Werksmans Inc. Reg. No. 1990/007215/21 Registered Office The Central 96 Rivonia Road Sandton 2196 South Africa Directors D Hertz (Chairman) OL Abraham C Andropoulos BA Aronoff DA Arteiro T Bata LM Becker JD Behr AR Berman NMN Bhengu Z Blieden HGB Boshoff GT Bossr TJ Boswell MC Brönn W Brown PF Burger PG Cleland JG Cloete PPJ Coetser C Cole-Morgan JN de Villiers R Driman S Fodor D Gewer JA Gobetz R Gootkin ID Gouws GF Griessel J Hollesen MGH Honiball VR Hosiosky BB Hotz HC Jacobs TL Janse van Rensburg N Harduth G Johannes S July J Kallmeyer A Kenny A Khumalo R Killoran N Kirby HA Kotze S Krige PJ Krusche P le Roux MM Lessing E Levenstein JS Lochner K Louw JS Lubbe BS Mabasa PK Mabaso MPC Manaka H Masondo JE Meiring SM Moerane C Moraitis PM Mosebo KO Motshwane L Naidoo J Nickig JJ Niemand BPF Olivier WE Oosthuizen S Padayachy M Pansegrouw S Passmoor D Pisanti T Potter BC Price AA Pyzikowski RJ Raath A Ramdhin MDF Rodrigues L Rood BR Roothman W Rosenberg NL Scott TA Sibidla LK Silberman JA Smit JS Smit BM Sono CI Stevens PO Steyn J Stockwell JG Theron PW Tindle JJ Truter KJ Trudgeon DN van den Berg AA van der Merwe HA van Niekerk FJ van Tonder JP van Wyk A Vatalidis RN Wakefield DC Walker L Watson D Wegierski G Wickins M Wiehahn DC Willans DG Williams E Wood BW Workman-Davies Consultant AL Armstrong

JOHANNESBURG ● CAPE TOWN ● STELLENBOSCH ● TYGER VALLEY

Johannesburg Office

The Central

96 Rivonia Road

Sandton 2196 South Africa

Private Bag 10015

Sandton 2146

Docex 111 Sandton

Tel +27 11 535 8000

Fax +27 11 535 8600 www.werksmans.com

DELIVERED BY EMAIL

YOUR REFERENCE: OUR REFERENCE: Ms N Harduth/rw/APEX42199.2/#6017624v2

DIRECT PHONE: +27 11 535 8220

DIRECT FAX: +27 11 535 8720

EMAIL ADDRESS: nharduth@werksmans.com

6 April 2020 URGENT Dear Sirs BUSINESS RESCUE: ELB ENGINEERING SERVICES PROPRIETARY LIMITED (REGISTRATION NUMBER: 2004/008214/07) 1 We act on behalf of ELB Engineering Services Proprietary Limited (Registration Number:

2004/008214/07) ("Company"), being a company which supplies engineered solutions to a wider range of industries from the mining and minerals processing sectors, to power, construction and industrial sectors.

2 The Company has a Public interest score of 1099 points. 3 In a resolution dated 3 April 2020, the board of directors of the Company resolved to commence

business rescue, and appointed Mr Daniel Terblanche as the business rescue practitioner. 4 In order for the Company to begin business rescue proceedings, and to place the Company under

supervision as contemplated in section 129(1) of the Companies Act 71 of 2008 ("the Act"), and in support of the appointment of the business rescue practitioner, we file herewith –

4.1 the notice to commence business rescue proceedings (signed form CoR 123.1); 4.2 a certified copy of the identity document of Caryann Church, an authorised representative

of Werksmans, it being the owner of the CIPC customer code: WERKMP;

4.3 proof that Werksmans has sufficient funds in its account with the CIPC to pay for the business rescue filing fees

4.4 a certified copy of Mr John Paul Herselman's identity document, the Chief Executive Officer

and director who deposed to the sworn statement on behalf of the Company;

Companies and Intellectual Property Commission Attention: Business Rescue Division Email: businessrescue@cipc.co.za

APEX42199.2/#6017624v2 11062018

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4.5 a sworn statement deposed by Mr John Herselman; 4.6 a letter from the Company addressed to the CIPC regarding the PI score of the Company,

the primary activities undertaken by the Company (SIC Code) and the nomination of Daniel Terblanche as the business rescue practitioner and a declaration of Mr Terblanche's independence;

4.7 board resolution, dated 3 April 2020, authorising the commencement of business rescue

proceedings and appointing Mr Terblanche as the business rescue practitioner including the

agenda and notice of the board meeting at which such resolution was passed; 4.8 a notice of appointment of Mr Terblanche as the business rescue practitioner of the

Company (signed Form CoR 123.2); 4.9 a letter from Mr Terblanche accepting the appointment as business rescue practitioner of

the Company, his declaration of his independence from the Company and confirmation that he is not disqualified from accepting the appointment; and

4.10 the supporting documents of Mr Terblanche which includes a certified copy of his identity document, a copy of his licence that was issued by the CIPC to act as a business rescue practitioner, Letter of Good Standing from the professional body, Turnaround Management Association of South Africa, and a tax clearance certificate.

