METROFILE HOLDINGS LIMITED - Notice in terms of section 45(5)(a) of the Companies Act 71 of 2008, as amended

Notice in terms of section 45(5)(a) of the Companies Act 71 of 2008, as amended

Metrofile Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1983/012697/06)
Share code: MFL
ISIN Code: ZAE000061727
("Metrofile Holdings" or "the Company")

NOTICE IN TERMS OF SECTION 45(5)(a) OF THE COMPANIES ACT 71 OF
2008, AS AMENDED

We refer to the special resolution no 4, as set out in the Notice
of Annual General Meeting (“AGM”) made available to shareholders
on 25 October 2022, which resolution was approved by the
shareholders of the Company, at the AGM held on 22 November 2022,
in accordance with section 45(3) of the Companies Act of 2008
(“Companies Act”) pursuant to which the shareholders of the
Company authorised the Company to provide financial assistance to
the entities as contemplated in the said special resolution.

We hereby notify shareholders that the Board of Directors of the
Company has adopted a resolution to authorise direct or indirect
financial assistance as contemplated in section 45 of the
Companies Act to a maximum total amount of R2 billion to any one
or more related or inter-related companies or corporations of the
Company and/or to any one or more juristic persons who are members
of, or are related to, any such related or inter-related company
or corporation.

Shareholders are advised that notification in this regard has been
distributed today either via electronic mail or registered post,
depending on the shareholder’s preference as previously indicated.

Illovo
23 November 2022

Sponsor
The Standard Bank of South Africa Limited

Date: 23-11-2022 12:30:00
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.