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Confidential — For RealtyPA shareholders only. Do not distribute externally.
Overview
Three sets of legal documents were prepared by attorney Peter Blanckenberg and forwarded by Carl Jeppe on 13 March 2026. These documents formalise the CMA investment, the Kalden/Ross share buyback, and the updated shareholders agreement. All documents have been reviewed in detail below.
| Document | Dated | Format | Status |
|---|---|---|---|
| Shareholders Agreement — CMA version | 26.02.26 | .docx + .pdf | Issues Found |
| Sale of Shares — CMA | 25.02.26 | .docx only | Clean |
| Sale of Shares — Kalden Swart & Ross Bentley | 25.02.26 | .docx + .pdf | Clean |
1. Shareholders Agreement — CMA Version
New Shareholders Agreement (Post-Buyback)
Dated 26 February 2026
Replaces the existing shareholders agreement to reflect the new shareholding structure after the Kalden/Ross buyback and CMA investment. Governs the rights, obligations, and governance of all remaining shareholders.
Parties (8)
| Defined As | Entity | Representative |
|---|---|---|
| The Company | RealtyPA (Pty) Ltd (2022/230374/07) | Carl Barry Biccard Jeppe |
| Jeppe | Carl Jeppe Holdings (Pty) Ltd | Carl Barry Biccard Jeppe |
| Phillips | Team 247 A Sea Board (Pty) Ltd | Sean Furze Phillips |
| Fleming | Mana Property Investments | Bradley Fleming |
| Wessels | Rocky Commerce (Pty) Ltd | Matthew George Wessels |
| Ferreira | Ansfief Family Trust (IT000203/2024) | Andries Christiaan Ferreira |
| CMA | CMA Info Close Corporation (B2005/085875/23) | Thomas Loubser |
| Swart | K2024260430 (Pty) Ltd | Kalden Swart |
Share Allocation (88 Total Shares)
| Shareholder | Shares | Percentage |
|---|---|---|
| Jeppe (Carl Jeppe Holdings) | 10.96 | 10% |
| Phillips (Team 247) | 30.00 | 30% |
| Fleming (Mana Property) | 20.00 | 20% |
| Wessels (Rocky Commerce) | 15.00 | 15% |
| Ferreira (Ansfief Family Trust) | 3.24 | 5% |
| CMA (CMA Info CC) | 8.80 | 10% |
| Total | 88.00 shares — 90%* | |
*Remaining 10% (Kalden 10 + Ross 2 = 12 shares) bought back by the company, reducing issued capital from 100 to 88.
Signature Block Audit
✓ RealtyPA (Company)
✓ Carl Jeppe Holdings
✓ Team 247 (Phillips)
✓ Mana Property (Fleming)
✓ Rocky Commerce (Wessels)
✓ K2024260430 (Kalden)
✗ Ansfief Family Trust (Ferreira)
✗ CMA Info CC (Loubser)
Critical — Missing Signature Blocks
The Shareholders Agreement is missing signature pages for two parties: Ansfief Family Trust (Chris Ferreira) and CMA Info CC (Thomas Loubser).
Both parties are fully defined in the preamble and referenced throughout the agreement, but have no corresponding “THUS, DONE AND SIGNED AT” execution block. The agreement cannot be validly executed by all parties until these are added.
2. Sale of Shares — CMA
CMA Acquisition of 10% Shareholding
Dated 25 February 2026
Formalises the sale of shares from Carl Jeppe Holdings (8%) and Ansfief Family Trust (2%) to CMA Info CC for a combined 10% stake in RealtyPA.
Transaction Summary
| Seller | Shares Sold | % of Company |
|---|---|---|
| Carl Jeppe Holdings (“Jeppe”) | 7.04 ordinary shares | 8% |
| Ansfief Family Trust (“Ferreira”) | 1.76 ordinary shares | 2% |
| Buyer: CMA Info CC | 8.80 ordinary shares | 10% |
Signature Block Audit
✓ RealtyPA (Company)
✓ Carl Jeppe Holdings
✓ Ansfief Family Trust
✓ CMA Info CC
No Issues Found
All party names, share allocations, and signature blocks are correct. Document is ready for execution.
3. Sale of Shares — Kalden Swart & Ross Bentley
Company Buyback of Kalden & Ross Shares
Dated 25 February 2026
Formalises the company buyback of Kalden Swart’s 10 shares (via K2024260430) and Ross Bentley’s 2 shares (via Catalyst Design), reducing issued share capital from 100 to 88.
Pre-Buyback Shareholding (100 Total Shares)
| Shareholder | Shares |
|---|---|
| Carl Jeppe Holdings | 18 |
| Team 247 (Phillips) | 30 |
| Mana Property (Fleming) | 20 |
| Rocky Commerce (Wessels) | 15 |
| K2024260430 (Swart) | 10 |
| Catalyst Design (Bentley) | 2 |
| Ansfief Family Trust (Ferreira) | 5 |
| Total | 100 |
Signature Block Audit
✓ RealtyPA (Company)
✓ K2024260430 (Kalden Swart)
✓ Catalyst Design (Ross Bentley)
No Issues Found
All party names, share allocations, and signature blocks are correct. Document is ready for execution.
Issues Summary
| # | Document | Issue | Severity |
|---|---|---|---|
| 1 | Shareholders Agreement | Missing signature block for Ansfief Family Trust (Chris Ferreira) | Critical |
| 2 | Shareholders Agreement | Missing signature block for CMA Info CC (Thomas Loubser) | Critical |
| 3 | All documents | Previously reported Chris/Carl name error — not found in current versions | Resolved |
Recommended Actions
- Peter to add missing signature blocks — The Shareholders Agreement requires “THUS, DONE AND SIGNED AT” execution pages for Ansfief Family Trust (Andries Christiaan Ferreira) and CMA Info CC (Thomas Loubser). Without these, the agreement cannot be validly executed.
- Confirm Chris/Carl name correction — The previously reported error (Chris Ferreira’s signature block showing “Carl”) was not found in these document versions. Confirm with Peter whether this was already corrected.
- Chris Ferreira’s name on Sale of Shares — CMA — Verify that the document correctly names Chris as the signature block references “Andries Christiaan Ferreira” (his full legal name), which is correct.
- Final review before circulation — Once Peter provides corrected documents, perform a final check before distributing for signature. Brad must also sign the Shareholders Agreement (no workaround per Peter).
Note: This review was conducted on the document versions dated 25–26 February 2026 as forwarded by Carl Jeppe on 13 March 2026. Any subsequent revisions by Peter Blanckenberg should be reviewed separately.