5 Please stamp Form CoR123.1 and Form CoR123.2, and furnish us with a copy thereof as soon as possible by return email.

6 We record that, in light of the national lock-down imposed in terms of the Disaster Management

Act 57 of 2002, you have directed, in terms of a notice dated 24 March 2020, that dies non will apply in respect of this filing until 16 April 2020.

7 If you have any requests or queries, or require any further information, please do not hesitate to contact me.

8 We look forward to hearing from you. Yours faithfully Werksmans Attorneys THIS FAX/EMAIL HAS BEEN ELECTRONICALLY TRANSMITTED WITH NO SIGNATURE.

Directors: AG Fletcher (Chairman), Dr JP Herselman (Chief Executive), MJ Phillips GH Seagers, JK Tucker (Alternate), CE Pettit

Company secretary: Seamless Secretarial Solutions (Yvette Dembskey)

ELB Engineering Services (Pty) Ltd Reg No. 2004/008214/07

345 Rivonia Boulevard, Rivonia 2191, Sandton,

South Africa

PO Box 413149, Craighall, 2024 South Africa

Telephone: +27 (0)11 772 1400

Facsimile: +27 (0)86 266 2205

Email: sales@elb.co.za

The Companies and Intellectual Property

Commission of South Africa

Pretoria

Email: businessrescue@cipc.co.za

3 April 2020

Dear Sirs

NOMINATION OF BUSINESS RESCUE PRACTITIONER FOR ELB ENGINEERING

SERVICES PROPRIETARY LIMITED

(REGISTRATION NUMBER: 2004/008214/07)

1. ELB Engineering Services Proprietary Limited (Registration Number:

2004/008214/07) ("Company"), commenced business as a leading supplier of

engineered solutions to a wider range of industries from the mining and minerals

processing sectors, to power, construction and industrial sectors.

2. The Company offers comprehensive services including materials handling, industrial

projects, engineered technologies, construction, electrical control and

instrumentation, conveyor maintenance and logistics.

3. Its primary business activities (per SIC Code version 7 issued by SARS) undertaken

in the current financial year is 71109 – Other architectural and engineering activities

and related technical consultancy.

Directors: AG Fletcher (Chairman), Dr JP Herselman (Chief Executive), MJ Phillips GH Seagers, JK Tucker (Alternate), CE Pettit

Company secretary: Seamless Secretarial Solutions (Yvette Dembskey)

4. The Company's public interest score in terms of regulation 26(2) of the Companies

Regulations of 2011 ("the Regulations ") is calculated as follows -

a. average number of employees – 78 (78 points);

b. liabilities – R 681,643,000.00 (681 points);

c. turnover – R 339,585,000.00 (339 points);

d. maximum number of individuals with a beneficial interest in the securities of

the Company – 1 (1 point); and

e. total score – 1099 points.

5. Therefore, as the Company has a public interest score that is in excess of 500 points,

the Company is a large company within the meaning of regulation 127 of the

Regulations for the purpose of regulation 128.

6. The Company is financially distressed, and has accordingly passed a resolution on

3 April 2020 to –

a. voluntarily commence business rescue proceedings and to be placed under

supervision in terms of Section 129(1) of the Companies Act 71 of 2008 ("Act");

and

b. appoint Daniel Terblanche ("Terblanche") as the business rescue practitioner in

terms of Section 129(3)(b) of the Act.

7. Terblanche has no relationship with the Company that would lead a reasonable and

informed third party to conclude that his integrity, impartiality or objectivity is

compromised by that relationship. In addition, Terblanche is not related to a person

who has a relationship contemplated in Section 138(d) of the Act.

8. Terblanche is well suited to be appointed as the business rescue practitioner for the

Company. Terblanche has the necessary experience to take appointment as business

rescue practitioner, has his conditional business rescue licence and has previously

been appointed as a business rescue practitioner in various entities to date.

3 April 2020

WRITTEN CONSENT IN TERMS OF SECTION 129(3)(b) OF THE COMPANIES ACT 71 OF 2008 (AS

AMENDED), BY DANIëL TERBLANCHE TO ACCEPT THE APPOINTMENT AS THE BUSINESS RESCUE

PRACTITIONER OF ELB ENGINEERING SERVICES (PTY) LTD

I, Daniel Terblanche, confirm that: -

1. I hereby consent to and accept, in terms of Section 129(3)(b) of the Companies Act 71 of

2008 (as amended) the appointment made by ELB ENGINEERING SERVICES (PTY) LTD (“the

Company”) to appoint me as the Company’s Business Rescue Practitioner.

2. I am not a person disqualified from serving as a business rescue practitioner on the

grounds contemplated in Section 138(1)(c) or (d) of the Companies Act 2008.

3. I hold no interest in this entity in any form whatsoever.

DANIëL TERBLANCHE

Director

Address: Terblanche Restructuring Services (Pty) Ltd t/a DT Consult RSA

134 10th Street, Parkmore, Johannesburg | PO Box 1026, Cape Gate, 7562

Mobile: +27 (0) 82 561 3196

E-mail: daniel@dtconsultrsa.co.za