1 CONDITIONS OF SALE REMAINING EXTENT OF THE FARM UITHOU NO. 366 Registration Division L, Omaheke Region VAN DER MERWE-GREEFF ANDIMA INC. REG. NO. 98/070 LEGAL PRACTITIONERS NOTARIES CONVEYANCERS 28 CHURCH STREET P O BOX 2356 WINDHOEK NAMIBIA TEL. 061-225497 FAX. 061-228089 e-mail: jss1@vdmgandima.com
2 IN THE PUBLIC AUCTION OF: ALWYN PETRUS VAN STRATEN in my capacity as nominee of Executrust (Proprietary) Limited as such the Executor in the Estate of the Late PHILLIPUS KAUNE, acting by virtue of a Letter of Executorship No. 516/2010, granted to them by the Master of the High Court of Namibia, at Windhoek dated 27 September 2014 and PURCHASER CONDITIONS OF SALE The property which is offered for sale on the 15 th May 2017 at 14h00 at the Safari Hotel and Conference Centre, Windhoek is the following: CERTAIN REMAINING EXTENT OF THE FARM UITHOU NO. 366 REGISTRATION DIVISION MEASURING L, OMAHEKE REGION 1 999,9871 (ONE NINE NINE NINE COMMA NINE EIGHT SEVEN ONE) Hectares HELD BY by Deed of Transfer No. T311/1989 SUBJECT TO THE CONDITIONS CONTAINED THEREIN; The sale was subject to the following conditions: 1. The property will be sold by Namagri CC, who is appointed as Auctioneer, on 15 th May 2017 at 14h00, Safari Hotel and Conference Centre, Windhoek subject to the SELLER s right to accept or refuse the highest bid by not later than 7 (seven) days from the date of sale and whereas the SELLER accepted the highest bid of the PURCHASER subsequently to the sale on the conditions hereinafter set out. If the reserve price or upset price, as the case may be, is not reached or if there is no reserve or upset price, the SELLER hereby authorizes the auctioneer to sell the property to the highest bidder subject to confirmation by the SELLER within 7 (seven) days from the date of sale. If a sale of property, sold subject to confirmation, is confirmed, the Auctioneer shall inform the buyer in writing, posted or delivered within the period stipulated for confirmation, if the highest bidder is not so informed, the property shall be
3 deemed not to have been sold. The highest bidder shall not be entitled to withdraw his/her bid during the said period. 2. If any dispute arises in respect of a bid, the property may be resold. 3. An agent purchasing in a representative capacity shall, prior to the commencement of the sale, exhibit to the Auctioneer a written Power of Attorney in his favour. 4. If the Auctioneer makes a mistake at the auction, such mistake is not binding on any of the parties, and may be rectified. Whenever the Auctioneer suspects that a bidder is not able to pay either the deposit mentioned in condition No. 7 stated hereafter, or the balance of the purchase price, he is allowed to refuse the bid of such a bidder, or he may accept the bid conditionally until such bidder can convince him that he is able to pay both such amounts. When the bid is refused, the property may immediately be again put up to auction. 5. As soon as possible after the auction, or forthwith when demanded by the Auctioneer, the PURCHASER has to sign these conditions and if he has purchased in his capacity as a representative, the name of the Principal has to be stated. 6. A PURCHASER who purchases as Nominee on behalf of a third party shall within 7 (seven) days from date of sale hereof furnish the name and particulars of such third party to the Auctioneer or the SELLER s Attorneys, failing which such Nominee shall be bound by all the conditions herein set out. 7. The PURCHASER shall pay a non-refundable deposit of 10 (ten) percent of the purchase price into the Trust Account of Van-Der Merwe-Greeff Andima Legal Practitioners in an interest bearing account in the PURCHASER S favour, on the day of the auction and the balance against transfer to be secured by a Bank or Financial Institution guarantee, to be approved by SELLER's Attorney and to be furnished to the aforesaid within 21 (Twenty One) days after the acceptance of the sale by the SELLER. Should the guarantee not be rendered in accordance herewith the sale shall be null and void ab initio and the property will be put up for auction again. Should the offer in any manner made by the PURCHASER not be accepted or cancelled by the SELLER, the SELLER undertakes to refund the aforesaid deposit with interest within 7 (seven) days of such cancellation to the PURCHASER. 7.1 The property may be taken possession of immediately by the PURCHASER after acceptance of the conditions by the SELLER, and shall after such acceptance be at the risk and profit of the PURCHASER or as the parties may agree.
