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2012 Integrated report - Sappi

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Notes to the group annual financial statements<br />

for the year ended September <strong>2012</strong><br />

34. Directors’ and prescribed officers’ interests<br />

The following table sets out each director’s and prescribed officer’s interests in shares and other securities in <strong>Sappi</strong> Limited. For the<br />

purposes of this table, each director’s and prescribed officer’s interests include shares that are owned either directly or indirectly as<br />

well as those shares in which directors and prescribed officers have vested obligations to purchase or to repay loans in terms of the<br />

<strong>Sappi</strong> Limited Share Incentive Trust.<br />

Director<br />

Beneficial<br />

Direct interests<br />

<strong>2012</strong> 2011<br />

Indirect<br />

interests<br />

Vested<br />

obligations<br />

to purchase<br />

or repay loans Beneficial Beneficial<br />

Direct interests<br />

Vested<br />

obligations<br />

to purchase<br />

or repay loans<br />

Indirect<br />

interests<br />

Beneficial<br />

Non-executive directors<br />

R Thummer 7,542 – – 7,542 – –<br />

M V Moosa (1) – – 626,998 – – 626,998<br />

Executive directors<br />

M R Thompson (2) 34,612 – – 20,517 39,600 –<br />

R J Boëttger 140,307 – – 122,038 – –<br />

Prescribed officers<br />

Officer 1 35,695 – – 11,000 – –<br />

Officer 2 24,695 – – – – –<br />

Officer 3 24,532 – – 13,419 – –<br />

Officer 4 18,173 – – 12,243 – –<br />

Officer 5 122,645 – – 109,737 39,600 –<br />

Officer 6 52,345 – – 47,184 2,200 –<br />

Officer 7 – – – 24,105 22,000 –<br />

Officer 8 – – – – – –<br />

Total 460,546 – 626,998 367,785 103,400 626,998<br />

(1) M V Moosa holds a 31.8% share of Lereko Investment (Pty) Ltd which holds a total of 1,971,693 <strong>Sappi</strong> Limited shares as part of the BEE transaction described in<br />

notes 17 and 28. M V Moosa was appointed a director of the company after the conclusion of the BEE transaction.<br />

(2) In fiscal 2011, M R Thompson purchased 142,000 of the <strong>Sappi</strong> senior secured notes due 2014 at a total cost of €144,837.16. In August <strong>2012</strong>, these notes were<br />

redeemed in terms of a compulsory redemption and termination of outstanding 2014 notes as part of the <strong>2012</strong> refinancing.<br />

On 28 November <strong>2012</strong>, M A Fallon purchased 5,000 <strong>Sappi</strong> shares at ZAR28.00 per share. Other than the aforementioned purchase<br />

of shares by M A Fallon, there has not been any changes in the direct or indirect beneficial interests of the directors and their associates<br />

between financial year-end and the date of this <strong>report</strong>.<br />

Directors’ interests in contracts<br />

Meyer Feldberg, a non-executive director of the company, disclosed his role as senior advisor of Morgan Stanley & Co. Limited, a financial<br />

advisor to <strong>Sappi</strong>, and Morgan Stanley South Africa (Pty) Limited, a transaction sponsor to <strong>Sappi</strong> Limited.<br />

Other than M Feldberg’s role as senior advisor of Morgan Stanley & Co. Limited, M V Moosa’s interest in the BEE transaction described<br />

above and in note 28, and M R Thompson’s interest in the Senior Secured Notes due 2014, the directors have certified that they did not<br />

have any material interest in any significant transaction with either the company or any of its subsidiaries, other than those on a normal<br />

employment basis.<br />

176

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