Employees; assistance was also given to the Employees by providing answers to their various queries; and Employees' Committee Employees were requested to submit their Claims as soon as possible. During the First Meeting, the Employees determined that Gerhard Heymans should be elected as chair for the Employees Committee and that all further action and communication had to take place through him Investigation of the affairs of the Company: Section 141(2) of the Companies Act provides that if at any time during the Business Rescue the BRP concludes that there is evidence, in the dealings of the Company before the Commencement Date of: voidable transactions, or the failure by the Company or any Director to perform any material obligation relating to the Company, the BRP must take any necessary steps to rectify the matter and may direct Management to take appropriate steps; or reckless trading, fraud or other contravention of any law relating to the Company, the BRP must forward the evidence to the appropriate authority for further investigation and possible

16 16 prosecution and direct Management to take any necessary steps to rectify the matter, including recovering any misappropriated assets of the Company The BRP will perform his obligations in terms of section 141(2) of the Companies Act General: The BRP was required to engage attorneys to advise on, inter alia, issues relating to: the Proposed Transaction; Claims against the Company; and various issues arising out of the Business Rescue Cession of Debtors by Standard Bank BUSINESS RESCUE INITIATIVES The Proposed Transaction was embarked upon, the details of which are set out in paragraph MATERIAL ASSETS OF THE COMPANY AND SECURITY AS AT THE COMMENCEMENT DATE A list of the categories of material assets of the Company, at book value, as well as an indication as to which assets were held as security by Creditors as at the Commencement Date is attached hereto as Annexure A. If any Affected Person requires a detailed schedule of assets, please contact Maree & Bernard Attorneys at Hollander@mareebernard.co.za. 9. CREDITORS OF THE COMPANY AS AT THE COMMENCEMENT DATE 9.1. A list of the Creditors of the Company, including contingent Creditors, as reflected in the Company s records, as at the Commencement Date is attached hereto as Annexure B As required in terms of the Companies Act, Annexure B indicates which of the aforesaid Creditors:

17 would qualify as secured, statutorily preferent or concurrent in terms of the laws of insolvency; and have proved their Claims. 10. CREDITORS VOTING INTEREST AND VOTING BY PROXY In terms of section 145 of the Companies Act, for the purpose of any vote by Creditors: a Creditor has a voting interest equal to the value of the amount owed to that Creditor by the Company on the date of the vote on the Business Rescue Plan; and a Creditor who would have a subordinated claim in liquidation has a voting interest, as independently appraised and valued at the request of the BRP, equal to the amount, if any, that the Creditor could reasonably expect to receive in a liquidation of the Company PCF Creditors will have a voting interest equal to the value of the amount owed to that PCF Creditor A Creditor who has a Disputed Claim, contingent Claim, prospective Claim, damages or unliquidated Claim will only be allowed to vote in the sole discretion of the BRP A Creditor whose Claim amount does not reconcile with the Company s records will only be allowed to vote on the amount determined in the sole discretion of the BRP Voting by proxy will be allowed as long as the form of proxy attached to the Notice of the Meeting is lodged with the BRP. Creditors and Affected Persons are required to lodge their forms of proxy by no later than 17h00 on Friday, 11 August All forms of proxy given on behalf of a company, a legal entity or a trust must be accompanied by a valid and authorized resolution supporting the appointment of the proxy Notwithstanding what has been stated in this paragraph, the BRP has a discretion to accept any proxy submitted. 11. PROBABLE DIVIDEND ON LIQUIDATION The probable dividend that would be received by Creditors, in their respective classes, if the Company was to be placed in liquidation as at the Commencement Date is detailed in the liquidation calculation attached hereto as Annexure C. The figures in Annexure C take into account the costs associated with a liquidation, as calculated in terms of Section 89 of the Insolvency Act The calculation in support of the liquidation dividend as at the Commencement Date

