Notice of General Meeting ADvTECH Limited (Incorporated in the Republic of South Africa) (Registration number 1990/001119/06) Share code: ADH ISIN: ZAE000031035 ("the Company" or “ADvTECH”) FURTHER ANNOUNCEMENT IN RELATION TO THE ACQUISITION BY ADvTECH OF 100% OF THE MARAVEST GROUP COMPRISING MARAVEST, MARAMEDIA, SHETLAND INVESTMENTS, FUTURE INDEFINITE INVESTMENTS 82 AND THEIR SUBSIDIARIES (“the Acquisition”) AND NOTICE OF GENERAL MEETING 1. Introduction As previously announced, the Board of Directors of ADvTECH has advised that it has concluded comprehensive agreements for the acquisition of the Maravest Group (“the Transaction”). In terms of the agreements, ADvTECH will acquire 100% of the shares in and claims on loan account against Maravest (Pty) Ltd, Maramedia (Pty) Ltd, Shetland Investments (Pty) Ltd and Future Indefinite Investments 82 (Pty) Ltd and their subsidiaries (“the Maravest Group”). Further to the announcement on 26 November 2014 where it was advised that the transaction would require shareholder approval of a specific issue of shares for cash, it has now been determined that the transaction is constituted purely as an acquisition and no significant cash component will be required to be paid by ADvTECH. The purchase consideration will be settled through the issue of ADvTECH shares to Kyocraft (Pty) Ltd and the issue of ADvTECH vendor shares to Maravest. Maravest will then settle its obligation to Corvest 7 (Pty) Ltd (“Corvest”) through a share placement with Arbor Capital, in terms of the signed agreement. The aggregate consideration payable for the Acquisition of the Maravest Group is R450 000 000 plus R18 000 000 dependent upon the performance of Maramedia in the year ended 31 December 2015, the aggregate number of shares to be issued in terms of the consideration payable is 58 354 115 ADvTECH ordinary shares issued at R8.02 being the 30 day VWAP at the date of agreement. The Acquisition is classified as a Category 2 transaction in terms of the Listings Requirements of the JSE Limited (“Listings Requirements”) and thus shareholder approval is not required in order to implement the acquisition in terms of the Listing Requirements. The Company however only has the requisite approvals to issue up to 3 935 878 shares via the general authority obtained from shareholders at the General Meeting held on 27 May 2014. ADvTECH is therefore required to convene a General Meeting of its Shareholders in order to obtain Shareholders approval to place a further 54 418 237 authorised but unissued ADvTECH Shares under the control of the Directors in order to implement the Acquisition. 2. Circular ADvTECH shareholders are hereby advised that a circular containing, inter alia, details of the Transaction, and a form of proxy (“Circular”) is being posted to ADvTECH shareholders on Friday 27 March 2015 and will be available today on the ADvTECH website at www.advtech.co.za. ADvTECH Shareholders are advised to review the Circular for the terms of the Transaction. 3. NOTICE OF GENERAL MEETING Notice is hereby given that a General Meeting of Shareholders will be held at will be held at 10:00am on Wednesday, 29 April 2015 at ADvTECH House Inanda Greens Office Park 54 Wierda Road West Sandton, Johannesburg (“General Meeting”) for the purpose of considering and, if deemed fit, passing with or without modification, the resolutions set out in the notice of General Meeting included in the Circular. 4. IMPORTANT DATES AND TIMES 2015 Record date to be entitled to receive the Circular incorporating the Friday, 20 March notice convening the General Meeting Circular and notice of General Meeting posted to ADvTECH Friday, 27 March shareholders Last day to trade ADvTECH Shares on the JSE in order to be eligible to Friday, 10 April vote at the General Meeting Record date to be entitled to participate in and vote at the General Friday, 17 April Meeting Last date for receipt of the forms of proxy for the General Meeting by Friday, 24 April 10:00am General Meeting to be held at 10:00am Wednesday 29 April Results of the General Meeting released on SENS Wednesday, 29 April Expected date of listing on the JSE of the new ADvTECH Shares issued Monday, 4 May to settle the purchase consideration All dates and times are subject to change. Any change will be released on SENS and published in the press. Sandton 26 March 2015 Sponsor and Financial Advisors Financial Advisor to Maravest Group and the to ADvTECH Vendors Bridge Capital Advisors Arbor Capital Attorney to ADvTECH Legal Advisor to Maravest Group Cliffe Dekker Hofmeyr Inc Werksmans Attorneys Independent expert Financial Advisors to Kyocraft (Pty) Ltd Grant Thornton Advisory Services (Pty) Ltd Freedom Capital Date: 26/03/2015 02:39:00 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.