Legal Questions - GWT
The Glazer Property Portfolio
Questions for the administrators of the Bernard Glazer Will Trust, Masters Reference no. 8967/84/7A relating to the Glazer property portfolio and related companies
_Note: flowcharts and supporting documents attached. _
The questions below refer, inter alia, to the following companies:
The African City Properties Trust (1952) Ltd , company #53/1017, incorporated in South Africa 1952;
Retco Ltd , company #1968/01976/06, incorporated in South Africa 1968;
Sage Life Ltd (formerly Ned-Equity Insurance Company Ltd), company #64/04352/06, incorporated in South Africa;
Federated Employers Insurance Ltd , company #not known, incorporated in South Africa;
Joint Municipal Pension Fund (Transvaal) , company #not known, incorporated in South Africa.
Marshalls Township Syndicate Ltd , company #01/00621/06, incorporated in South Africa.
PLS Pangbourne Properties Ltd , company #1987/002352/06, incorporated in South Africa 1987.
ApexHi Properties Ltd , company #1999/000238/06, incorporated in South Africa 1999.
1. Check agreements relating to establishment of Liberty Life in 1958 for possible involvement of Bernard and Sam Glazer.
2. Check agreements relating to establishment of Sage in 1965 for possible involvement of Bernard Glazer.
3. 1949 Special resolution passed 5 July 1949 that gave the board the power to grant ‘pensions or other allowance’s to any person who had worked at the company or to that person’s widow or dependants if he was already dead. It mentions the term 'Salaried Director' and defines this as a director receiving salary or remuneration in addition to his fees as a director whether under a Service Agreement or otherwise’. (This company had strong mining links: was this an implied reference to mineral rights payments?)
4. Who was the beneficial holder of the shares of Federated Employer’s Insurance Ltd in 1968 when it took up shares in Retco Ltd?
5. Who funded the Kaplan’s shares in Retco Ltd?
6. Who funded Lease Plan International? Credcor?
7. What are the details of Nedbank’s banking company established in Zurich, Switzerland, in 1984?
8. What are the details of Nedbank’s branches established in Jersey, Hong Kong and Grand Cayman in 1984.
9. To whom were the 12,5 million shares in Retco Ltd issued in February 1969, for which a 20% premium was paid?
10. Which shareholder(s) gave up shares in the reduction of 7,2 million shares in Retco Ltd in 1972 and what compensation was paid?
11. What evidence is there of this reduction having been sanctioned by the Supreme Court? What notice of meetings or minutes of meetings or special resolutions passed exist with regard to this reduction as the file with the Registrar of Companies shows no substantial evidence.
12. Where are the contracts relating to acquisition of The African City Properties Trust (1952) Ltd by Retco Ltd? (This appears to have taken place in 1972/73, around the time that SA Breweries acquired Retco Ltd.)
Note: How did Retco acquire the properties belonging to The ACP Trust (1952) Ltd after it was acquired by the Joint Municipal Pension Fund (Transvaal) in 1968 and why was it necessary to hide this fact by removing pages from the file? One is forced to assume that Federated Employers Insurance was also a pension fund manager, and that it acquired the business of the Joint Municipal Pension Fund (Transvaal). If this was the case, and if Glazer had shares in Federated, then he would have maintained control over the assets of ACP Investments throughout.
13. Was Bernard Glazer or any of his companies or nominees a shareholder in either Retco Ltd or Sage Holdings Ltd when Retco’s shares were exchanged for units in the CBD Property Fund in 1981? If so, what was the outcome of this deal for that holder?
14. Was Glazer or any of his companies or nominees a shareholder in SA Breweries or Sage Holdings Ltd when SAB sold its 31% holding in Retco to Sage Holdings Ltd?
15. Who are or have been the beneficial shareholders of Pangbourne Properties and ApexHi?
16. Who was the beneficial owner of Marshalls Township Syndicate Ltd? Was Glazer or any of his nominees a shareholder in this company or any of the companies to which the mineral rights were ceded?
17. Produce all details of share transfers relating to the renounce-able rights issue in Ned-Equity Insurance Company Ltd which was announced in a circular to shareholders dated 9 November 1984.