18 18 is based on the book value of the assets and Management s estimates of the recoverability of the Company s assets, as well as input from an independent professional valueer on certain of the assets As will be noted from Annexure C, the probable dividend which Concurrent Creditors would receive if the Company was to be liquidated as at the Commencement Date would be 0 (zero) cents in the Rand. 12. HOLDERS OF THE COMPANY S ISSUED SECURITIES Coetzee and Van Niekerk are the holders of the Company s issued securities. Please refer to paragraph 4 above. 13. THE BRP S REMUNERATION The BRP's remuneration is at the tariff rates set out in Regulation 128 to the Companies Act based on the Company's public interest score. A company is regarded as a small sized company if its public interest score is less than 100 and a medium sized company if its public interest score is more than 100 but less than As at commencement date. The Company s public interest score calculated in terms of Regulation 26(2) of the Companies Act as at the Commencement Date was 53 (excluding contingent Creditors) Since the Commencement Date, Standard Bank exercised its rights in terms of the suretyship / security executed by the Company in favor of Standard Bank for the debts of debtors in terms of a cession signed in Book debts recovered have been paid over to Standard Bank To date, the BRP has charged out his time at the prescribed tariff rates set out in Regulation 128 to the Companies Act, on an hourly basis. 14. STATEMENT ABOUT W H E T H E R THE B U S I N E S S R E S C U E P L A N INCLUDES A PROPOSAL MADE INFORMALLY BY A CREDITOR This Business Rescue Plan does not include any proposal made informally by a Creditor or Creditors.

19 19 PART B PROPOSAL 15. OBJECTIVE AND PURPOSE OF BUSINESS RESCUE The purpose of the Business Rescue provisions contained in the Companies Act, as set out in section 7(k) of the Companies Act, is to provide for the efficient rescue and recovery of financially distressed companies in a manner that balances the rights and interests of all relevant stakeholders The objective of Business Rescue, as set out in section 128(1)(b)(iii) of the Companies Act, is to develop and implement a plan that rescues the Company: by restructuring its affairs, business, property, debt and other liabilities, and equity in a manner that maximizes the likelihood of the Company continuing in existence on a solvent basis ( Part A ); or if the aforementioned is not possible, results in a better return for the Company s Creditors or shareholders than would result from the immediate liquidation of the Company ( Part B ) The objective of this proposal is accordingly to provide Affected Persons with information so that they may: assess the likely outcome of the dividend yield calculation under Business Rescue; and be reasonably assured of the likelihood of obtaining a better outcome under Business Rescue, as compared to a liquidation. 16. PROPOSAL IN TERMS OF THIS BUSINESS RESCUE PLAN It is considered unlikely that the Company is capable of being rescued in accordance with Part A, contemplated in paragraph 15.2, for the following reasons, inter alia: lack of available security for additional debt funding; lack of audited financial statements which causes difficulty in presenting to potential investors and funders; and

20 historic earnings do not support sufficient enterprise value for equity capital raising In light of the aforesaid, the proposal in terms of this Business Rescue Plan is in accordance with Part B, being a better return for Creditors than what would result from the immediate liquidation of the Company The proposal to rescue the Company entails the: sale of the Company s movable assets on a public auction and the selling of the sureties/security of Nemen Vervoer s immovable property by means of public auction in favor of Standard Bank for the mortgage bonds; and allocation and distribution of the proceeds from the Proposed Transaction in a manner that will result in a better return to Creditors than in a liquidation, detailed in paragraphs 18 and By selling the assets as contemplated in the Proposed Transaction, Creditors benefit from the following advantages, inter alia: The Business s m o v a b l e a s s e t s a r e s o l d b y p u b l i c a u c t i o n w h i c h r e a l i z e a h i g h e r realization received than what would typically be received in a liquidation; and Concurrent Creditors will be paid a dividend out of a free residue. This will result in a more practical and commercial solution, resulting in a higher return to Creditors than a liquidation of the Company Affected Persons are referred to paragraph 27 for more information relating to the advantages of proceeding in terms of Business Rescue as opposed to a liquidation Based on a Distribution set out in paragraph 19, the aforesaid proposal, based on latest asset values, should result in Concurrent Creditors receiving an anticipated dividend of ) cents in the Rand, compared to a probable dividend of approximately 0 (zero) cents in the Rand upon liquidation, subject to the risks and assumptions set out in this Business Rescue Plan In the circumstances, a Business Rescue in accordance with the aforesaid proposal will result in a better return than upon a liquidation and will balance the interests of all stakeholders.

