FIRSTRAND BANK LIMITED - FRB24 FRB25 - Notification of the voting results in respect of the request for written resolution from noteholders

FRB24 FRB25 - Notification of the voting results in respect of the request for written resolution from noteholders

FirstRand Bank Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1929/001225/06)
Company code: FRII
Bond code: FRB24 ISIN: ZAG000155102
Bond code: FRB25 ISIN: ZAG000157512
(FRB or the Issuer)


NOTIFICATION OF THE VOTING RESULTS IN RESPECT OF THE REQUEST FOR WRITTEN CONSENT FROM NOTEHOLDERS BY WAY OF A WRITTEN
RESOLUTION

Bondholders are referred to the notices of request for consent from FRB24 and FRB25 noteholders by way of an extraordinary written resolution, released on SENS on 3
October 2019, with the deadline date being 17h00 on Thursday, 31 October 2019 (the Noteholders Written Resolutions), at which the extraordinary written resolutions set
out below were considered:

FRB24 extraordinary written resolution:
THAT the terms and conditions of the FRB24 Notes be amended in accordance with Annexure B to the notice requesting the extraordinary written resolution, with effect
from the date on which the Issuer receives confirmation that Noteholders holding not less than 66.67% in value of the aggregate Outstanding Nominal Amount of the
FRB24 Notes have voted in favour of the Proposed Amendments.

FRB25 extraordinary written resolution:
THAT the terms and conditions of the FRB25 Notes be amended in accordance with Annexure B to the notice requesting the extraordinary written resolution with effect
from the date on which the Issuer receives confirmation that Noteholders holding not less than 66.67% in value of the aggregate Outstanding Nominal Amount of the
FRB25 Notes have voted in favour of the Proposed Amendments.

In this regard, the Issuer confirms the voting results from the Noteholders Written Resolutions in relation to total nominal amount of the FRB24 and FRB25 notes in issue,
respectively, are as follows:

                          Total nominal          Debt securities voted,   Debt securities voted,   Votes abstained, as a    Votes carried for the    Votes against the
                          amount of relevant     disclosed as a           disclosed as a           percentage               resolution, as a         resolution, as a
                          debt securities        number                   percentage                                        percentage               percentage
 FRB24                    R2 265 000 000.00      R1 838 021 838.00        81.15%                   0.00%                    81.15%                   0.00%
 FRB25                    R3 461 000 000.00      R2 805 353 200.00        81.06%                   0.00%                    81.06%                   0.00%

FRB confirms that the Noteholders Written Resolutions have accordingly been passed and will take effect immediately.


31 October 2019

Debt Sponsor
RAND MERCHANT BANK (a division of FirstRand Bank Limited)

Date: 31/10/2019 11:00:00
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