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SOL
SOL
SOL - Sasol - Competition Law Compliance Matters
Sasol Limited
(Incorporated in South Africa)
(Registration number: 1979/003231/06)
ISIN Code: ZAE000006896
JSE Code: SOL
NYSE Code: SSL
("Sasol")
Competition Law Compliance Matters
Sasol today announced that as part of the Group`s ongoing legal compliance
programme, Sasol Limited`s Chief Executive, Pat Davies, and his management team
initiated a competition law compliance review of all Sasol businesses in July
2008. In addition to this compliance review, the Sasol Limited Board of
Directors, on recommendation of management, commissioned a review of the
adequacy of competition law compliance processes managed and co-ordinated across
the Sasol Group. Sasol has retained external counsel to assist in this
connection.
Sasol will, in the course of conducting the competition law compliance reviews,
adopt appropriate remedial steps and make disclosures on the material findings
as and when it is appropriate. It is currently envisaged that the review
process will be completed during the first half of 2009.
At this stage, Sasol is in a position to disclose findings of the competition
law review process in respect of Sasol Nitro, Sasol Gas and Sasol Oil.
Sasol Nitro
Additional information has been revealed by the review process which is relevant
to previously disclosed competition law legal proceedings in respect of the
Nutri-Flo complaints and Phosphoric Acid investigation (See pages 179 - 181 of
the 2008 Annual Financial Statements and pages 75 - 77 of the 2008 Annual Report
submitted on Form 20-F to the United States Securities and Exchange Commission
for the previous public disclosures in these matters). On the basis of available
information and legal advice at the time of previous disclosures of these
matters it was indicated that a finding of unlawful conduct under the
Competition Act of South Africa in each of these matters was remote. Additional
information uncovered in the review process and an ongoing assessment of the
merits of these matters now indicate that a finding of unlawful conduct under
the Competition Act is more probable in the Phosphoric Acid investigation and in
respect of one of the complaints in the Nutri-Flo matter referred by the
Competition Commission to the Competition Tribunal. Sasol has commenced
exploratory discussions with the Competition Commission. It is premature to
determine the possible consequences and financial impact of any finding of
unlawful conduct at this stage.
Sasol Gas
The competition law compliance review referred to above, has also revealed two
competition law contraventions in Sasol Gas. The first contravention relates to
the structure of a piped gas marketing BEE joint venture which Sasol established
and in which Sasol has a 49% interest. In support of the BEE joint venture Sasol
agreed to certain restrictive provisions in the agreements relating to the
venture. In addition Sasol provided marketing and administrative related
services and assistance to this venture. These agreements were based on legal
advice obtained at the time as well as an assumption that the venture could be
treated as a partner rather than a competitor of Sasol Gas. Closer scrutiny and
additional legal advice obtained as part of the competition law compliance
review indicated that the assumption was not valid and that the assistance and
services provided to the venture constituted a contravention of the South
African Competition Act.
The second contravention relates to a restrictive clause in a supply agreement
with a customer for the benefit of the customer. Sasol agreed to the restrictive
clause to support the privatisation of the customer. Sasol is only to a limited
extent a potential competitor of this customer.
Each of these contraventions was brought to the attention of the Competition
Commission once they were identified. Sasol is co-operating with the Competition
Commission and has been granted conditional corporate leniency by the
Competition Commission in both these matters. We do not believe that these
contraventions by Sasol Gas will have a material adverse impact on our business,
operating results and financial condition.
Sasol Oil
Following a competition law compliance review, Sasol Oil was advised by its
competition law advisors that certain identified conduct may be construed as
contravening certain provisions of the South African Competition Act.
Upon the identification of the potential concerns, Sasol Oil submitted leniency
applications to the Competition Commission and is co-operating with the
Commission in this regard.
Competition Commission Announcement
The Competition Commission today announced that it has initiated investigations
into the South African piped gas and petroleum industries as a result of Sasol`s
leniency applications. Sasol is co-operating fully with the Commission in these
investigations.
Sasol chief executive, Pat Davies, said: "While we have always had compliance
programmes in place, they do not erect an absolute barrier against behaviour
that may be contrary to our policies or applicable laws or regulations. The
intense scrutiny of the review initiated last year is unfortunately indicating
areas of concern. We will not tolerate non-compliance and won`t rest until we
are confident that all our businesses are fully compliant not least because any
contravention of law could potentially lead to fines, remedial actions and civil
claims and therefore have a negative impact on Sasol`s business and reputation.
Where we do identify potential irregularities, we take a conservative approach
and take prompt action to rectify the situation."
Davies added: "Most importantly, our values do not leave any room for unethical
behaviour. This detailed scrutiny of potential compliance issues is particularly
necessary given the increasing complexity of both the business and legislative
environment in which we operate and we continue to intensify our compliance
reviews accordingly. Sasol remains vigilant in identifying potential compliance
issues particularly given the increasing complexity of both the business and
legislative environments in which we operate and we will continue to intensify
our compliance reviews accordingly."
Hixonia Nyasulu, the Chairman of Sasol, said: "The Board is fully appraised of
the competition compliance review and fully supports the activities undertaken.
The additional review, commissioned by the Board on the recommendation of
management, takes a further look at the broader competition law compliance
processes and the management and co-ordination thereof. External counsel will
assist in this board-commissioned review and I feel this both a comprehensive
and necessary set of activities."
19 January 2009
Johannesburg
Issued by Sponsor: Deutsche Securities (SA) (Pty) Limited
Forward looking statements
In this announcement we make certain statements that are not historical facts
and relate to analyses and other information which are based on forecasts of
future results and estimates of amounts not yet determinable. These statements
may also relate to our future prospects, developments and business strategies.
Examples of such forward-looking statements include, but are not limited to,
statements regarding exchange rate fluctuations, volume growth, increases in
market share, total shareholder return and cost reductions. Words such as
"believe", "anticipate", "expect", "intend", "seek", "will", "plan", "could",
"may", "endeavour" and "project" and similar expressions are intended to
identify such forward-looking statements, but are not the exclusive means of
identifying such statements. By their very nature, forward-looking statements
involve inherent risks and uncertainties, both general and specific, and there
are risks that the predictions, forecasts, projections and other forward-looking
statements will not be achieved. If one or more of these risks materialise, or
should underlying assumptions prove incorrect, our actual results may differ
materially from those anticipated. You should understand that a number of
important factors could cause actual results to differ materially from the
plans, objectives, expectations, estimates and intentions expressed in such
forward-looking statements. These factors are discussed more fully in our most
recent annual report under the Securities Exchange Act of 1934 on Form 20-F
filed on 7 October 2008 and in other filings with the United States Securities
and Exchange Commission. The list of factors discussed therein is not
exhaustive; when relying on forward-looking statements to make investment
decisions, you should carefully consider both these factors and other
uncertainties and events. Forward-looking statements apply only as of the date
on which they are made, and we do not undertake any obligation to update or
revise any of them, whether as a result of new information, future events or
otherwise.
Date: 19/01/2009 10:00:04 Produced by the JSE SENS Department.
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