21 17. THE PROPOSED TRANSACTION The business and affairs of the company and Nemen Vervoer are intertwined and largely dependent on each other for, inter alia, funding, procurement, human resources, marketing, finance and administration Due to the aforesaid, it has been decided by the members of Nemen Vervoer, in terms of a resolution to be signed by the holders of the security, that they consent to the selling of the immoveable property in terms of this plan, which will result in a better return for the secured creditor Standard Bank The immovable property of Nemen Vervoer shall be sold by Public Auction and/or in terms of a private sale approved by Standard Bank. The auction and/or private sale shall be finalised within 30 days of acceptance of the Business Rescue plan. 18. ALLOCATION OF THE PROCEEDS OF THE PROPOSED TRANSACTION IN TERMS OF PARAGRAPH Any and all proceeds obtained by the transaction in terms of paragraph 17 will be distributed to Standard Bank in settling all and any outstanding debt owed by the CC. 19. ORDER OF DISTRIBUTION PAYMENT IN THE BUSINESS RESCUE In terms of the Companies Act, the following order of priority (to the extent that there are funds available to pay all categories of Creditors) is provided for: the Business Rescue Costs, including but not limited to legal costs, the costs of the Advisors, operating costs and other costs associated with the Business Rescue; Employees for their employment during Business Rescue (to the extent that they have not been paid for their services during Business Rescue); secured PCF Creditors; unsecured PCF Creditors; secured creditors and Concurrent Creditors In respect of pre-commencement Secured Creditors, their Claims will rank in respect of such secured asset in priority to all other claims, other than the BRP s remuneration and expenses, as contemplated in section 143 of the Companies Act The Purchase Consideration received pursuant to the implementation of the Proposed Transaction, will be allocated as provided for in Annexure E and distributed to the creditors of the Group, including Creditors of the Company, as follows ( Distribution ): the Business Rescue Costs (where the company is in Business Rescue);

22 Secured Creditors: Secured Creditors will receive a distribution in accordance with their assets held as security, s u b j e c t t o p a r a g r a p h 1 8 above, with any shortfall in such security being treated as a further concurrent claim for those creditors Security is held over the following assets: Debtors, by virtue of cessions Hire purchase agreements Based on the information the BRP has to date, the dividend which Concurrent Creditors are anticipated to receive as a result of the adoption of the Business Rescue Plan, the implementation of the Proposed Transaction and the allocation of the Purchase Consideration in accordance with the Distribution is approximately 40 (Forty) cents in the Rand. The estimated Distribution calculation is attached hereto as Annexure G. 20. ONGOING ROLE OF THE COMPANY Upon the Implementation of this Business Rescue Plan the Business will have been winded down and the Company will cease to trade.

23 EFFECT ON CREDITORS Contracts There will be no continuation of any contracts. Creditors Claims for damages will be limited as contemplated in paragraph 21.2 below Damages In the event that Creditors claim damages, whether contractual or delictual, against the Company, which damages Claim is accepted by the BRP or proved by way of the Dispute Mechanism or by Court or similar proceedings, such damages Claims: shall be a concurrent Claim, unless the Creditor holds security for such claim; will be deemed to be limited to general damages suffered over the lesser of 3 (three) months from the date on which the alleged damages Claim arose or the balance of the Contract duration. For purposes hereof, general damages are those which, on an objective basis, would be reasonably foreseeable at the time of entering into the relevant Contract as a probable consequence of, and with a sufficiently close connection to, any breach by the Company of such Contract so as to be said to flow naturally and generally and not to be too remote; will be deemed to exclude all consequential (including loss of profit) and indirect damages; and if disputed, will be resolved in terms of the Dispute Mechanism, detailed in paragraph 35 below Claims and release of the Company from the payment of debts After receipt of the final Distribution and Substantial Implementation, Creditors shall not retain their Claims against the Company for any balance that may still be due to them by the Company, subject to paragraph 24 below Therefore if the Business Rescue Plan is implemented in accordance with its terms and conditions, subject to paragraph 24 below, a Creditor shall be deemed to have acceded to the discharge of the whole or part of a debt owing to that Creditor and will lose its rights to enforce the relevant debt or part of

