MERAFE RESOURCES LIMITED - Dealings in Securities by Directors

Dealings in Securities by Directors

MERAFE RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1987/003452/06
Share Code: MRF
ISIN: ZAE000060000
(“Merafe”)

DEALINGS IN SECURITIES BY DIRECTORS

In compliance with paragraphs 3.63 – 3.66 of the Listings Requirements of the
JSE Limited the following information is provided:

Vesting of shares in terms of the Share Incentive Scheme
In terms of the Merafe Share Incentive Scheme (“Scheme”) the following grant
shares vest on 01 April 2016 and the company has the right, at its election,
either to issue new shares or settle in cash. The company has opted to settle
the respective grant shares in cash.

Name of director:                        Zanele Matlala
Transaction date:                        01 April 2016
Nature of transaction:                   Vesting of shares in terms of the
                                         Scheme
Number of shares vested:                 174,563
Issued price per share:                  Nil
Strike price per share                   R0.7700
Total value of shares vesting:           R134 414
Total settlement value:                  R134 414
Type of trade:                           Off market
Class of security:                       Ordinary shares
Extent of director's
interest in the transaction:             Direct beneficial


Name of director:                        Kajal Bissessor
Transaction date:                        01 April 2016
Nature of transaction:                   Vesting of shares in terms of the
                                         Scheme
Number of shares vested:                 90,191
Issued price per share:                  Nil
Strike price per share                   R0.7700
Total value of shares vesting:           R69,447
Total settlement value:                  R69,447
Type of trade:                           Off market
Class of security:                       Ordinary shares
Extent of director's
interest in the transaction:             Direct beneficial



Annual share grant allocation
In terms of the Scheme approved by shareholders on 13 April 2010, Merafe has
issued annual share grants to the executive directors.

These share grants are Merafe’s ordinary shares that are issued at no cost to
eligible employees at the average price of R0.7779 per ordinary share for 31
March 2016 and were accepted on 1 April 2016.
These share grants are held on a direct beneficial basis.

Name                                   Number of share              Value
                                       grants

K Bissessor (Financial Director)        1 003 905                R780 938
ZJ Matlala (Chief Executive Officer)    2 824 227              R2 196 966

These share grants shall vest in three tranches, one third on 1 April 2019, one
third on 1 April 2020 and one third on 1 April 2021 and are subject to
performance-based vesting criteria.

Authority to transact has been obtained and the transactions set out above were
done off-market.

Sandton
04 April 2016

Sponsor:
Merrill Lynch South Africa Proprietary Limited

Date: 04/04/2016 02:40:00 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.