Directors dealings in securities Lewis Group Ltd Reg. No. 2004/009817/06 JSE Share Code : LEW ISIN : ZAE 000058236 (Lewis or the “Company”) Directors Dealings in Securities In compliance with the requirements 3.63 to 3.74 of the JSE Listings Requirements, the following should be noted: 1. The Lewis Co-Investment Scheme Senior executives are eligible for an annual bonus based on achievement of performance targets. These eligible executives can elect to invest all or part of their net bonus in Lewis Group shares. These shares are deferred for a specified period (three years) and matching shares equal to the before tax bonus are awarded for no consideration at the end of the period. The shares are provided by the existing employee share trust. The matching share award will lapse, should the executive terminate his or her employment before the completion of the three year period other than in the event of death, ill-health, retirement or retrenchment. The following executives elected on 14 June 2013 to invest their net bonus in the company’s shares (“invested shares”) and, consequently, matching share awards were awarded to them under the Lewis Co- Investment Plan : Invested Matching Total Executive Designation Shares Share Value Award J. Enslin Executive Director, 15 550 25 917 R2 566 807 Lewis Group Ltd L.A. Davies Executive Director, 12 234 20 390 R2 019 426 Lewis Group Ltd N. Jansen Director, 8 015 13 359 R1 323 051 Lewis Stores (Pty) Ltd D. Loudon Director, 7 948 13 247 R1 311 971 Lewis Stores (Pty) Ltd The invested shares were purchased at an average price of R61.90 and the matching share awards will be received by the scheme participants for no consideration. 2. The Lewis Executive Performance Scheme Share awards have been made to members of senior management of Lewis Group Limited and its trading subsidiary, Lewis Stores (Pty) Ltd. In terms of the scheme, executives have been offered the right to acquire shares of the company for no consideration subject to the achievement of performance targets. The share awards under this scheme will lapse, should the executive terminate his or her employment before the completion of the period of the award. The Board and the Remuneration committee have agreed to grant awards to executives under the standard 3 year plan and a 5 year plan, details which are set out below. 2.1 The 3 year plan The performance targets are set by the Remuneration Committee at the beginning of the each of the 3 years and are based on the budgeted net profit before taxation for that year. No performance shares will accrue if the group achieves less than 90% of target. Any achievement between 90% and 100% of target will result in a proportionate accrual of shares weighted towards 100% of target. The following executives have been granted awards on 14 June 2013 under the Lewis Executive Performance Scheme: Maximum No. of Executive Designation Shares (for no Value consideration) J. Enslin Executive Director, Lewis 50 232 R3 018 924 Group Limited L.A. Davies Executive Director, Lewis 38 819 R2 333 040 Group Ltd C Irwin Director, Lewis Stores 23 691 R1 423 800 (Pty) Ltd N. Jansen Director, Lewis Stores 26 142 R1 571 148 (Pty) Ltd D. Loudon Director, Lewis Stores 25 950 R1 559 568 (Pty) Ltd The above values are deemed values based on a market price of R60.10 calculated in terms of the rules of the scheme. 2.2. The 5 year plan The performance target set by the Remuneration Committee is based on the compound growth of 6% in attributable profit to ordinary shareholders (adjusted to exclude the STC cost in prior years) for the preceding 5 years at the point of vesting in year 3, 4 and 5. One-third of this award would vest at the end of year 3 and a third each at the end of years 4 and 5, all subject to the performance targets being met and being in the employ of the group. The following executives have been granted awards on 14 June 2013 under the Lewis Executive Performance Scheme: Maximum Number of Executive Designation Shares Value (for no consideration) J Enslin Executive Director, 120 000 7 212 000 Lewis Group Ltd L Davies Executive Director, 90 000 5 409 000 Lewis Group Ltd D Loudon Director, Lewis Stores 80 000 4 808 000 (Pty) Ltd N Jansen Director, Lewis Stores 80 000 4 808 000 (Pty) Ltd The above values are deemed values based on a market price of R60.10 calculated in terms of the rules of the scheme. All the directors interest in the above transactions are direct beneficial. The transactions took place off-market and the requisite clearances have been obtained. Cape Town 19 June 2013 Sponsor: UBS South Africa (Pty) Ltd Date: 19/06/2013 02:15:00 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.