4 7.2 The PURCHASER agrees to pay to the SELLER occupational interest to be agreed to between the parties in writing, from date of occupation of the property by the PURCHASER until date when the property hereby sold is transferred into the name of the PURCHASER or when the full price has been paid in cash to the SELLER. 8. If the PURCHASER fails to carry out any of his obligations under these conditions of Sale, the sale may be cancelled summarily by the SELLER on the report of the Auctioneer after due notice to the PURCHASER, and the property may again be put up for sale. The PURCHASER shall be liable for any loss sustained by reason of his default; and if the PURCHASER is already in possession of the property, the SELLER may, on 7 (seven) days notice, apply to a competent Court, for an Order to eject the PURCHASER or any person claiming to hold under him therefrom. 9. The PURCHASER shall pay the Auctioneer s charges of 6% (SIX) percent plus VAT, on the day of sale to the Auctioneer and in addition, transfer duty, costs of transfer including costs of this conditions of sale, stamp duty on transfer and bond documents (if any), and other charges necessary to effect transfer, upon request by the Attorney for the SELLER. 10. It is, however, expressly agreed hereby that in the event of this Agreement being cancelled by mutual agreement between the SELLER and the PURCHASER or due to the neglect of the SELLER, that the SELLER will immediately become responsible for the payment of the aforesaid commission to Namagri CC due to such cancellation. 11. Should the agreement between the SELLER and the PURCHASER be cancelled due to neglect by the PURCHASER, the PURCHASER will become responsible for the payment of the aforesaid commission to Namagri CC on date of cancellation. 12. The PURCHASER may obtain transfer forthwith, if he pays the total purchase price and has complied with all other applicable conditions, in which case any claim for interest shall lapse, otherwise transfer shall be passed only after the PURCHASER has complied with the provisions of conditions 7 and 9. 13. The Auctioneer may demand that any buildings standing on the property sold, shall be immediately from acceptance of the offer by the SELLER insured by the PURCHASER for the full value of the same, and the insurance policy handed to him and kept in force as long as the whole purchase price has not been paid. If the PURCHASER fails to do so, the Auctioneer may effect such insurance at the PURCHASER's expense.
5 14. The property is sold "voetstoots" and as represented by the title deeds and diagram and the SELLER or Auctioneer do not hold themselves liable for any deficiency that may be found to exist and renounces all excess. The property is also sold subject to all servitudes and conditions specified in the deed of transfer, or may be imposed against subdivision. 15. The SELLER has nominated VAN DER MERWE-GREEFF ANDIMA INC. 28 Church Street, PO Box 2356, Windhoek, Namibia to attend to the transfer. 16. The SELLER does not warrant that there exist any lease agreement in respect of the property and do not warrant that any other party has a claim to occupy the property by virtue of any form of agreement. Upon date of transfer of the immovable property into the name of the PURCHASER, the PURCHASER shall be obliged to receive the status of the property as on date of auction which does not fall within the knowledge of the SELLER. 17. The sale is subject to the approval of the SELLER, especially with regard to the price obtained at such sale. The Auctioneer shall refer the offer obtained from the highest bidder to the SELLER and the bondholders, if any, to make a decision within 7 (seven) days after date of sale of such referral as to whether to accept the bid or not and acceptance of such bid is suspended for that period. If suspended the SELLER shall inform the PURCHASER, via the Auctioneer, of his decision within 7 (seven) days from date of such referral. 18. CANCELLATION In the event of the PURCHASER failing to fulfil on due date any of the terms and conditions of this Conditions of Sale, the SELLER or their agent shall have the right either,- 18.1 to cancel the sale by registered letter addressed to the PURCHASER, in which event the PURCHASER shall forfeit all monies paid to the SELLER or their Agent in terms hereof, without prejudice to the SELLER s other legal rights and remedies and the right to claim damages; This amount shall be retained to the SELLER as Roukoop ; OR 18.2 To claim payment of the whole of the purchase price and the fulfilment of all terms and conditions hereof.
6 19. NO WARRANTIES The parties hereby acknowledge that there are no undertakings or agreements with each other, that no warranties have been given by or on behalf of any party and that no representations have been made by or on behalf of any party, either in writing or verbal, except as contained in the Conditions of Sale, that the terms of these Conditions of Sale constitute the whole agreement between the SELLER and the PURCHASER and that no variation, alteration, modification or suspension of any of the terms of this contract shall be of any force or effect unless committed to writing and signed by the SELLER and the PURCHASER. 20. SPECIAL CONDITIONS 20.1 The parties herewith record and undertake that should any VALUE ADDED TAX be payable in respect of this transaction and payable by the SELLER to the Receiver of Revenue, such VALUE ADDED TAX shall not form part of the consideration of the hereinmentioned property and the PURCHASER shall be obliged to effect payment thereof in addition to the consideration to the SELLER. The SELLER shall be obliged to notify the Receiver of Revenue of the going concern supply, if applicable in terms of Section 2(q) of Schedule III of the VALUE ADDED TAX ACT of 2000 within 21 (twenty one) days from signature of this agreement, provided that the SELLER is a registered vendor and the PURCHASER guarantees herewith that he/she is a registered vendor in terms of the Value Added Tax Act on date of signature of this agreement. 20.2 The SELLER shall be obliged to furnish the Conveyancers with a valid Land Tax Certificate or secure payment thereof to obtain such certificate up to and including date of registration of transfer of the immovable property into the name of the PURCHASER. 20.3 The PURCHASER herewith warrants that he/she or it in the case of a company, close corporation or trust qualifies to purchase the said immovable property and does not contravene the provisions of the Agricultural (Commercial) Land Reform Act, No. 6 of 1995 (as amended) or that he/she or it is exempted from disqualifying provisions and is in possession of a certificate issued by the Ministry of Lands and Resettlement to purchase agricultural land as a foreign national, failing which this sale shall be null and void. In the event of a PURCHASER purchasing the said property knowingly contravening the provisions of the said Act, the provisions of paragraph 16 hereof shall be of full force and effect such PURCHASER shall forfeit all monies paid in respect of this sale.