24 24 such debt against the Company and the provisions of section 154(1) of the Companies Act will apply A Creditor will also notwithstanding the fact that this Business Rescue Plan has been adopted and implemented, not be entitled to enforce any debt owed to it by the Company, immediately prior to Business Rescue and the provisions of section 154(2) of the Companies Act will apply There is no proposal to convert any debt to equity in the Company or another company. 22. EFFECT ON EMPLOYEES The proposed transaction comes down to the structured winding up of the company and effectively the substratum of the company will fall away. After implementation and final negotiation with Belanix, all employees will be taken over or retrenched and retrenchment packages would have to be paid 23. EFFECT OF THE BUSINESS RESCUE PLAN ON THE HOLDERS OF EACH CLASS OF THE COMPANY'S ISSUED SHARES The rights of the shareholders will not be altered. 24. EFFECT ON SURETIES OF THE COMPANY To the extent that any Creditor has a specific right of resources against any party and/or person and/or entity who bound themselves as sureties and/or guarantors for the debt of the CC, that Creditor s claims against the CC shall not be compromised by the acceptance and implementation of the Business Rescue plan and/or any other occurrence, and the securities provided by such sureties will remain of force and effect for the duration of the Business Rescue and thereafter. 25. COMPARISON OF THE BUSINESS RESCUE TO LIQUIDATION The following table sets out a comparison of the outcomes that are likely to arise under the Business Rescue as compared to a liquidation (using figures as at the Publication Date): CLASS OF CREDITOR LIQUIDATION BUSINESS RESCUE Secured 28 c 88c

25 Business Rescue Costs / PCF Creditors 25 N/A 100c Employees 0c 100c Concurrent Creditors 0c 25c

26 PROOF OF CLAIMS BY CREDITORS The exchange rate in respect of all Claims expressed in foreign currency will be determined as at the Commencement Date Creditors are required to lodge their Claims prior to the Final Claims Date for purposes of participating in the Distribution: The BRP has a discretion as to whether to allow a Creditor to lodge any Claim after the Final Claims Date Creditors that have lodged Claims after the Final Claims Date, and whose Claims have been accepted by the BRP in the exercise of the BRP s aforesaid discretion, forfeit their right to participate in Distributions that have been made prior to the lodgment of their Claims Notwithstanding any amount reflected in the Company s records and/or in Annexure B, Claims shall be proved to the satisfaction of the BRP and supported by a claim form. If any Creditor requires the claim form, please contact Maree & Bernard Attorneys at Hollander@mareebernard.co.za, or obtain the claim form from In the event that the BRP disputes a Claim or security, such disputed Claims will be dealt with in accordance with the Dispute Mechanism more fully dealt with in paragraph MORATORIUM In terms of the Companies Act, the commencement of Business Rescue places a moratorium on legal proceedings against the Company The intention of a moratorium is to give the Company the best possible chance to implement the Business Rescue Plan In the current circumstances, the moratorium in relation to the Company commenced on the Commencement Date and is expected to remain in place until Substantial Implementation. 28. BENEFITS OF ADOPTING THE BUSINESS RESCUE PLAN COMPARED TO LIQUIDATION The benefits to Creditors of adopting the Business Rescue Plan compared to a liquidation are as follows: Quantum

27 The dividend that would be received by Creditors on a liquidation of the Company would be lower than the dividend that is anticipated to be received by Creditors as a result of Business Rescue By way of illustration, please refer to paragraph Timing The average time it takes to conclude a liquidation process can be between 18 and 24 months, or longer depending on the complexity of the company. Given the complexity of the Company, it is likely that a liquidation would last longer than 24 months with no ability to pay an interim dividend to Concurrent Creditors If the Business Rescue proceeds, Creditors will receive their distribution in a shorter time frame than in liquidation proceedings. It is envisaged that it would be within 3 (three) months of implementation Fees and costs In a liquidation, fees are based on fixed percentages of the gross value of assets realized, irrespective of the third party costs incurred in achieving such realizations The estimated fees and costs in a liquidation in terms of the liquidation calculation prepared is approximately R The BRP is of the opinion that the entire costs of the Business Rescue will be significantly lower than the liquidation costs. 29. RISKS OF THE BUSINESS RESCUE Notwithstanding what has been stated in this Business Rescue Plan, the Business Rescue and the amount available to Creditors in terms of the Business Rescue may be adversely affected by, inter alia, the following factors: The suspensive conditions in terms of the Proposed Transaction not being fulfilled, taking longer than expected and/or the Proposed Transaction failing for any reason; unforeseen claims and/or litigation of any nature whatsoever, howsoever arising, from any cause of action whatsoever; unforeseen damages claims and contra claims arising from, inter alia, the cancellation of any contracts or agreements of any nature whatsoever, howsoever arising;

