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COMPANIES LIQUIDATION & INSOLVENCY SECURITY FUND

DEED OF TRUST

T

h i s

D E E D

O F D E C L A R A T I O N O F T R U S T e x e c u t e d i n

_

o n

t h i s

d a y

o f

2017 by Together With Us (Pty) Ltd with registration number 2013/167943/07 (hereinafter referred to as the TWU) of address

as

well

as

(hereinafter referred to as the client) with registration number/ID/passport number

_ o f a d d r e s s hereinafter called as AUTHORS OF THE TRUST which expression shall wherever the context so permits mean and include its successors –in-office of the ONE PART and;

WHEREAS the AUTHORS OF THE TRUST decided to create and establish the Liquidation Security Fund (hereinafter referred to as the Fund) that would be used by the client to deposit money into the Fund to protect the client against liquidation.

WHEREAS the client agrees that 0.5% of the gross income of the company shall be paid into the banking account of the Fund on the 20th of each and every month.

WHEREAS the AUTHORS OF THE TRUST agree that 10% of the deposited funds into the Fund shall be paid to TWU on the 20th of each and every month for intellectual property licensing costs of the Fund.

WHEREAS the AUTHORS OF THE TRUST agree that all the amounts deposited by the client shall be non refundable.

WHEREAS the AUTHORS OF THE TRUST agree that 90% of the deposited finances by the clients shall be used to rescue the client companies that are on the brink of liquidation as well as administration costs of the Fund.

WHEREAS the AUTHORS OF THE TRUST agree that the client company that is on the verge of liquidation will furnish the Fund with all the requisite legal and business documents to prove that the client company is about to be liquidated.

WHEREAS the client company agrees that the cover shall be applicable upon first deduction of 0.5% of the gross monthly income of the client company, subject to waiting period to avert abuse.

WHEREAS the client and TWU agree that in the event the Fund is in contravention

of any law in the Republic, the parties are absolved from any liability. The Trust Fund is not

designed to contravene any law of the Republic, but designed to provide security to the client companies.

financial

WHEREAS it is agreed that a waiting period of six months shall be applicable to circumvent abuse of the Fund.

WHEREAS it is agreed that the client company shall pay the aforesaid 0.5% each and every month, and in the event the client company defaults on payment a one month’s notice to pay shall be transmitted to the client company.

WHEREAS it is agreed that the client company should settle the arrears within a month of defaulting.

WHEREAS it is agreed that in the event the client company does not make good on the arrears within the aforementioned time, the client company shall be removed from coverage and the finances already paid by the client company shall not be refundable.

WHEREAS it is agreed that in the event the client company intends to rejoin the Fund, it (client company) can rejoin the Fund provided that it would pay a rejoining fee of

immediate payment of 0.5% of the monthly gross proceeds of the said client company, plus further deduction on the ensuing 20th of the month. Thereafter, the normal deduction of 0.5% on the 20th of each and every month shall follow. This is designed to encourage client companies not to default on their dues.

WHEREAS it is agreed that the Deed of Trust is not cast in stone. It can be amended by the Trustees in conduction with the client companies.

WHEREAS it is necessary and desirable to declare and constitute the said Trust and to record the objects and constitution of the said Trust.

NOW THIS DEED OF DECLARATION OF TRUST WITNESSED AS FOLLOWS;

1. TRUSTEE mean and include the Trustee as described in these presents, and this Trustee,

as appointed, nominated or selected by the TWU and client companies whenever any vacancy arises.

2. CREATION OF THE TRUST:

In pursuance of the intention, the AUTHORS OF TRUST have decided to create the Trust Fund.

3. REGISTERED OFFICE OF THE TRUST:

The registered office of the Trust shall be situated within the Republic of South Africa.

4. TRUSTEE:

The AUTHORS OF THE TRUST have appointed Mr Zenani France Sibanyoni as the Trustee of the Trust Fund as well as other Trustees to be appointed by client companies.

5.1. MOTTO OF THE TRUST:

The Motto of the Trust is “We are committed to provide longevity to client companies.

5.2. OBJECTS OF THE TRUST:

The objects of the Trust are. –

5.2.1 Rescue of client companies that are on the brink of liquidation.

5.2.2 The rescue of the aforesaid client companies shall include, but not limited to human

and financial resources such as settlement of debts, purchase of pertinent equipment and machinery.

5.3. BENEFIT OF THE TRUST:

The Benefits of the Trust are open to the client companies that deposit 0.5% of the client company’s gross monthly income.

6. THE PROPERTIES OF THE TRUST

The properties of the Trust shall be.-

(a)

the aforesaid payments by the clients;

(b)

all additions and acceptations to the Trust Fund;

(d)

all voluntary donations both towards corpus or otherwise gifts, legacies or grants in cash

or in kind accepted by the trustee;

(e)

all grants and contributions made to the Trust from any source of funding and

(f)

all sums and assets which by and means become the property of the Trust.

7. QUALIFICATION OF THE TRUSTEE:

The qualification for the trustee shall be:

diligently.

The

trustee

has

sufficient

qualifications

to

8. CESSATION OF TRUSTEESHIP:

discharge

his

duties

A Trustee mentioned below shall cease to be the trustee of the Trust if:-

(a) he resigns;

9. APPOINTMENT OF TRUSTEE:

Any vacancy that may arise may be filled up by TWU by selecting a suitable person.

10. ADMINISTRATION OF THE TRUST;

The administration of the TRUST shall vest in the trustee who may make appropriate

appointments for effective administration thereof.

