MTN ZAKHELE FUTHI (RF) LIMITED - MTNZF RESULTS OF THE WRITTEN RESOLUTION OF SHAREHOLDERS

MTNZF RESULTS OF THE WRITTEN RESOLUTION OF SHAREHOLDERS

MTN Zakhele Futhi (RF) Limited
(Incorporated in the Republic of South Africa)
(Date of incorporation: 21 June 2016)
(Registration number: 2016/268837/06)
JSE share code: MTNZF
ISIN: ZAE000279402
LEI: 378900429C4F73B1BE74
(“MTNZF” or the “Company”)


RESULTS OF THE WRITTEN RESOLUTION OF SHAREHOLDERS

Written resolution

MTNZF shareholders ("Shareholders") are referred to the announcement released on the Stock
Exchange News Service (“SENS”) of the JSE Limited ("JSE") on 5 June 2020, regarding the submission
to Shareholders of a notice of written resolution (“Resolution”) proposed to be adopted in terms of
section 60 of the Companies Act, 71 of 2008, as amended (“Companies Act”).

On 29 June 2020, Shareholders were advised that the Resolution had received the support of persons
exercising sufficient voting rights for the Resolution to be adopted in terms of section 60(2)(a) of the
Companies Act (being 75% of the voting rights entitled to be exercised on the Resolution), and had
been filed with the Companies and Intellectual Property Commission.

The statement below describes the complete set of voting results.

As at Friday, 29 May 2020, being the Voting Record Date, the MTNZF share capital was as follows:

    - The total number of ordinary shares in issue was 123 416 818; and
    - The total number of preference shares in issue was 959 848.

The number of shares voted in person or by proxy was as follows:

 - 47 737 030 ordinary shares, being 39% of MTNZF’s issued ordinary shares at the Voting Record
   Date; and
 - 959 848 preference shares, being 100% of MTNZF’s issued preference shares at the Voting
   Record Date.

The voting results were as follows:

 Ordinary Shares                                                                              SHARES
                         TOTAL SHARES VOTED
                                                                                              ABSTAINED
                         FOR
                                             AGAINST (%)       NUMBER             %*          %*
 RESOLUTION              (%)
                         99.94               0.02              47 737 030         38.66       0.02
 Written resolution

*Expressed as a percentage of 123 416 818 MTNZF ordinary shares in issue as at the Voting Record
Date.




                                                                                                           1
 Preference shares                                                                         SHARES
                        TOTAL SHARES VOTED
                                                                                           ABSTAINED
                        FOR
                                           AGAINST (%)       NUMBER             %**        %**
 RESOLUTION             (%)
                        100.00             0.00              959 848            100.00     0.00
 Written resolution

**Expressed as a percentage of 959 848 MTNZF preference shares in issue as at the Voting Record
Date.

This announcement constitutes delivery of the statement required in terms of section 60(4) of the
Companies Act.

SizweNtalubaGobodo Grant Thornton Inc. issued a factual finding report on the results.

Johannesburg
14 July 2020

JSE Sponsor:
Tamela Holdings Proprietary Limited




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Date: 14-07-2020 10:30:00
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