MERAFE RESOURCES LIMITED - Dealings in Securities by Directors and Company Secretary of Merafe

Dealings in Securities by Directors and Company Secretary of Merafe

MERAFE RESOURCES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1987/003452/06
Share Code: MRF
ISIN: ZAE000060000
(“Merafe”)

DEALINGS IN SECURITIES BY DIRECTORS AND COMPANY SECRETARY OF MERAFE

In compliance with paragraphs 3.63 – 3.66 of the Listings Requirements of the
JSE Limited the following information is provided:

Vesting of shares in terms of the Share Incentive Scheme
In terms of the Merafe Share Incentive Scheme (“Scheme”) the following grant
shares vest on 01 April 2014 and the company has the right, at its election,
either to issue new shares or settle in cash. The company has opted to settle
the respective grant shares in cash.

Name of director:                         Zanele Matlala
Transaction date:                         01 April 2014
Nature of transaction:                    Vesting of shares in terms of the
                                          Scheme
Number of shares vested:                  104,738
Issued price per share:                   Nil
Strike price per share                    R1.0680
Total value of shares vesting:            R111,860
Total settlement value:                   R111,860
Type of trade:                            Off market
Class of security:                        Ordinary shares
Extent of director's
interest in the transaction:              Direct beneficial


Name of director:                         Bruce McBride
Transaction date:                         01 April 2014
Nature of transaction:                    Vesting of shares in terms of the
                                          Scheme
Number of shares vested:                  90,788
Issued price per share:                   Nil
Strike price per share                    R1.0680
Total value of shares vesting:            R96,961
Total settlement value:                   R96,961
Type of trade:                            Off market
Class of security:                        Ordinary shares
Extent of director's
interest in the transaction:              Direct beneficial


Name of company secretary:                Amritha Mahendranath
Transaction date:                         01 April 2014
Nature of transaction:                    Vesting of shares in terms of the
                                          Scheme
Number of shares vested:                  29,718
Issued price per share:                   Nil
Strike price per share:                   R1.0680
Total value of shares vesting:            R31,739
Total settlement value:                   R31,739
Type of trade:                            Off market
Class of security:                        Ordinary shares
Extent of company secretary’s
interest in the transaction:              Direct beneficial


Annual grant of Restricted Shares
In terms of the Scheme approved by shareholders on 13 April 2010, Merafe has
issued the annual grant of Restricted Shares to the executive directors and the
company secretary.

These Restricted Shares are Merafe’ ordinary shares that are issued at no cost
to eligible employees at the volume weighted average price of 104 cents per
ordinary share for the 30 days preceding 1 April 2014 and were accepted on 1
April 2014.

These Restricted Shares are held on a direct beneficial basis.

Name                                    Number of Restricted     Value
                                        Shares granted

DS Chocho (Chief Financial Officer)        998,616               R1,038,560
ZJ Matlala (Chief Executive Officer)     1,880,256               R1,955,466
B McBride (Commercial Director)          1,221,423               R1,270,280
A Mahendranath (Company secretary)         248,804               R 258,756

These shares shall vest in three tranches, one third on 1 April 2017, one third
on 1 April 2018 and one third on 1 April 2019 and are subject to performance-
based vesting criteria.

Authority to transact has been obtained and the transactions set out above were
done off-market.

Sandton
03 April 2014

Sponsor:
Merrill Lynch South Africa Proprietary Limited

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