28 any changes in legislation that impact Business Rescue; any challenges to this Business Rescue Plan, the rejection thereof or any amendments thereto; any regulatory challenges of any nature whatsoever, howsoever arising; any unforeseen circumstances, outside of the control of the BRP of any nature whatsoever howsoever arising that impacts on Business Rescue; material discrepancies in the information made available to the BRP by Management; the final verification and agreement of the quantum of the Claims take longer than expected or if the records of the Company are irreconcilable to the Claims received; the Company s assets not being realized for the amounts provided for in the BRP s calculations, or a variation in such realizations based on the valuation methodologies applicable to the Proposed Transaction, or the assets not being realized at all; It should be noted that, in the unlikely event of an immediate liquidation of the Company, the risks set out in this paragraph would still apply. 30. ASSUMPTIONS MADE WITH REGARD TO THE FORECAST OF THE BUSINESS RESCUE DIVIDEND Please refer to Annexure G for the assumptions made with regard to the Business Rescue dividend. PART C ASSUMPTIONS AND CONDITIONS 31. CIRCUMSTANCES IN WHICH THE BUSINESS RESCUE WILL END AND THE TERMINATION OF BUSINESS RESCUE The Business Rescue will end when this Business Rescue Plan is proposed and rejected and no action is taken as contemplated in section 153(1) of the Companies Act; or this Business Rescue Plan is adopted and implemented and the BRP has filed a notice of substantial implementation of the Business Rescue Plan with CIPC; or

29 the BRP files a notice of termination with CIPC; or a High Court orders the conversion of the Business Recue into liquidation proceedings. 32. CONDITIONS FOR THE BUSINESS RESCUE PLAN TO COME INTO OPERATION AND BE FULLY IMPLEMENTED The Business Rescue Plan will come into operation upon the final adoption of the Business Rescue Plan Substantial implementation will be deemed to have occurred upon the implementation of the Proposed Transaction and the final Distribution having been made to Creditors. 33. EFFECT OF THE BUSINESS RESCUE PLAN ON EMPLOYEES The Company has 25 employees, of whom the greater part shall be taken over by Belanix and the rest of the workforce shall be retrenched. The process is handled and facilitated by the Employer Organization Carecure Consultants. There is no further alternatives than for retrenchment on the winding down of the business. 34. PROJECTED BALANCE SHEET AND PROJECTED STATEMENT OF INCOME AND EXPENSES PREPARED ON THE ASSUMPTION THAT THE BUSINESS RESCUE PLAN IS ADOPTED As the Business Rescue is proceeding in terms of a better return to Creditors, as opposed to the Company continuing on a solvent basis, there is no projected balance sheet, however, the projected statement of income and expenses (prepared on a cash basis) for the anticipated duration of the Business Rescue is attached as Annexure H. 35. EXISTING LITIGATION All parties who have instituted legal proceedings, including any enforcement action, in respect of any Claims against the Company in any forum will be subject to the provisions of paragraph 25, dealing with the proof of Claims. 36. DISPUTE RESOLUTION Subject to paragraph 35.3, save as provided for in section 133 of the Companies Act, in respect of all or any disputes by the BRP on Claims submitted by Creditor(s) and PCF Creditors, which disputes include, but are not limited to, disputes on the existence or otherwise of Claim(s), on quantum of Claim(s), security claimed by a Creditor, the nature of the security, the extent and value of the security and the like ( the dispute ) such dispute may be resolved in accordance with the dispute mechanism outlined below ( the Dispute Mechanism ).

