MMELA MOBILITY FINANCE (RF) LIMITED - NOTICE OF WRITTEN RESOLUTIONS TO BE PASSED BY THE HOLDERS OF CLASS B NOTES - MMF201

NOTICE OF WRITTEN RESOLUTIONS TO BE PASSED BY THE HOLDERS OF CLASS B NOTES - MMF201

MMELA MOBILITY FINANCE (RF) LIMITED
("the Issuer" or "the Company")
(Registration Number: 2015/231615/06)

Stock Code: MMF201

Date: 26 February 2018

NOTICE OF WRITTEN RESOLUTIONS TO BE PASSED BY THE HOLDERS OF CLASS B NOTES


1. The Issuer delivered a notice today to each holder of the Class B Notes (the
   "Noteholders") issued under the Issuer’s ZAR3,000,000,000 Asset-Backed Note
   Programme pursuant to the section headed "Terms and Conditions of the Notes" (the
   "Terms and Conditions") in the programme memorandum dated 28 June 2017, and in
   accordance with Condition 16 (Notices) of the Terms and Conditions for the purpose of
   passing an Extraordinary Resolution in writing in terms of Condition 17.3.3 of the Terms
   and Conditions (the "Written Extraordinary Resolutions"). A Written Extraordinary
   Resolutions of the Class B Noteholders are sought for purposes of making amendments
   to the Applicable Pricing Supplement issued in relation to the Class B Notes (stock code
   MMF201) on 10 July 2017 (the "Existing Applicable Pricing Supplement"). 
2. Capitalised terms used herein and not otherwise defined shall bear the meanings ascribed
   thereto in the Terms and Conditions. 
3. The Issuer seeks the Noteholders’ approval in writing in accordance with Condition 17.3.3
   (Amendment of Terms and Conditions) for certain amendments to be made to the Existing
   Applicable Pricing Supplement and the issuance of an amended and restated applicable
   pricing supplement (the "Amended and Restated Applicable Pricing Supplement") in
   order to -
3.1     amend Condition 8.3 (Optional Redemption at the election of the Issuer) to allow the
        Class B Notes to be redeemed by the Issuer on any Payment Date in accordance with
        the Pre-Enforcement Principal Priority of Payments, by amending item 19 of the
        Existing Applicable Pricing Supplement; and

3.2     amend items 21, 22, 44 and 45 of the Existing Applicable Pricing Supplement to allow
        for interest on the Notes to be paid on any Payment Date.
4. Noteholders are required to provide their consent to the proposed amendments by no
   later than 17h00 on 26 March 2018.
5. The notice has been delivered to Strate Proprietary Limited in accordance with
   Condition 16 (Notices) of the Terms and Conditions. 



Redinkcapital Proprietary Limited
Debt Sponsor
26 February 2018

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