INVESTEC PLC - Publication of Shareholder Circular and Notice of General Meeting

Publication of Shareholder Circular and Notice of General Meeting

Investec Limited                                      Investec plc
Incorporated in the Republic of South Africa          Incorporated in England and Wales
Registration number 1925/002833/06                    Registration number 3633621
JSE share code: INL                                   LSE share code: INVP
NSX share code: IVD                                   JSE share code: INP
BSE share code: INVESTEC                              ISIN: GB00B17BBQ50
ISIN: ZAE000081949                                    (“Investec plc” and, together with Investec
(“Investec Limited”)                                   Limited, “Investec”)


              Publication of Shareholder Circular and Notice of General Meeting

As part of the dual listed company structure, Investec plc and Investec Limited notify both the
London Stock Exchange and the JSE Limited of matters which are required to be disclosed under
the Disclosure and Transparency Rules and the Listing Rules of the United Kingdom Listing
Authority (the "UKLA") and/or the JSE Listing Requirements.

Accordingly, we advise as follows:

    -   Further to the announcements made by Investec on 2 June 2016 regarding the proposed
        tender offers for certain of the Investec plc preference shares, Investec has today
        launched the tender offers (the “Tender Offers”) on the terms set out in the announcement
        it has released on or around the same time as this announcement entitled “Offer for
        purchase of preference shares issued by Investec plc”.

    -   The Tender Offers are conditional upon, amongst other things, approval of the terms of
        two conditional purchase agreements (the “Conditional Purchase Agreements”) by the
        ordinary shareholders of Investec (the “Shareholders”).

    -   Accordingly, Investec will today publish a shareholder circular including notices of general
        meeting convening general meetings of the Shareholders Investec plc and Investec
        Limited on 20 July 2016 (the “General Meetings”). Details of the shareholder circular and
        General Meetings in respect of such approval are set out below.

Shareholder Circular

A shareholder circular entitled “Proposed Preference Share Offer and Notices of General Meeting”
dated 20 June 2016 (the "Circular") has been approved by the JSE Limited in South Africa and will
be posted to Shareholders shortly. The Circular has been submitted to the UK’s Financial Conduct
Authority (whose approval is not required), and published on the Investec website
(www.investec.com). A copy of the Circular will be submitted to the National Storage Mechanism
and will shortly be available for inspection at www.hemscott.com/nsm.do

Copies of the Circular are, and will remain, available for inspection at both the registered office of
Investec Limited and Investec plc during normal business hours on any weekday (Saturdays,
Sundays and public holidays excepted) up to and including 20 July 2016 being the date of the
General Meetings called to approve the Conditional Purchase Agreements.

The Conditional Purchase Agreements will be produced at the General Meetings and made
available for inspection at both the registered office of Investec Limited and Investec plc during
normal business hours on any weekday (Saturdays, Sundays and public holidays excepted) and at
the office of Linklaters LLP, One Silk Street, London EC2Y 8HQ for not less than 15 days before
the General Meetings.

General Meetings

The Circular contains notices of the General Meetings to be convened for Shareholders to
consider and, if thought fit, to approve the terms of the Conditional Purchase Agreements.

    -   The Investec Limited general meeting will be held at 100 Grayston Drive, Sandown,
        Sandton 2196, Republic of South Africa at 12:00 (noon) (SA time) on 20 July 2016.

    -   The Investec plc general meeting will be held at 2 Gresham Street, London, EC2V 7QP,
        United Kingdom at 11.00 (UK time) on 20 July 2016.



Enquiries:

David Miller                                               Niki van Wyk

Company Secretary                                          Company Secretary

Investec plc                                               Investec Limited

+44 (0)207 597 4000                                         +27 11 286 7000



Date: 20 June 2016



South African Sponsors: Investec Bank Limited

Independent Sponsors in South Africa: JP Morgan

Date: 20/06/2016 12:24:00 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.