30 If the Creditor does not avail itself of this 15 day opportunity or if after having availed itself and the dispute is not resolved within the 15 day period, the Creditor will be afforded 7 days (reckoned from the date of expiry of the 15 days) to nominate one of the current Senior Counsel Advocates that are members of the Free State Society of Advocates to preside over and to resolve the dispute. The nomination is subject to the BRP s confirmation. In this regard, the BRP is entitled, in his sole discretion, to require the Creditor to nominate an alternative expert. Should the Creditor not make a nomination or alternative nomination the BRP will do so on his/her/its behalf and this nomination will be binding on the Creditor(s) The Senior Counsel Advocate, when nominated and who agrees to accept such appointment (hereinafter referred to as the expert ) will endeavor to complete his mandate within 30 days of his appointment or within such further time period as the expert in his sole discretion may determine. To the extent that any expert as nominated by the Creditor or Employee/s refuses to act or is not available to act, the Creditor, or if he refuses or does not do so within three days of being requested by the BRP to do so, the BRP on his/her/its behalf is then obliged to choose another Senior Counsel Advocate from the above list until one such advocate is available to act and is agreeable to act The expert will in his sole and absolute discretion determine: the venue at which the dispute is to be resolved; the rules, regulations and procedures that will govern the determination of the dispute; the date(s) for the determination of the dispute; will give his award / determination within 5 days of the completion of the process as determined by him; will as part of his award / determination determine who is liable for the costs of the determination such costs to include his costs, legal costs, venue costs, recording equipment (if applicable), transcript of evidence (if applicable) and the like The Creditor/s agrees that, save for any manifest error the determination of the expert will be final and binding on the Creditor/s, the Company and the BRP and will not be subject to any subsequent review or appeal application / procedure / process The expert shall be entitled to make an award for costs in his discretion.

31 The Creditor, the Company and the BRP agree to use their utmost endeavors to ensure that the entire dispute is determined by the expert within the 30 day period as set out above To the extent necessary, should the BRP be of the view that certain disputes, may be settled or compromise, the BRP shall be authorized to settle and compromise such a dispute The BRP may in his sole and absolute discretion decide that the dispute mechanism is not appropriate for resolving the dispute and/or that the application of the dispute mechanism may result in prejudice to other Creditors or employees or the Company. In such event, the BRP, Creditor or Employee concerned shall be entitled in terms of 133 of the Companies Act to refer the dispute to Court and if an expert has already been nominated, such nomination shall lapse and be of no further force or effect. 37. ABILITY TO AMEND THE BUSINESS RESCUE PLAN Provided that any amendment will not be prejudicial to any of the Affected Persons, the BRP shall have the ability, in his sole and absolute discretion, to amend, modify or vary any provision of this Business Rescue Plan, provided that at all times the BRP acts reasonably. The amendment will be deemed to take effect on the date of written notice of the amendment to all Affected Persons It is specifically recorded that the provisions of paragraph 36.2 shall mutatis mutandis 38. SEVERABILITY apply to the extension or reduction of any timeframes by the BRP. Any provision in this Business Rescue Plan which is or may become illegal, invalid or unenforceable shall be ineffective to the extent of such prohibition or unenforceability and shall be treated pro non scripto and severed from the balance of this Business Rescue Plan, without invalidating the remaining provisions of this Business Rescue Plan or affecting the validity or enforceability of such provision in any other jurisdiction. 39. CONCLUSION For the reasons set out above, the BRP is of the view that if the Business Rescue proceeds same will result in an efficient rescue and recovery of the Company, in a manner that balances the rights and interests of all relevant stakeholders.

32 32

33 33 Annexure A: LIST OF THE MATERIAL ASSETS OF THE COMPANY Financial Statement prepared by Danmar Financial Services: Indication as to which assets are held as security Standard Bank has cession of receivable debtors. Certain creditors have alleged reservation of title over stock, this is subject to further investigation and proof of claim.

