Change statement and Notice of Annual General Meeting PSV Holdings Limited Incorporated in the Republic of South Africa (Registration number 1998/004365/06) Share code: PSV ISIN: ZAE000078705 ("PSV" or “the Company” or “the Group”) CHANGE STATEMENT AND NOTICE OF ANNUAL GENERAL MEETING Change Statement In compliance with paragraph 3.22 of the JSE Listings Requirements and Article 22 of PSV’s Memorandum of Incorporation, shareholders are advised that PSV has today, posted to shareholders summarised financial information as contained in the Company’s Integrated Annual Report for the financial year ended 28 February 2013, the notice of the Annual General Meeting and Form of Proxy. The Integrated Annual Report incorporating the complete set of audited annual financial statements, the external auditor’s report, PSV’s audit committee and directors’ reports for the financial year ended 28 February 2013, is available on PSV’s website at www.psvholdings.com/Investor-Relations/annual- reports.asp. The audited consolidated annual financial statements contain no changes or modifications to the provisional audited condensed consolidated results for the year ended 28 February 2013 released on SENS on 27 May 2013, other than the reclassification in the headline earnings calculation as detailed below: February 2013 % February 2013 (As previously change (Reclassified) reported) R R Reconciliation of headline profit /(loss) Loss attributable to ordinary shareholders - (23 781 831) (23 781 831) Profit on disposal of property, plant and equipment - (54 504) (54 504) Loss on disposal of discontinued operations - 27 136 736 27 136 736 Impairment of goodwill - 2 870 573 2 870 573 Tax effect of adjustments - 15 261 15 261 Reversal of foreign currency translation reserve on sale of PSV Zambia Limited (100) - 3 102 469 Headline profit (33.4) 6 186 235 9 288 704 Headline earnings per share (cents) (33.6) 2.43 3.66 Headline earnings per share – continuing operations (cents) - 2.78 2.78 Headline earnings per share – discontinued operations (cents) (139.8) (0.35) 0.88 Certified Master Auditors Inc. have audited the annual financial statements of PSV and their unqualified report is available at the registered office of PSV and in the electronic copy of the PSV Integrated Annual Report. Notice of Annual General Meeting Notice is hereby given that the Annual General Meeting of the Company will be held at 10:00 on Friday, 20 September 2013 at the registered office of PSV, corner of Barbara and North Reef Roads, Henville Extension, Elandsfontein, Johannesburg to transact the business as stated in the notice of the Annual General Meeting, which is contained in the Integrated Annual Report. The board of directors of PSV has determined that, in terms of section 62(3)(a), as read with section 59 of the Companies Act, 2008 (Act 71 of 2008), the record date for the purposes of determining which shareholders of the Company are entitled to participate in and vote at the Annual General Meeting is Friday, 13 September 2013. Accordingly, the last day to trade in PSV shares in order to be recorded in the Register to be entitled to vote at the Annual General Meeting will be Friday, 6 September 2013. Johannesburg 20 August 2013 Designated Adviser Merchantec Capital Date: 20/08/2013 04:31:00 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.