POSTING OF JOINT CIRCULAR TO SHAREHOLDERS OF DORBYL Dorbyl Limited (Incorporated in the Republic of South Africa) Registration Number: 1911/001510/06 Share Code: DLV ISIN: ZAE000002184 ("Company" or "Dorbyl") POSTING OF THE JOINT CIRCULAR TO SHAREHOLDERS OF DORBYL Shareholders are referred to the announcement on the Stock Exchange News Service (“SENS”)on 8 October 2012 wherein ordinary shareholders were advised that the board of directors of Dorbyl (“Dorbyl Board”) had received an offer letter from the Industrial Development Corporation of Southern Africa Limited (“IDC”) in terms of which IDC, acting on behalf of a private company to be nominated, made a firm intention offer (“Initial Offer”) to acquire up to 100% (one hundred percent) of the total issued share capital in Dorbyl for an acquisition consideration of R0.73 (seventy three cents) per ordinary share (“Initial Offer Consideration”) subject to IDC acquiring at least 75% of the entire issued ordinary share capital of Dorbyl (“Initial Minimum Threshold Requirement”). Shareholders are further referred to the announcement on SENS on 7 December 2012 and in the press on 10 December 2012 (“Joint Announcement”) that the Dorbyl Board had received a revised firm intention offer letter from IDC acting on behalf of Naledi Foundry of Republic of South Africa Proprietary Limited (“Offeror”) in terms of which the Offeror resolved to revise the Initial Offer by: - increasing the Initial Offer Consideration to R0.85 per ordinary share; - making, in addition to the revised offer to ordinary shareholders, offers to i) all holders of DPL1 preference shares to acquire any and all of their DLP1 preference shares for an acquisition consideration of R1.10 (one rand and ten cents) and, ii) all holders of DLVP preference shares to acquire any and all of their DLVP preference shares for an acquisition consideration of R1.00 (one rand); and - reducing the Initial Minimum Threshold Requirement to a lesser one of 51% (fifty one percent), (collectively, the “Naledi Offer”). Further to the Joint Announcement, shareholders are advised that a joint circular setting out the full details of the Naledi Offer was posted to shareholders today (“Joint Circular”). The Joint Circular includes,inter alia, the Dorbyl independent board’s views and recommendations regarding the Naledi Offer as well as an independent expert’s opinion thereon. Shareholders are provided with the timetable below for their participation in the Naledi Offer set out as follows: 2012/2013 Publication by the Offeror of the Naledi Friday, 7 December Offer on SENS Publication by the Offeror of the Naledi Monday, 10 December Offer in the press Joint Circular posted to Dorbyl Tuesday, 18 December Shareholders Naledi Offer opens Wednesday,19 December Last day to trade (LDT) in Ordinary Shares Friday, 25 January and Preference Shares in order to settle by the record date and to qualify to participate in the Naledi Offer on ** Ordinary Shares and Preference Shares Monday, 28 January commence trading ex-offer on the JSE at 09:00 on ** Record date to determine which Ordinary Friday, 1 February and Preference Shareholders are eligible to accept the Naledi Offer Naledi Offer closes at 12:00 Friday, 1 February Result of Naledi Offer released on SENS on Monday, 4 February Offer Participant’s proportionate claim of Monday, 4 February Aggregate Offer Consideration credited to the Offer Participant’s accounts at his CSDP or stockbroker (as the case may be) in cases where the Shares surrendered in terms hereof are held by such CSDP or stockbroker as nominee for the Offer Participant on Cheques will be posted to certificated Monday, 4 February Shareholders who have validly accepted the Naledi Offer on or about Results of the Naledi Offer published in Tuesday, 5 February the press on **Applicable in the event that the current suspension of Dorbyl shares are lifted subsequent to the posting of this Joint Circular. Notes: 1. The above dates and times are subject to change at the discretion of the Offeror. Any such change will be published on SENS and in the press. 2. All times indicated above are South African local times. Johannesburg 18 December 2012 Sponsor to Dorbyl: PSG Capital Proprietary Limited Date: 18/12/2012 08:46:00 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.