11. POWERS OF THE TRUSTEE;

The Trustee shall have the control and management of the Trust and exercise the following powers:

• To determine from time to time to commence and to take up the object

and purposes for which the funds of the trust shall be used and allot and allocate to

each of the objects such portion of the funds as they deem fit;

• To incur all expenditure necessary as in their own opinion useful for carrying out the objects and administration of the trust;

• To open one or more bank accounts of the trust with any bank or banks

as the Trustee may deem fit and deposit monies of the Trust in the Bank accounts.

• To employ staff of all kinds necessary and useful for carrying out the objects of the trust.

• To incur such other items of expenditure as is necessary and incidental for carrying out the objects of the Trust;

• To institute, conduct, defend, compound, withdraw, compromise,

adjust, refer to arbitration or to do such things as are incidental and necessary, concerning the affairs of the Trust and to sign and verify vakalats, pleadings,

affidavits and

other powers,

• To delegate all or any of the powers vested in the Trustee to anybody

to frame rules, bylaws and other codes for the conduct of the affairs of the Trust and its transactions and establishing any Committee;

• To accept contributions in cash or in kind either by way of addition to

the trust fund generally or for any one or more of the specified objects of the Trust.

• To establish as many ad hoc committees for any purpose.

• To apply reasonableness, equity and objectivity to any matter that may arise and that is not catered for by any clause in the Deed Of Trust.

12. Meetings of the Trustee and client(s):

• The meetings of the Trustee and client(s) may be convened by the

Trustee or client(s) upon reasonable notice and if a need arises.

13. RESOLUTIONS:

• The Trustee (s) may exercise all the powers vested in them in clause 9

under these presents by resolution passed at a simple majority of the trustees attended such meetings of the Board of Trustee(s), in case it is constituted.

• Any resolution in writing signed by all Trustee(s) holding office for the time being shall be valid and binding, if there is more than one trustee.

14.

SUITS:

The Trustee of the Trust is authorized to sue or to be sued on behalf of the Trust.

15. Execution of Documents:

All Deeds, Documents etc. shall be executed by the Trustee representing the Trust.

16. ACCOUNTS AND AUDIT:

• The Trustee shall maintain true and correct accounts of all Trust

monies and of all the income and investments and all the outgoing expenses.

• The year of account shall be the financial year commencing from 1 st June and ending 28th April.

• The Trustee shall each year issue a report setting out the accounts

showing the income and expenditure of the Trust for the preceding year not later than

six months from the end of the preceding year of accounts.

• The accounts of the Trust shall be audited every year by a Chartered

Accountant who may be appointed for the purpose by the Trustee and the audited statement of accounts together with Auditors’ report shall be transmitted to the clients upon request.

17. BANK ACCOUNT:

The Trustee shall operate bank account(s).

18. POWER TO ALTER RULES AND REGULATIONS:

The Trustee shall have full power and authority to make, alter and rescind rules and regulations for the management and administration of the Trust. Any amendment to the Trust Deed will be carried out only with the approval of the client(s) and any regulatory body in line with legislation.

19. APPLICATION OF INCOME AND TRUST FUND:

The Trustee shall be empowered to pay for the client(s) in respect of any salary losses in respect of work absenteeism and sick leave of covered employees.

20. REMUNERATION TO THE TRUSTEE:

The Trustee shall be entitled to 20% of the deposited Funds each and every month for intellectual property licensing.

21. INDEMNITY:

The Trustee and personnel shall be indemnified out of the fund in respect of any loss arising from or contingent upon any transaction made pursuant to the objects of the Trust out of the monies of the Trust unless such loss shall have been occasioned by own negligence and also the Trustee and personnel shall be indemnified out of the Trust against all proceedings, suits, claims, costs, damages and expenses occasioned by any claim in connection with the matters or affairs relating to the Trust created by these presents or in the exercise of powers or discretion vested in them by virtue of these presents.

22. IRREVOCABILITY:

The Trust is irrevocable.

23. ACTIVITIES OF THE TRUST:

The activities of the Trust shall not be limited to the Republic of South Africa only.

24. DISSOLUTION:

On dissolution of the Trust, the assets of the Trust shall be realized, used to pay for outstanding salary claims of absent workers as well as liabilities and balance distributed to the clients.

25. PROCEEDING OF THE TRUST:

Any defect in the constitution of the Trust shall not invalidate its proceedings.

26. RESIDUARY:

For matters not provided for in these presents, the provisions of all applicable South African legislation and rules made thereunder will apply accordingly.

27. LICENCE FEES:

The Fund shall pay the intellectual property license fees of 10% of the Funds that are deposited.

28. NAME OF THE TRUST:

The name of the Trust shall be the Liquidation Security Fund.

29. PAYMENT DETAILS

Payment Mode:

Amount In Words:

Payment Date:

Account number:

Account:

Deduction Amount:

of each month

Bank Name:

Type of

The aforesaid amount shall be deposited into the banking account of Together With Us (Pty) Ltd with the following account details:

IN WITNESS WHEREOF THE AUTHORS OF THE TRUST HAVE SET THEIR HANDS AND SIGNATURES ON THE DAY, MONTH AND YEAR FIRST ABOVE WRITTEN IN THE PRESENCE OF:

WITNESSES: - TRUST (CLIENT) (TRUSTEE)

AUTHOR OF THE AUTHOR OF THE TRUST

Copyright: © Zenani France Sibanyoni 2017 All Rights Reserved