MORVEST BUSINESS GROUP LIMITED - Posting of Circular and Notice of General Meeting

Posting of Circular and Notice of General Meeting

MORVEST BUSINESS GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2003/012583/06)
Share code: MOR         ISIN code: ZAE000152567
(“Morvest” or “the Company”)


POSTING OF CIRCULAR AND NOTICE OF GENERAL MEETING


1.   INTRODUCTION

     Morvest shareholders (“Shareholders”) are referred to the announcements published by the
     Company on 3 July 2014 and 18 August 2014 regarding the proposed disposal of Morvest’s
     50.01% interest in R&S Consulting Proprietary Limited (“Transaction”).

     A circular (“Circular”) has been posted to Shareholders today, 29 August 2014, containing, inter
     alia:

     -       details of the Transaction; and
     -       a notice convening a general meeting of Shareholders (“General Meeting”).

     Shareholders are advised to review the Circular for a summary of the key terms and conditions of
     the Transaction.

2.   NOTICE OF GENERAL MEETING
                                                   
     The General Meeting will be held at 188 14th Road, Noordwyk, Midrand, Gauteng on Monday, 6
     October 2014 at 10:00 to consider and, if deemed fit, pass, with or without modification, the
     resolution necessary to implement the Transaction.

3.   IMPORTANT DATES AND TIMES

     The salient dates and times relating to the General Meeting are set out in the timetable below
     (“Timetable”). Words and expressions in the Timetable and notes thereto shall have the same
     meaning as assigned to them in the Circular.

         EVENT                                                                                  2014

         Record date for Shareholders to be recorded in the Register in            Friday, 22 August
         order to receive this Circular

         Circular posted to Shareholders and the Notice convening the              Friday, 29 August
         General Meeting published on SENS

         Last day to trade in Shares in order to be recorded in the           Thursday, 18 September
         Register to vote at the General Meeting (see note 2 below)
         (Voting Last Day to Trade)

         Voting Record Date for Shareholders to be recorded in the              Friday, 26 September
         Register in order to be eligible to vote at the General Meeting

         Forms of proxy for the General Meeting to be received by the            Thursday, 2 October
         Transfer Secretaries by 10:00 on (see note 3 below)

         General Meeting held at 10:00 on                                          Monday, 6 October

         Results of the General Meeting published on SENS                          Monday, 6 October


                                                                                                   
      Notes:

      1.   The above dates and times are subject to amendment. Any amendment to the dates and
           times will be published on SENS and in the South African press.
      2.   Shareholders should note that as transactions in Shares are settled in the electronic
           settlement system used by Strate, settlement of trades takes place five Business Days
           after such trade. Therefore persons who acquire Shares after the Voting Last Day to Trade
           will not be eligible to vote at the General Meeting.
      3.   A Shareholder may submit a form of proxy at any time before the commencement of the
           General Meeting (or adjourned or postponed General Meeting) or hand it to the Chairman
           of the General Meeting before the appointed proxy exercises any of the relevant
           Shareholder rights at the General Meeting (or adjourned or postponed General Meeting),
           provided that should a Shareholder lodge a form of proxy with the Transfer Secretaries
           less than 48 hours (excluding Saturdays, Sundays and official public holidays) before the
           General Meeting, such Shareholder will also be required to furnish a copy of such form of
           proxy to the Chairman of the General Meeting before the appointed proxy/ies exercises
           any of such Shareholder’s rights at the General Meeting (or adjourned or postponed
           General Meeting).
      4.   If the General Meeting is adjourned or postponed, forms of proxy submitted for the initial
           General Meeting will remain valid in respect of any adjournment or postponement of the
           General Meeting.
      5.   All times given in this Circular are local times in South Africa.


Johannesburg
29 August 2014

Corporate Advisor and Sponsor
Sasfin Capital
(a division of Sasfin Bank Limited)

Reporting Accountant
Mazars (Gauteng) Inc.




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