RBPlat Employee Incentive Scheme Awards Royal Bafokeng Platinum Limited (Incorporated in South Africa) Registration number 2008/015696/06 Share code: RBP ISIN: ZAE000149936 ("RBPlat" or "the Company") RBPLAT EMPLOYEE INCENTIVE SCHEME AWARDS Shareholders are advised that upon recommendation of the Remuneration and Nominations Committee, the Board has reconsidered the senior employee retention structures and its related risks to the Company, especially with regard to the business requirements and crucial ramp up of the Styldrift I expansion project during the next few years. Given the prevailing adverse market conditions during the past number of years, the current long term incentives are ineffectual. In light of the above, the Board approved retention incentive awards (“Retention Incentives”) in the form of cash (36%) and performance linked forfeitable share based incentives (64%)(“FSP Retention Shares”) over the five year period from 2017 to 2021. The first two years will be cash settled and the remaining three years, 2019, 2020 and 2021 will be settled in FSP Retention Shares, in equal tranches. The FSP Retention Shares will be allotted in three tranches of 1 398 715 shares in 2016, 2017 and 2018. These shares will vest subject to performance linked targets being met in 2019, 2020 and 2021, respectively. In addition, 69 019 Bonus Share Plan (BSP) and 642 357 Forfeitable Share Plan (FSP) awards are to be made in terms of the annual BSP and FSP scheme awards for 2016. The BSP shares will vest on the third anniversary of the allocation date whilst the FSP shares will vest on the third, fourth and fifth anniversary of the award date at 33.33% respectively. Shareholders are therefore advised that in terms of the abovementioned awards, 2 110 091 ordinary shares have been awarded to eligible employees in 2016. All scheme shares are to be held by the Company’s escrow agent on behalf of employees until the relevant date of maturity of such shares which shall vest in terms of the scheme rules. All the awards were approved by the Board on 23 May 2016 and are issued at an effective date of 1 April 2016. The following executive directors, directors of a major subsidiary and the company secretary, will receive awards as follows: SD Phiri (Chief Executive Officer) 162 435 shares in respect of the annual FSP award 183 119 shares in respect of the first tranche of FSP Retention Shares awarded in 2016 Total deemed award value for 2016: R13 404 039.66* (a further two FSP Retention Share tranches of 183 119 each to be awarded in 2017 and 2018) MJL Prinsloo (Chief Financial Officer) 113 750 shares in respect of the annual FSP award 128 235 shares in respect of the first tranche of FSP Retention Shares awarded in 2016 Total deemed award value for 2016: R9 386 598.15* (a further two FSP Retention Share tranches of 128 235 each to be awarded in 2017 and 2018) NA Carr (Director of Major Subsidiary) 85 000 shares in respect of the annual FSP award 103 809 shares in respect of the first tranche of FSP Retention Shares awarded in 2016 Total deemed award value for 2016: R7 323 901.11* (a further two FSP Retention Share tranches of 103 809 each to be awarded in 2017 and 2018) KV Tlhabanelo (Director of Major Subsidiary) 50 551 shares in respect of the annual FSP award 43 303 shares in respect of the first tranche of FSP Retention Shares awarded in 2016 Total deemed award value for 2016: R3 640 596.66* (a further two FSP Retention Share tranches of 95 605 each to be awarded in 2017 and 2018) LC Jooste (Company Secretary) 28 145 shares in respect of the first tranche of FSP Retention Shares awarded in 2016 Total deemed award value for 2016: R1 091 744.55* (a further two FSP Retention Share tranches of 28 145 each to be awarded in 2017 and 2018) *The deemed value is determined using the current 30 day VWAP of R38,79. No BSP scheme shares have been awarded to the above officers of the Company as no bonus payments were made in respect of the 2015 financial year. The nature and extent of interests in the above transactions are direct beneficial (once vested). All the aforementioned trades were done off market and clearance to trade has been given in terms of the JSE Listings Requirements. Johannesburg 24 May 2016 JSE Sponsor Merrill Lynch South Africa (Pty) Limited For further enquiries, please contact: Lester Jooste Company Secretary Tel: +27 (0)10 590 4519 Email: lester@bafokengplatinum.co.za Date: 24/05/2016 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. 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