No change statement and notice of the annual general meeting RAND MERCHANT INSURANCE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000153102 JSE ordinary share code: RMI (“RMI” or “the company”) NO CHANGE STATEMENT AND NOTICE OF THE ANNUAL GENERAL MEETING 1. No change statement With regard to the audited results for the year ended 30 June 2015, shareholders are advised that the annual integrated report is scheduled to be distributed to shareholders today, 23 October 2015 and contains no modifications to the audited results which were published on the Stock Exchange News Service (“SENS”) on 11 September 2015. 2. Notice of the annual general meeting Notice is hereby given that the fifth annual general meeting of shareholders will be held in the boardroom, 3rd floor, 2 Merchant Place, corner Fredman Drive and Rivonia Road, Sandton on Friday, 20 November 2015 at 11:00 to transact the business as stated in the notice of annual general meeting forming part of the annual integrated report. 2.1 Salient dates 2015 Record date to determine which shareholders are entitled to receive the notice of Friday, 16 October annual general meeting Last day to trade in order to be eligible Friday, 6 November to attend and vote at the annual general meeting Record date to determine which shareholders are entitled to attend and vote at the Friday, 13 November annual general meeting Forms of proxy for the annual general Wednesday, 18 November meeting to be lodged by 11:00 on* *any proxies not lodged by this time must be handed to the chairman of the annual general meeting immediately prior to the annual general meeting. 2.2 Change of the company’s name It is proposed as special resolution number 4 of the notice of annual general meeting that RMI’s name be changed from “Rand Merchant Insurance Holdings Limited” to “Rand Merchant Investment Holdings Limited”. The new name better reflects RMI’s updated investment strategy. Expected salient dates in respect of the change of the company’s name Results of annual general meeting released on SENS Monday, 23 November 2015 Finalisation date and announcement confirming that the name change has become effective released on SENS Friday, 15 January 2016 Last day to trade under the old name “Rand Merchant Insurance Holdings Limited” Friday, 22 January 2016 Trade under the new name “Rand Merchant Investment Holdings Limited” under the JSE share code “RMI” and new ISIN code ZAE000210688 from commencement of trading on Monday, 25 January 2016 Record date in respect of the name change Friday, 29 January 2016 New share certificates reflecting the change of name posted by registered post to certificated shareholders who have surrendered their documents of title on or before 12:00 on the record date or within five business days of surrender thereof if received after 12:00 on the record date on Monday, 1 February 2016 Dematerialised shareholders’ accounts updated with the name change by their CSDP/broker on Monday, 1 February 2016 2.3 Creation of an additional class of authorised shares It is proposed as special resolution number 5 of the notice of annual general meeting to create an additional class of 100 million unlisted, redeemable no par value preference shares to implement and give effect to the company’s proposed R15 billion Domestic Medium-Term Note and Preference Share Programme. 2.4 Adoption of a revised Memorandum of Incorporation (“MOI”) It is proposed as special resolution number 6 of the notice of annual general meeting to adopt a revised MOI to give effect to the change of the company’s name (special resolution number 4) and the creation of an additional class of authorised shares (special resolution number 5). Sandton 23 October 2015 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 23/10/2015 02:48:00 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.