7 I certify that today the day of in my presence the hereinbefore-mentioned property was sold for N$ ( NAMIBIA DOLLAR) Plus commission of: Plus VAT @15% TOTAL N$ N$ N$ to (THE PURCHASER) or nominee PURCHASER SELLER AS WITNESSES: AUCTIONEER 1. 2.
8 I, the undersigned (Name in full please)... Identity Number or Date of Birth... Married: YES/NO Maiden Name if married... IF YES: IN COMMUNITY OF PROPERTY OR... WITH PRE ANTENUPTIAL CONTRACT... (Please note that if married in community of property both parties must sign) residing at... (Tel No...(h)...(w) P.O. BOX... do hereby bind myself as the Purchaser of the hereinbefore-mentioned property and to pay the purchase price and to comply with all the conditions and stipulations stated herein.
9 Legal Practitioners Notaries Conveyancers Estate Administrators Patent & Trade Mark Agents Directors Consultant Barend Jacob van der Merwe (Managing) - B.Proc. LL.B Maria Catharina Greeff B.Juris (RAU) (UNISA) Jacob Schalk Steyn B.Proc. (UFS) Thomas Hitjivirue Andima B.Juris, LL.B (UNAM) Office Manager Assisted by Anthea Janet van der Merwe Margaret Jeane Vermeulen LLB (UFS); LLM VAN DER MERWE-GREEFF ANDIMA INCORPORATED (REG 98/070) E-Mail: info@vdmerwe-greeff.com.na Website: www.vdmerwe-greeff.com.na 28 Church Street P.O. Box 2356 Windhoek Tel: (+26461) 225497/8/9 Fax: (+26461) 228089 Commercial & Conveyancing Department Fax: (+26461) 225983 THE FINANCIAL INTELLIGENCE ACT, ACT NO: 13/2012 RECORD OF PRESCRIBED CLIENT PARTICULARS (PRIVATE PERSON) DATE: PENDING FILE REFERENCE: Van der Merwe-Greeff Andima Incorporated is an Accountable Institution in terms of the Financial Intelligence Act no. 13 of 2012 and as such liable to verify the identity of all business parties as well as the origin of any money received to refrain from engaging in any money laundering transaction and to prevent the receipt of any proceeds of unlawful activities. Van der Merwe-Greeff Andima Incorporated is legally obliged under criminal sanction, to report any transaction of a suspicious nature to the Bank of Namibia. Any cash sum received into our accounts will be reportable unless documentary proof of the origin and/or declaration of import thereof is provided to our satisfaction. Kindly note that no monies will be refunded within a period of 14 (fourteen) days from receipt thereof into our trust account, if you fail to comply with FIA requirement or if the transaction or instruction are stopped or withdrawn. All prospective clients with whom a business relationship is entered into must complete the following declaration. All files will be subjected to a 7 (seven) day delay period to verify the nature of transaction and compliance with FIA requirement. Failure to comply with this declaration within 7 (seven) days from date hereof will prevent us from proceeding with the file.
