INVESTEC BANK LTD - Publication of Circular

Publication of Circular

Investec Bank Limited
Incorporated in the Republic of South Africa
Registration number 1969/004763/06
JSE share code: INLP
ISIN: ZAE123000048393


PUBLICATION OF A CIRCULAR RELATING TO THE CREATION OF THE REDEEMABLE PROGRAMME
PREFERENCE SHARES AND INCORPORATING A NOTICE OF THE CLASS MEETING OF THE
SHAREHOLDERS OF INVESTEC BANK LIMITED’S NON-REDEEMABLE, NON-CUMULATIVE, NON-
PARTICIPATING PREFERENCE SHARES (the “PERPETUAL PREFERENCE SHARES”)

Investec Bank Limited, a subsidiary of Investec Limited, currently issues redeemable preference shares out
of its subsidiary companies as a means of raising cost effective and efficient term funding. Redeemable
preference shares are attractive to investors as the shareholders thereof receive dividends which are
currently only subject to dividends tax at a rate of 15% and certain categories of holders are fully exempt
from this tax. Various amendments to South African legislation relating to preference shares, amongst other
instruments, have restricted Investec Bank’s ability to continue accessing funding via its subsidiaries.

Investec Bank Limited is therefore proposing to issue Redeemable Programme Preference Shares directly
out of the Company, which would enable it to preserve the existing funding raised and create a platform to
continue issuing tax efficient instruments to the market (including retail investors).


A circular in relation to the Redeemable Programme Preference Shares dated 23 May 2013 (the “Investec
Bank Limited Redeemable Programme Preference Shares Circular) has been published on the Investec
website (www.investec.com) and will be posted to shareholders shortly.

The Investec Bank Limited Redeemable Programme Preference Shares Circular contains a notice of the
class meeting of the holders of the Investec Bank Limited Perpetual Preference Shares for those holders to
consider and, if thought fit, to approve the increase in the capital of Investec Bank Limited by the creation of
the Redeemable Programme Preference Shares. This class meeting will be held at 100 Grayston Drive,
Sandown, Sandton 2196, at 14.30 on 9 July 2013.

A general meeting of Investec Bank Limited will be held at 15.00 on 9 July 2013 for the ordinary shareholder
to consider and, if thought fit, to approve the:
•     creation of the Redeemable Programme Preference Shares
•     adoption of the new Memorandum of Incorporation (“MoI”) of Investec Bank Limited, which will,
      amongst others, contain provisions to give effect to the Domestic Medium Term Note and Preference
      Share Programme, including provisions to incorporate the Redeemable Programme Preference
      Shares in the annexure thereto, which sets out the numbers and classes of shares that the Company
      is authorised to issue.

To view the circular, please visit www.investec.com. Copies of the new MOI of Investec Bank, as it is to be
adopted, as well as a copy of the proposed Domestic Medium Term Note and Preference Share Programme,
will be available for inspection from 24 May 2013 to 9 July 2013, both days inclusive, and during normal
office hours on any business day (being any day other than a Saturday, Sunday or an official South African
public holiday) at the registered office of Investec Bank Limited and on the Investec website:
www.investec.com. Copies of these documents will also be made available on request from the Company’s
sponsor.


For further information, please contact:

Investor Relations
Telephone: (27 11) 286 7070
            (44) 20 7597 5546
e-mail: investorrelations@investec.com

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