Update on proposed Scheme of Arrangement and Resignation of Financial Director
BRIKOR LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1998/013247/06)
(Share Code: BIK ISIN Code: ZAE000101945)
(“Brikor” or “the Company”)
Update on proposed Scheme of Arrangement and Resignation of Financial Director
UPDATE ON PROPOSED SCHEME OF ARRANGEMENT
Shareholders are referred to the Firm Intention Announcement dated 26 June 2026 in which Brikor
advised that the board of directors of Brikor has resolved to propose a scheme of arrangement
("Scheme") in terms of section 114(1)(e), read with section 115, of the Companies Act, No. 71 of
2008 as amended, between Brikor and its Shareholders (other than Nikkel Trading 392 Proprietary
Limited), in terms of which the ordinary shares of the remaining shareholders in Brikor will be
repurchased by Brikor at 17 cents per Brikor ordinary share. Subsequent to the Scheme becoming
operative, Brikor shares are to be delisted from the JSE in terms of paragraph 1.8(d) of the JSE
Listings Requirements.
Shareholders are advised that there was a delay in the finalisation of the circular and the Takeover
Regulation Panel has given extension for the distribution until no later than 5 September 2026.
RESIGNATION OF FINANCIAL DIRECTOR
In compliance with paragraph 6.71 of the JSE Listings Requirements, shareholders are informed
that the financial director of Brikor, Joaret Botha ("Botha") has expressed a desire to terminate her
employment by Brikor, as the Company will be delisted pursuant to the implementation of the
Scheme, to pursue a new career opportunity. There is, however, a restriction contained in
Regulation 108(2) of the Companies Regulations, which stipulate that a director of an offeree
regulated company (which Brikor is) may not resign from the board of the offeree regulated company
from the date of the firm intention announcement until the offer is declared unconditional, lapses or
is withdrawn (“Restriction”).
To comply with this Restriction, a written Separation Agreement, dated 1 September 2026 (the
"Separation Agreement"), was entered between Brikor and Botha, in terms of which Brikor and
Botha have agreed, by mutual consent, that -
• Botha's employment with Brikor shall terminate with effect from 31 October 2026;
• Botha shall resign her position as the financial director (but not as a director) of Brikor, with
effect from 31 October 2026; and
• Botha shall resign from her position as a director of Brikor with effect from
o the date upon which the Scheme is implemented in accordance with its terms; or
o the date upon which Brikor issues an announcement that the Scheme has lapsed and
is no longer being pursued; or
o such later date as may be agreed upon in writing between Brikor and Botha.
The implementation of the Separation Agreement is subject to a suspensive condition to the effect
that the entering into and implementation of the Separation Agreement is approved by the
shareholders of Brikor in general meeting on or before 30 October 2026.
DIRECTORS RESPONSIBILITY STATEMENT
The Independent Board:
• accepts full responsibility for the accuracy of the information contained in this
Announcement;
• confirms that, to the best of its knowledge and belief, the information contained in this
Announcement is true and correct; and
• confirms that this Announcement does not omit anything likely to affect the importance
of the information disclosed.
1 September 2026
Nigel
Designated adviser
Exchange Sponsors
Date: 01/09/2026 15:10:00
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