Notice as required in terms of Section 45(5)(a) of the Companies Act Keaton Energy Holdings Limited Registration number 2006/011090/06 Incorporated in the Republic of South Africa JSE share code: KEH ISIN: ZAE000117420 (“Keaton” or “the company”) ANNOUNCEMENT FOR COMPLIANCE REASONS ONLY: NOTICE, AS REQUIRED IN TERMS OF SECTION 45(5)(a) OF THE COMPANIES ACT, 71 OF 2008 (THE ACT)FOR THE GRANTING OF FINANCIAL ASSISTANCE Notice is hereby given, as required in terms of section 45(5)(a) of the Act that the Board of directors(the Board) of the company at a meeting held on 7 March 2014, authorised the company to provide financial assistance to any 1 (one) or more related or inter-related companies or corporations of the company and/or to any 1 (one) or more juristic persons who are members of, or are related to, any such related or inter-related company or corporation in terms of section 45 of the Act, pursuant to the authority granted to the Board by shareholders at the annual general meeting of the company, held on 17 September 2013. The aggregate financial exposure of the company in respect of any financial assistance in terms of this resolution shall not exceed R50 million. In terms of section 45(3)(b) of the Act, the Board is satisfied that: - immediately after providing financial assistance, the company would satisfy the solvency and liquidity test as set out in section 4 of the Act; and - the terms under which the financial assistance is proposed to be given under the resolution are fair and reasonable to the company. For more details contact: Anelia Schutte-Bouwer Company Secretary +27 (0) 11 317 1700 (office) 19 March 2014 Sponsor: Nedbank Capital Date: 19/03/2014 12:24:00 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.