No change statement and information relating to annual financial statements NVEST FINANCIAL HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (“NVest” or “the Company”) ISIN Code: ZAE000199865 JSE Code: NVE NO CHANGE STATEMENT AND INFORMATION RELATING TO THE ANNUAL FINANCIAL STATEMENTS FOR THE YEAR ENDED 28 FEBRUARY 2015 AND THE ANNUAL GENERAL MEETING HELD ON 25 MAY 2015, PRIOR TO LISTING ON THE ALTERNATIVE EXCHANGE OF THE JSE LIMITED No change statement Shareholders are hereby advised that NVest’s audited group annual financial statements for the year ended 28 February 2015, were posted on the Company’s website on 8 August 2015. The annual financial statements were already sent to all shareholders on 25 May 2015 prior to the Company listing on the Alternative Exchange of the JSE Limited on 29 May 2015, and contain no modifications to the audited consolidated results for the year ended 28 February 2015, which were released on SENS on 29 May 2015. The annual report is also available at http://www.nvestholdings.co.za/investor-relations.htm Information on the annual general meeting Shareholders are further advised that the Company’s AGM took place on 25 May 2015, also prior to the listing, and the following resolutions were passed by the requisite majority of votes cast by shareholders: Number of ordinary shares represented at the meeting 178 879 362 Total issued number of ordinary shares 178 879 362 Percentage of ordinary shares represented at the meeting 100% For Against Abstain Resolution proposed % % % Ordinary resolution number 1: 178 879 362 - - waiver of notice 100% 0% 0% Ordinary resolution number 2: 178 879 362 - - Annual financial statements 100% 0% 0% Ordinary resolution number 3: Appointment of director - Frank 178 879 362 - - Terrence Knox 100% 0% 0% 178 879 362 Ordinary resolution number 4: 100% - - Director retirement and re-election – 0% 0% Jonathan Goldberg Ordinary resolution number 5: Re-appointment and remuneration 178 879 362 - - of auditors 100% 0% 0% Ordinary resolution number 6: Re-appointment of Audit and Risk 178 879 362 - - Committee member – Jonathan 100% 0% 0% Goldberg Ordinary resolution number 7: Re-appointment of Audit and Risk 178 879 362 - - Committee member – Siviwe 100% 0% 0% Relebohile Kwatsha Ordinary resolution number 8: Re-appointment of Audit and Risk 178 879 362 - - Committee member – John Phillip 100% 0% 0% Ross-Smith Ordinary resolution number 9: 178 879 362 - - Approval of Remuneration Policy 100% 0% 0% Ordinary resolution number 10: General authority to allot and issue 178 879 362 - - shares for cash 100% 0% 0% Ordinary resolution number 11: 178 879 362 - - approval of 4c dividend per share 100% 0% 0% Special resolution number 1: 178 879 362 - - Non-Executive Directors’ 100% 0% 0% remuneration East London 11 August 2015 Designated Advisor Arbor Capital Sponsors Proprietary Limited Date: 11/08/2015 02:00:00 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.