34 34 Annexure B: LIST OF THE CREDITORS OF THE COMPANY Name Secured / Concurrent Insolvency Ranking Amount as per Company Ledger Amount of Claim Received Variance Higher of Ledger vs. Claim Voting Interest based on Company Ledger 1 Wesbank Secured Secured R ,15 R ,15 0 R ,15 8,16% Standard Bank Current 2 Account Concurrent Concurrent R ,40 R ,40 0 R ,40 12,75% 3 4 SBSA Fleet Exposure Concurrent Concurrent R ,59 R ,59 0 R ,59 33,05% Vehicle and Asset Finance - Standard Bank Secured Secured R ,13 R ,13 0 R ,13 27,92% 5 AFS Group Concurrent Concurrent 7411, , ,46 0,11% 6 Executive Rubber Concurrent Concurrent 91730, , ,1 1,37% 7 Fidelity Concurrent Concurrent 14058, , ,53 0,21% 8 Finmarie Concurrent Concurrent 1544, , ,54 0,02% 9 Henred Concurrent Concurrent 6944, , ,88 0,10% 10 Interdaf Concurrent Concurrent 41644, , ,4 0,62% 11 Marlim Brake & Clutch Concurrent Concurrent 1751, , ,98 0,03% Comment Hire purchase Agreements Cession of Debtors Cession of Debtors Hire purchase Agreements No Claim form received yet No Claim form received yet No Claim form received yet No Claim form received yet

35 35 12 MAN Truck Concurrent Concurrent 7717, , ,38 0,12% Nala 13 Municipality Concurrent Concurrent ,00% 14 Pointer SA Concurrent Concurrent 14402, , ,04 0,22% 15 SD Brake & Clutch Concurrent Concurrent ,03% 16 Telkom Concurrent Concurrent ,00% 17 Tip Top Concurrent Concurrent 54433, , ,01 0,81% 18 Vodacom Concurrent Concurrent ,00% 19 Bidvest Waltons Concurrent Concurrent 833, ,34 833,34 0,01% 20 Wurth Concurrent Concurrent 4138, , ,84 0,06% 21 SARS Concurrent Preferent ,49% 22 Dept. Of Labor (Workman Compensation) Concurrent Preferent R , , ,55 8,86% 23 Belanix - PCF PCF Not Applicable R ,33 R , ,33 0,95% No Claim form received yet No Claim form received yet No Claim form received yet No Claim form received yet No Claim form received yet No Claim form received yet No Claim form received yet No Claim form received yet No Claim form received yet 24 Danmar Finansiële Dienste Concurrent Concurrent R 6 200, ,09% SUB-TOTAL R ,65 100,00% Disputed Claims R ,09

36 23 Mr. Havenga Concurrent Concurrent 0 R ,96 24 LFC Meule Concurrent Concurrent 0 R , R ,96 0 0,00% -R ,13 R ,13 0,00% Disputed - pending litigation - no voting right -No Claim vorm received Disputed - details requested not supplied - no voting right * Certain creditors have alleged reservation of title and other security over stock, this is subject to further investigation and proof of claim. ** Standard Bank is a secured creditor whose claims, in terms of sureties / security relating to Nemen Vervoer, which shall be enforced against the company and Nemen.

37 37 Annexure C: LIQUIDATION CALCULATION Summary Liquidation Estimate Asset Class Debtors , ,95 R - Movable Assets (Secured) R ,00 R ,00 R - Movable Assets (Unsecured) R ,00 R - R ,00 Available for Preferent Creditors R ,00 Preferent R ,73 SARS R ,00 Dept. Of Labor (Workman Compensation) R ,55 Employees (Preferent Portion) R ,18 Available for Concurrent Creditors -R ,73 Concurrent R ,98 Employees (Concurrent Portion) R ,33 Creditors R ,65 Concurrent Dividend 0 Net Realization of Assets Assets Amount Realized Cost of Realization Liquidators Fees Net Realization Movable Assets (Secured) 847, , , , Movable Assets (Unsecured) 217, , , , Debtors R194, , , Comment / Assumption Amount Realized Calculated at 50 % of Valuation Amount Realized Calculated at 50 % of Valuation Amount Realized Calculated at 70 % of Valuation Totals 1,259, , , ,015,209.95

38 38 Assumptions The calculation has been based on the information provided by management at the available dates. Costs of Realization and Liquidators Fees are as follows: Movable Assets 10% Debtors 6% Realization and 10% Liquidators Debtors Realizable % has been based on the June 2017 debtors ageing as 70% of Debtors Book Value Security: All debtors are ceded to Standard Bank. Creditors Please note that approximately R5 million of the creditors balance relates to secured creditor Standard Bank whose claims, in terms of sureties relating to other group entities and shall be enforced against the entity.

