General SENS Submitter Company - GEN - General Trustco Group Holdings Limited- update

GEN - General – Trustco Group Holdings Limited- update

GEN - General – Trustco Group Holdings Limited- update

Trustco Group Holdings Limited

JSE Share code: TTO

ISIN Number: NA000A0RF067

Namibian Stock Exchange Share Code: TUC



General update

Finality on the JSE's decision on its proactive monitoring review for Trustco Group Holdings
Limited ("Company" or "Trustco") financial results.

We refer to the JSE's SENS Announcement of 20 June 2024. That announcement informed
stakeholders that on 28 February 2023, Trustco petitioned the Supreme Court of Appeal
("SCA") for leave to appeal against the judgment and order handed down by Judge Potterill
in the High Court on 7 November 2022.

The SCA heard the appeal on 14 May 2024 which concerned two principle issues:

   1. the power of the JSE to direct listed entities to restate financial statements; and

   2. whether a panel of the Financial Services Tribunal to hear an application for the
      reconsideration of a decision in terms of section 230 of the Financial Sector
      Regulation Act 9 of 2017, was properly constituted as it comprised only of lawyers
      with no financial expertise and experience.

On 19 June 2024, the SCA handed down its judgment, in which it found that the panel was
properly constituted.

In regard to the power of the JSE to direct listed entities to restate financial statements, the
SCA found that paragraph 8.65 of the Listing Requirements confers on the JSE wide
permissive powers to instruct listed entities, in its sole discretion, to 'publish or reissue any
information it deems appropriate', which powers are underpinned by sub-section 10(2)(m)
and 11(1)(g)(v) of the Financial Markets Act which, respectively, empowers the JSE to do
'all other things that are necessary for, or incidental or conducive to the proper operation of
an exchange and that are not inconsistent with this Act' and empowers the JSE to impose
any penalty that is 'appropriate in the circumstances'.

The SCA accordingly dismissed the appeal.

On 15 July 2024, Trustco applied for leave to appeal the SCA's judgment to the
Constitutional Court.

On 3 February 2025, the Constitutional Court refused Trustco's leave to appeal with costs
for lack of reasonable prospects of success.

The effect of the decision is that the SCA's judgment and the JSE's decision to direct Trustco
to restate its financial statements remains a final and binding decision. Trustco has effected
the required restatements to its financial statements.

The JSE welcomes the decision of the Constitutional Court which brings the matter to
finality.

3 February 2025

Date: 03-02-2025 05:00:00
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