Declaration of scrip distribution with a cash dividend alternative

Introduction

In order to enable the Group to continue to avail itself of the numerous opportunities currently under consideration, as well as enable shareholders to further participate in the growth of the Company, shareholders are advised that the board has declared a final distribution for the year ended June 30 2014, by way of the issue of fully paid ordinary shares of 5 cents each as a scrip distribution payable to ordinary shareholders recorded in the register on the record date, being Friday, October 10 2014 (scrip distribution). Ordinary shareholders will be entitled, in respect of all or part of their shareholding, to elect to receive a gross cash dividend of 432,0 cents per ordinary share in lieu of the scrip distribution, which will be paid only to those ordinary shareholders who elect to receive the cash dividend, in respect of all or part of their shareholding, on or before 12:00 on Friday, October 10 2014 (the cash dividend alternative).

The cash dividend alternative will be paid out of income reserves. There are no STC credits available for utilisation. A net cash dividend of 367,2 cents per ordinary share will apply to shareholders liable for the local 15% dividend withholding tax and 432,0 cents per ordinary share for shareholders exempt from the dividend tax. The new ordinary shares will, pursuant to the scrip distribution, be issued as a capitalisation of part of the share premium account. The issued ordinary share capital as at June 30  2014 is 331 237 219 ordinary shares. The Company’s income tax reference number is 9550162714.

Terms of the scrip distribution

The number of new ordinary shares to which ordinary shareholders will become entitled is determined in the ratio of 1,55 shares for every 100 shares held on the record date. This is the equivalent of 436,0 cents per share, based on the closing share price on August 29  2014 of R281,32 per share.

Fractions

Trading in the STRATE environment does not permit fractions and fractional entitlements. Accordingly, where an ordinary shareholder’s entitlement to new ordinary shares is calculated in accordance with the above formula and gives rise to a fraction of a new ordinary share, such fraction of a new ordinary share will be rounded up to the nearest whole number where the fraction is greater than or equal to 0,5 and rounded down to the nearest whole number where the fraction is less than 0,5.

Circular and salient dates

A circular relating to the scrip distribution and the cash dividend alternative will be posted to ordinary shareholders on or about Friday, September 19  2014.

In accordance with the provisions of STRATE, the electronic settlement and custody system used by the JSE, the relevant dates for the scrip distribution/cash dividend alternative are as follows:

All times provided in this announcement are South African local time. The above dates and times are subject to change. Any changes will be released on SENS and published in the South African press.

Ordinary share certificates may not be dematerialised or rematerialised, nor may transfers between registers take place between Monday, October 6  2014 and Friday, October 10  2014, both days inclusive.

Payment of the cash dividend alternative

To the extent elected by ordinary shareholders, the cash dividend alternative is declared in the currency of the Republic of South Africa. Where applicable, dividends in respect of certificated ordinary shares will be transferred electronically to ordinary shareholders’ bank accounts on the payment date. In the absence of specific mandates, dividend cheques will be posted to ordinary shareholders. Ordinary shareholders who hold dematerialised shares will have their accounts at their CSDP or broker credited/updated on Monday, October 13 2014.

For and on behalf of the board.

CA Brighten
Company secretary

Johannesburg
August 29  2014