39 39 Annexure D: VALUATION METHODOLOGY AND PURCHASE CONSIDERATION DETERMINATION 1. The BRP made use of the services of WH Auctioneers to appraise all movable assets. 2. The BRP made use of Ubique and Park Village Auctioneers to hold a public auction of all movable assets, which was held on 26 July All offers received above appraisal value have been accepted, except where a creditor held security in which instance approval from the various creditors have been requested and upon receipt thereof shall be communicated to the Auctioneers, in so far as the offer does not cover the security claim. 4. All assets have been sold subject to confirmation by the secured creditors, should the creditor not have provided the necessary confirmation the assets shall be released to the creditor holding the security thereof.

40 40 Annexure E: ALLOCATION OF PURCHASE CONSIDERATION This allocation is made subject to receiving confirmation from the secured creditors for the sale of the specific asset. Auction Realization 26-Jul-17 Encumbered Asset Accounts ,00 Free Residue Asset Accounts ,00 Total ,00 Encumbered Asset Account 1 - Standard Bank Registration Number Description Year Description Amount FHJ339FS International 9800i (A) X4 Voorhaker ,15 Amount Realized on Auction Plus Vat Amount to Free Residue ,85 Encumbered Asset Account 2 - Standard Bank Registration Number Description Year Description Amount FLL502FS MAN X4 Voorhaker ,00 Amount Realized on Auction Plus Vat Amount to Free Residue ,00 Encumbered Asset Account 3 - Standard Bank Registration Number Description Year Description Amount FLL503FS MAN X4 Voorhaker ,70 Amount Realized on Auction Plus Vat Amount to Free Residue ,30 Encumbered Asset Account 4 - Standard Bank Registration Number Description Year Description Amount

41 41 6X4 FNG706FS F/L Argosy 2008 Voorhaker ,00 Amount Realized on Auction Plus Vat Amount to Free Residue ,00 Encumbered Asset Account 5 - Standard Bank Registration Number Description Year Description Amount FNM460FS F/L Argosy X4 Voorhaker ,80 Amount Realized on Auction Plus Vat Amount to Free Residue ,20 Encumbered Asset Account 6 - Standard Bank Registration Number Description Year Description Amount FNP785FS UD Quon GW H/R X4 Voorhaker ,48 Amount Realized on Auction Plus Vat Amount to Free Residue ,48 Encumbered Asset Account 7 - Wesbank Registration Number Description Year Description Amount FNP783FS UD Quon GW H/R X4 Voorhaker ,15 Amount Realized on Auction Plus Vat Amount to Free Residue ,15 Free Residue Account Amounts from Encumbered Asset Accounts Encumbered Asset Account 1 - Standard Bank ,85 Encumbered Asset Account 2 - Standard Bank ,00 Encumbered Asset Account 3 - Standard Bank ,30 Encumbered Asset Account 4 - Standard Bank ,00 Encumbered Asset Account 5 - Standard Bank ,20 Free Residue From Auction ,00 Total ,35 Free Residue From Auction Year Amount VAT Total BGF 784/785 FS HARTLAND CVJ 358/363 FS SA TRUCK

42 42 DCJ 043/045 FS SA TRUCK DCK194/CBK486 HENRED DCN 009/011 FS SA TRUCK DCT 954/957 FS SA TRUCK CLC487/CXJ309 HENRED DTL 084/091 FS PARAMOUNT CLN 814 FS JURGENS DBV 056 FS FORD SIN/CAB DHC 076 FS MJ TRAILER HIRE DXB 883 FS FORD SUP/CAB DCW009FS Interdaf Totals

43 43 Annexure F: REMUNERATION AGREEMENT

44 44

45 45

46 46

47 47

48 48

49 49