Financial assistance in terms of Section 45(5) of the Companies Act City Lodge Hotels Limited "City Lodge" or “the Company” (Reg. No. 1986/002864/06) (Incorporated in the Republic of South Africa) Share Code: CLH ISIN Code: ZAE000117792 NOTICE IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT, 71 OF 2008, AS AMENDED (“THE ACT”) In accordance with the provisions of section 45(5) of the Act, and pursuant to the special resolution passed at the annual general meeting of the Company held on 12 November 2015 authorising the Company to provide financial assistance to related and inter-related parties, notice is hereby given that the Board has adopted a resolution authorising the Company to enter into a Loan Agreement with its wholly owned subsidiary, City Lodge Hotels (Africa) Proprietary Limited, in terms of which the Company will provide a loan facility of an amount of up to R6,000,000.00 (six million Rand) for purposes of achieving the Company’s expansion initiatives. The Board is satisfied that: i. immediately after providing such financial assistance, the Company would have satisfied the solvency and liquidity test as provided for in section 4 of the Act; and ii. the terms under which such financial assistance would be given are fair and reasonable to the Company; and that any conditions or restrictions relating to the granting of such financial assistance contained in the Company’s memorandum of incorporation have been satisfied. Bryanston 29 July 2016 Sponsor JP Morgan Equities South Africa Proprietary Limited Date: 29/07/2016 05:18:00 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.