NED - Nedbank Group - Dealings in Securities by Executive Directors and Company Secretary NEDBANK GROUP LIMITED (Incorporated in the Republic of South Africa) Registration number: 1966/010630/06 JSE share code: NED NSX share code: NBK ISIN: ZAE000004875 ("Nedbank Group" or "the company") DEALINGS IN SECURITIES BY EXECUTIVE DIRECTORS AND COMPANY SECRETARY In terms of paragraphs 3.63 - 3.66 of the Listings Requirements of the JSE Limited, the following information is disclosed in respect of dealings by the executive directors and the company secretary of Nedbank Group and Nedbank Limited. The following Nedbank Group ordinary shares have been acquired on the open market by the undermentioned individuals and committed to the 2011 Matched Share Scheme on 4 April 2011: Name Number of shares committed Value @ R141,72 MWT Brown 10 584 R1 499 964,48 (Executive director) GW Dempster 5 292 R749 982,24 (Executive director) RK Morathi 3 175 R449 961,00 (Executive director) GS Nienaber 264 R37 414,08 (Company secretary) The shares committed are in terms of the rules as set out in the Nedbank Group (2005) Share Option, Matched Share and Restricted Share Scheme. The value of the shares was determined using an average price of Nedbank Group shares between 22 March and 1 April 2011. These shares are committed in terms of the compulsory bonus deferral scheme introduced by the Remuneration Committee in 2009, under which deferred amounts can be invested in the Matched Share Scheme described above. The deferred amount will be forfeited should the employee resign before the end of the deferral period as well as in cases where, in the sole opinion of the board, material irregularities or misrepresentation of financial results come to light during the deferral period. In addition, the following Nedbank Group ordinary shares have been acquired on the open market by the undermentioned individuals and committed to the 2011 Matched Share Scheme on 4 April 2011: Name Number of shares committed Value @ R141,72 MWT Brown 4 233 R599 900,76 (Executive director) RK Morathi 4 233 R599 900,76 (Executive director) And the following Nedbank Group ordinary shares, previously acquired by the individuals below, have been committed by the undermentioned individuals to the 2011 Matched Share Scheme on 4 April 2011: Name Number of shares committed Value @ R141,72 GW Dempster 4 233 R599 900,76 (Executive director) GS Nienaber 1 796 R254 529,12 (Company secretary) The Matched Share Scheme allows for voluntary participation in that up to 50% of an employee`s after-tax bonus may be used to acquire shares in the company. The employee can also commit shares already owned by them up to an equivalent value of 50% of the employee`s after tax bonus. The employee may dispose of these shares at any time prior to the vesting date, being 1 April 2014, which will cancel their participation in the Scheme in respect of these shares. On the vesting date 50% of the shares still held in trust in respect of the participant`s portfolio as per the Scheme rules will be matched on a one for one basis if the person is in the employ of the company and a further 50% of the shares held on vesting date will be matched on a one for one basis if a predetermined company performance target for the period 2011 to 2013 is met. The required prior written clearance for the commitment of these shares and participation in the Matched Share Scheme has been obtained. Sandton 5 April 2011 Sponsors Merrill Lynch South Africa (Pty) Limited Nedbank Capital Sponsor in Namibia Old Mutual Investment Services (Namibia) (Pty) Ltd Date: 05/04/2011 10:53:01 Supplied by www.sharenet.co.za Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited (`JSE`). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.