THE COMPETITION TRIBUNAL OF SOUTH AFRICA
IM141Dec19/DSC175Mar20
In the application for further and better
discovery between:
Computershare South Africa Applicant
and
JSE Limited First Respondent
Link Market Services South Africa (Pty)
Ltd
Second Respondent
In re: the application for the reconsideration of
the intermediate merger between
IM141Dec19
JSE Limited Primary Acquiring Firm
Link Market Services South Africa (Pty)
Ltd
Primary Target Firm
And
Competition Commission Respondent
Computershare South Africa Intervenor
Panel :M Mazwai (Presiding Member)
:Y Carrim (Tribunal Panel Member)
:T Vilakazi (Tribunal Panel Member)
Heard on :02 April 2020
Decided on :02 April 2020
HAVING read the documents filed of record and considered the matter, the following
agreement between Computershare South Africa (“CSA”), JSE Limited (“the JSE”)
and Link Market Services South Africa (Pty) Ltd (“ LSA”) regarding CSA’s
interlocutory application to compel discovery from the JSE and LSA is hereby made
an order:
1. The documents sought by CSA under item 9.1 of the application have been
provided by the JSE and thus the request is satisfied.
2. In response to the documents sought under item 18 of CSA’s application, the
JSE will provide an affidavit deposed to by an appropriate person with
personal knowledge of the facts stating that the JSE does not have in its
possession or control any documents relating to complaints of actual or
perceived conflicts of interest on the part of the JSE, which will be provided no
later than 17h00 on 03 April 2020.
3. In response to the documents sought under item 19 of CSA’s application, the
JSE has provided copies of pricing schedules or similar documents reflecting
exchange-related fees including listing, trading, clearing, BDA and/or other
relevant fees for the 2014 to 2019 financial years and thus the request is
satisfied.
ORDER
2
4. In response to the documents sought under item 23, the JSE confirms that it
does not have monthly management accounts in its possession or control but
will provide all its monthly financial information decks for the 2014 to 2019
financial years, which are auto-produced for the executive committee on a
monthly basis from the JSE’s general ledger. Such documents will be made
accessible through Webber Wentzel's HiQ document sharing platform to
protect their confidentiality, such that they cannot be downloaded or shared,
but information can be highlighted and copied across into an excel
spreadsheet for the purposes of analysing the data.
5. In response to the documents sought under item 35 of CSA’s application, LSA
and its subsidiary Link Investor Services (Pty) Ltd ("LIS") will provide:
5.1. all their respective monthly management accounts, for the 2014 to
2019 financial years, reflecting the relevant financial data in the most
disaggregated form in which such monthly management accounts were
produced, being in no less detailed form than the January 2014 sheets
provided by the merging parties to CDH on 1 April 2020. Such
documents will be made accessible through Webber Wentzel's HiQ
document sharing platform to protect their confidentiality, such that they
cannot be downloaded or shared, but information can be highlighted
and copied across into an excel spreadsheet for the purposes of
analysing the data; and
5.2. a written statement from an appropriate person at Link Market Services
Limited stating that, throughout such period, nothing further by way of
3
monthly management accounts was prepared and/or received by LSA
or LIS and that no fuller, more detailed, or disaggregated monthly
management accounts as recorded in paragraph 5.1 above were
prepared concerning LSA or LIS by the seller in the proposed
transaction, being Link Market Services Ltd, based in Australia. Such
written statement is to be provided no later than 17h00 on 08 April
2020.
6. CSA will not pursue its requests for revenue information from the JSE and
LSA under items 22 and 35 of its application.
7. The information will be provided in accordance with the prevailing
confidentiality regime between the parties.
2 April 2020
Ms. M Mazwai
Presiding Member
Date
Concurring: Ms Y Carrim and Dr T Vilakazi
4