10 SURNAME FIRST NAMES DATE OF BIRTH NATIONALITY NAMIBIAN IDENTITY NUMBER IF NO ID NO. PASSPORT NO. OR DRIVERS LICENCE NO
11 OCCUPATION INCOME TAX NUMBER PERSONAL BANK ACCOUNT DETAILS ACCOUNT NUMBER : v Name of Bank v Account Holder v Branch RESIDENTIAL ADDRESS BUSINESS ADDRESS POSTAL ADDRESS TELEPHONE NUMBER (WORK) TELEPHONE NUMBER (HOME) FAX NUMBER CELL NUMBER E-MAIL ADDRESS KINDLY ATTACH TO THIS FORM THE FOLLOWING: Certified copy of Passport (if Foreign National) Certified copy of Marriage Certificate (if applicable) Certified copy of Antenuptial Contract (if applicable) Certified copy of CM29,CM46, CM1/Certificate of Registration of Trust Copy of Bank statement / Cancelled cheque / Documentary proof of existence of bank account TICK BELOW The nature and location of my/our occupation or business activities are as follows:
12.... Nature of transaction or matter:......... The origin of the money deposited herein is as follows:......... and I annex proof thereof as follows (document[s]):...... FOR PROPERTY TRANSACTIONS: If you are the PURCHASER how is this transaction financed?...... I, the undersigned do hereby declare that the above information are true and correct and accept full responsibility for the information supplied. DATE SIGNED
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14 Directors Barend Jacob van der Merwe (Managing) B.Proc. LL.B (RAU) Jacob Schalk Steyn B.Proc. (UFS) Thomas Andima B.Juris, LL.B (UNAM) Assisted by Legal Practitioners Notaries Conveyancers Estate Administrators Patent & Trade Mark Agents Margaret Jeane Vermeulen LLB, LLM (UFS) VAN DER MERWE-GREEFF ANDIMA INCORPORATED (REG 98/070) E-Mail: info@vdmgandima.com Website: www.vdmga.com 28 Church Street P.O. Box 2356 Windhoek Tel: (+26461) 225497/8/9 Fax: (+26461) 228089 RECORD OF PRESCRIBED CLIENT PARTICULARS Consultant Commercial & Conveyancing Department Fax: (+26461) 225983 Maria Catharina Greeff B.Juris (UNISA) Office Manager Anthea Janet van der Merwe THE FINANCIAL INTELLIGENCE ACT, ACT NO: 13/2012 RECORD OF PRESCRIBED CLIENT PARTICULARS (LEGAL ENTITY) DATE: PENDING FILE REFERENCE: Van der Merwe-Greeff Andima Incorporated is an Accountable Institution in terms of the Financial Intelligence Act no.13 of 2012 and as such liable to verify the identity of all business parties as well as the origin of any money received to refrain from engaging in any money laundering transaction and to prevent the receipt of any proceeds of unlawful activities. Van der Merwe-Greeff Andima Incorporated is legally obliged under criminal sanction, to report any transaction of a suspicious nature to the Bank of Namibia. Any cash sum received into our accounts will be reportable unless documentary proof of the origin and/or declaration of import thereof is provided to our satisfaction. Kindly note that no monies will be refunded within a period of 14 (fourteen) days from receipt thereof into our trust account, if you fail to comply with FIA requirement or if the transaction or instruction are stopped or withdrawn. All prospective clients with whom a business relationship is entered into must complete the following declaration. All files will be subjected to a 7 (seven) day delay period to verify the nature of transaction and compliance with FIA requirement. Failure to comply with this declaration within 7 (seven) days from date hereof will prevent us from proceeding with the file.
15 NAME OF COMPANY / CC / TRUST OR ASSOCIATION REGISTRATION NUMBER FULL NAME OF DIRECTOR/MEMBER/TRUSTEE PLEASE SUPPLY LIST OF OTHER DIRECTORS/MEMBERS/TRUSTEES NAMIBIAN IDENTITY NUMBER IF NO ID NO. PASSPORT NO. OR DRIVERS LICENCE NO. OCCUPATION INCOME TAX NUMBER COMPANY BANK ACCOUNT DETAILS v Name of Bank v Account Holder v Account Number v Branch RESIDENTIAL ADDRESS BUSINESS ADDRESS POSTAL ADDRESS TELEPHONE NUMBER (WORK) TELEPHONE NUMBER (HOME) FAX NUMBER
16 CELL NUMBER E-MAIL ADDRESS KINDLY ATTACH TO THIS FORM THE FOLLOWING: Certified copy of identity document (if Namibian Citizen) (Directors/Members/Trustees) Certified copy of Passport (if Foreign National) (Directors/Members/Trustees) Certified copy of Marriage Certificate (if applicable) (Directors/Members/Trustees) Certified copy of Antenuptial Contract (if applicable) (Directors/Members/Trustees) Certified copy of Memorandum and Articles of Association/Founding Statement/ Deed of trust Certified copy of CM29,CM46, CM1/Certificate of Registration of Trust Copy of Bank statement / Cancelled cheque / Documentary proof of existence of bank account TICK BELOW The nature and location of my/our occupation or business activities are as follows: Nature of transaction or matter:.. The origin of the money deposited herein is as follows:... and I annex proof thereof as follows (document[s]):..
17 FOR PROPERTY TRANSACTIONS: If you are the PURCHASER how is this transaction financed? I, the undersigned do hereby declare that the above information are true and correct and accept full responsibility for the information supplied. DATE SIGNED