IN THE HIGH COURT OF SOUTH AFRICA WESTERN …

1 IN THE HIGH COURT OF SOUTH AFRICA WESTERN CAPE DIVISION, CAPE TOWN -1-Case Nr: /2017 In the matter between: THE MINISTER OF ENVIRONMENTAL AFFAIRS and RECYCLING AND ECONOMIC DEVELOPMENT INITIATIVE OF SOUTH AFRICA NPC (Registration number 201 0/022733/08) NOTICE OF MOTION Applicant Respondent BE PLEASED TO TAKE NOTICE that the above-named Applicant intends to make application to the above Honourable COURT on .. at 1 OhOO or as soon thereafter as counsel for the Applicant may be heard for an order in the following terms: 1. that this application be heard as an urgent application in terms of the provisions of rule 6(12) of the Uniform Rules of COURT and that the non-compliance with the normal rules and prescribed procedures in regard to form, notice, service and time periods be dispensed with; 2. that the Applicant be granted leave, in terms of section 157(1)(d) of the Companies Act 71 of 2008, to bring an application for the provisional and final winding-up of the Respondent in terms of section 81 (1 )(c)(ii) or (d)(iii) thereof; 3.

2 That the Respondent be placed under provisional liquidation with no notice of this -2-application; 4. that a rule nisi be issued calling upon the Respondent and any other party with a legitimate interest to show cause, if any, to the above Honourable COURT on a date to be fixed by the above Honourable COURT : why the Respondent should not be placed under final liquidation; why the liquidator of the Respondent should not be directed to distribute the entire net value of the Respondent to the Waste Management Bureau, a juristic person established in terms of section 34A of the National Environmental Management: Waste Act 59 of 2008, in terms of section 30(3)(b)(iii)(bb) of the Income Tax Act 58 of 1962 read with clause and/or clause of the Memorandum of Incorporation of the Respondent; why the cost of this application should not be cost in the liquidation; 5. that service of the COURT order be effected: by service on the Master of the High COURT , Cape Town; by one publication in each of the Cape Times and Die Burger newspapers as well as one publication in the Government Gazette; by service on the SOUTH African Revenue Services at 22 Hans Strijdom Avenue, Cape Town, WESTERN Cape; by service at the registered office of the Respondent at 4'h floor, SOUTH Wing, Sunclare Building, 21 Dreyer Street, Claremont, Cape Town; by service on the employees of the Respondent, and/or any trade union representing them, at the registered office of the Respondent; 6.

3 That the Master of the Honourable COURT is directed to urgently, within 24 hours of the making of this order, appoint a provisional liquidator for the Respondent; 7. that the provisional liquidator is directed to take immediate control of the business of the Respondent, including the administration and implementation of the approved Integrated Industry Waste Tyre Management Plan as published in the Government Gazette by way of Government Notice 988 on 30 November 2012, and of the registered office of the Respondent and of all assets found at 41h floor, SOUTH Wing, Sunclare Building, 21 Dreyer Street, Claremont, Cape Town, and that such control shall include control over as well as full and unrestricted access to the Oracle computer system and all bank accounts, at any bank, held by or on behalf of the Respondent; 8. that the SOUTH African Police Service is directed to assist the provisional liquidator to take immediate control of the registered office of the Respondent -4-and of all assets found at 4'h floor, SOUTH Wing, Sunclare Building, 21 Dreyer Street, Claremont, Cape Town; 9.

4 That the powers of the provisional liquidator be extended to include the power and the authority to continue to conduct the business of the Respondent as a going concern; and/or 10. that such further and/or alternative relief be granted as the Honourable COURT deems fit. BE PLEASED TO TAKE FURTHER NOTICE that the accompanying affidavit of the Applicant, BOMO EDITH EDNA MOLEWA, together with the annexures thereto, will be used in support of this application. BE PLEASED TO TAKE FURTHER NOTICE that the Applicant has appointed the following address where it will accept notice and service of all process in this matter: Me M Faure Office of the State Attorney: Cape Town No 22 Long Street Cape Town Tel: (021) 441-9228 Cell: 071 602 3765 Fax: 086 507 5455 E-mail: Ref: Melanie Faure BE PLEASED TO TAKE FURTHER NOTICE that if you intend opposing prayer 4 of this 5 Notice of Motion, you are required to: (a) within 10 days of the receipt of the order and/or the Notice of Motion or of any amendment thereto, to deliver a written notice to the Applicant that you intend to so oppose and to appoint in such notice an address referred to in rule 6(5)(b) of the Uniform Rules of COURT at which address you will accept notice and service of all documents in these proceedings, and; (b) within 15 days after delivery of the said notice to oppose, to deliver the opposing affidavit (if any) in answer to the allegations made by the Applicant.

5 KINDLY ENROLL THE MATTER ACCORDINGLY. SIGNED AND DATED AT PRETORIA ON THIS .. DAY OF MAY 2017. To: And to: The Registrar High COURT of SOUTH AFRICA WESTERN Cape Division CAPE TOWN The Master of the High COURT CAPE TOWN Me M Faure Attorney for the Applicant Office of State Attorney: Cape Town 22 Long Street CAPE TOWN Tel: (021) 441-9228 Cell: 071 602 3765 Fax: 086 507 5455 Email: Service of the order: To: And to: And to: And to: Respondent 41h floor, SOUTH Wing Sunclare Building 21 Dreyer Street Claremont CAPE TOWN SOUTH African Revenue Services 22 Hans Strijdom Avenue CAPE TOWN All employees of Respondent 41h floor, SOUTH Wing Sunclare Building 21 Dreyer Street Claremont CAPE TOWN Any trade union representing employees of Respondent 41h floor, SOUTH Wing Sunclare Building 21 Dreyer Street Claremont CAPE TOWN -6-IN THE HIGH COURT OF SOUTH AFRICA WESTERN CAPE DIVISION, CAPE TOWN -7-Case Nr: /2017 In the matter between: THE MINISTER OF ENVIRONMENTAL AFFAIRS and RECYCLING AND ECONOMIC DEVELOPMENT INITIATIVE OF SOUTH AFRICA NPC (Registration number 201 0/022733/08) FOUNDING AFFIDAVIT I, the undersigned BOMO EDITH EDNA MOLEWA state the following under oath: Applicant Respondent 1.

