TRANSACTION CAPITAL LIMITED - Notice of Board Changes and Appointment of Company Secretary

Notice of Board Changes and Appointment of Company Secretary

Transaction Capital Limited
(Incorporated in the Republic of South Africa)
Registration number: 2002/031730/06
JSE share code: TCP
ISIN: ZAE000167391
(“the company”)

NOTICE OF BOARD CHANGES AND APPOINTMENT OF COMPANY SECRETARY

In accordance with paragraph 3.59 of the JSE Limited Listings Requirements, the company wishes to
inform shareholders of the below changes in non-executive director appointments and the
appointment of company secretary.

Mr David Woollam has indicated that he will not be available for re-election at the company’s
forthcoming annual general meeting to be held on 2 March 2017 (“AGM”), and will thus resign on
such date. Mr Woollam was appointed as an independent non-executive director in February 2012.
During this tenure, Mr Woollam chaired Transaction Capital’s Audit, Risk and Compliance Committee
(“ARC”) and was a valuable member of the Asset and Liability Committee (“ALCO”). The board of
directors of the company (”Board”) wishes to thank Mr Woollam for his significant contribution to the
company over the past five years, specifically in the areas of risk management, finance, compliance
and capital management, and wishes him well with his future endeavours.

In addition, Mr Dumisani Tabata has also indicated that he will not be available for re-election at the
AGM, and will thus resign on such date. Mr Tabata joined the Board as an independent non-executive
director in February 2010, and during this tenure chaired Transaction Capital’s Remuneration
Committee and was also a member of the Nominations Committee. The Board wishes to thank
Mr Tabata for his valued contribution to the company, and wishes him well with his future
endeavours.

To augment the board’s skillset, and in line with Transaction Capital’s gender diversity policy, the
company is pleased to announce that Ms Olufunke Ighodaro will be appointed as an independent non-
executive director with effect from 1 April 2017. It is intended that Ms Ighodaro be appointed as a
member of the Audit, Risk and Compliance Committee and the ALCO from such date.

Ms Ighodaro is a non-executive director of Datatec Limited, and previously held the positions of CFO
of Tiger Brands Limited, CFO of Primedia Limited and MD of the private equity arm of Kagiso Trust
Investments. Ms Ighodaro trained and qualified as a Chartered Accountant with
PricewaterhouseCoopers. She holds a BSc (Honours) from Salford University and is a Fellow of the
Institute of Chartered Accountants in England and Wales (FCA). The Board looks forward to Ms
Ighodaro’s contribution.

Following the abovementioned changes, the Board will comprise six non-executive directors (five of
whom are independent) and five executive directors. The following changes to the Board
subcommittees will become effective from 2 March 2017:

    -   Kuben Pillay will be appointed as chairman of the remuneration committee and as a member
        of the nominations committee (subject to his reappointment as a director at the forthcoming
        AGM);
    -   David Hurwitz will be appointed as the chairman of the ALCO.

Further to the above, the Board wishes to advise that Ms Theresa Palos will replace Statucor (Pty) Ltd
as Company Secretary with effect from 2 March 2017. Ms Palos is an admitted attorney and has over
20 years of legal and tax experience. Prior to joining Transaction Capital in July 2016, Ms Palos held
the position of Associate Director at KPMG in the tax and legal practice.


Dunkeld West
23 January 2017

Enquiries:
Phillipe Welthagen - Investor Relations
Telephone: +27 (0) 11 049 6700

Sponsor:
Deutsche Securities (SA) Proprietary Limited

Date: 23/01/2017 10:15:00 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.