6 I am a major female and the Applicant herein, acting in my official capacity as a member of Parliament. I am also a member of the Cabinet, as contemplated in section 91 of the Constitution, in my capacity as the current Minister of Environmental Affairs since 2010. My offices are situated at Environment House, 473 Steve Biko, Arcadia, Pretoria, Gauteng. 2. The facts stated in this affidavit are true and correct, and fall within my personal knowledge unless the context indicates otherwise. Where perforce I have to make submissions of a legal nature, I do so in good faith on the advice of my legal representatives and in the belief that their advice is correct. -8-3. The Respondent is Recycling and Economic Development Initiative of SOUTH AFRICA NPC ("Redisa"), a non-profit company without any members or shareholders, duly registered in terms of the law of SOUTH AFRICA with registration number 2010/022733/08 and with its registered address and principal place of business at the 4'h floor, SOUTH Wing, Sunclare Building, 21 Dreyer Street, Claremont, Cape Town, within the jurisdiction of this Honourable COURT .

7 A copy of the CIPC search for the Respondent is attached as annexure 'BM 1' hereto. PURPOSE OF APPLICATION 4. The purpose of this application is to seek: on an extremely urgent and ex parte basis: the provisional winding up of the Respondent in terms of section 81(1)(c)(ii) and/or section 81(1)(d){iii) read with section 157(1)(d) of the Companies Act 71 of 2008 ("the Companies Acf') on the basis that it is just and equitable to do so; and such relief as would ensure the immediate appointment of a provisional liquidator so as to take immediate control of the business of the Respondent and of the administration and implementation of the approved Integrated Industry Waste Tyre Management Plan as published in the Government Gazette by .g. way of Government Notice 988 on 30 November 2012 (of which a copy is attached as annexure 'BM 2' hereto); such relief as would extent the powers of the provisional liquidator to include the power and the authority to continue to conduct the business of the Respondent as a going concern; in due course: the final winding up of the Respondent in terms of section 81 (1 )(c)(ii) and/or section 81 (1 )(d)(iii) read with section 157(1 )(d) of the Companies Act on the basis that it is just and equitable to do so; and such relief as would ensure the transfer of the administration and implementation of the said approved Integrated Industry Waste Tyre Management Plan, together with all the assets and liabilities as well as the rights and obligations incidental to or pertaining thereto, to the Waste Management Bureau, established in terms of section 34A of the National Environmental Management: Waste Act 59 of 2008 ("the Waste Acf').}

8 5. I respectfully submit that I have the necessary standing to bring this application by virtue of section 157(1)(d) of the Companies Act, which provides for an extended standing to apply for remedies as follows: "When, in terms of this Act, an application can be made to, or a matter can be brought before, a COURT , .. the right to make the application or bring the matter may be exercised by a person .. acting in the public interest, with leave of the COURT ." -1 0-The application that can be made in terms of the Companies Act to the Honourable COURT is an application for the winding-up of the Respondent in terms of section 81 (1 )(c)(ii) or (d)(iii) thereof, which allows standing for such an application by either a creditor or by the company, one or more of its directors or one or more of its shareholders respectively, on the ground that it is just and equitable for the company to be wound up. Section 157(1 )(d) of the Companies Act extends that standing as already explained.

9 Furthermore and as the Minister of Environmental Affairs, I am also acting in the public interest as contemplated in section 38 of the Constitution with a view to respect, protect, promote and fulfil the fundamental right to the environment as provided for in section 24 of the Constitution. 6. In what follows herein below, I will set out the background and facts relevant to show why this matter is extremely urgent, why the Applicant should be given leave in terms of section 157(1 )(d) of the Companies Act to bring this application, why provisional relief should be granted on an ex parte basis, and why the provisional as well as the final winding-up of Respondent is just and equitable under the circumstances. -11-7. Before I can deal with the extreme urgency of this application, or even with the reasons why this application needs to be brought on an ex parte basis, the Honourable COURT needs to be informed of the necessary background and facts relevant to this application.

10 I will therefore in this Founding Affidavit deal with (1) the relevant legal framework, (2) the necessary background and facts, (3) the extreme urgency of this application, (4) the reasons why this application needs to be brought on an ex parte basis, and (5) my application for leave, as contemplated in section 157(1 )(d) of the Companies Act, from the Honourable COURT to bring this liquidation application. LEGAL FRAMEWORK 8. In terms of its Memorandum of Incorporation, a copy of which is attached as annexure 'BM 3' hereto, the Respondent has the main object to engage in the conservation, rehabilitation and/or protection of the natural environment, specifically by creating and procuring the implementation of an approved Waste Tyre Management Plan as contemplated in and pursuant to the Waste Act read with the Waste Regulations, subject to the approval conditions. 9. The Respondent submitted a proposed Integrated Industry Waste Tyre Management Plan to me for ministerial approval in terms of the Waste Tyre Regulations (under Government Notice of 2009 published in Government Gazette No 31901 of 13 February 2009, as amended by Government Notice of 2016 published in Government Gazette 404 70 of 2 December 20 16).