Detailed cautionary announcement RAND MERCHANT INVESTMENT HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 2010/005770/06) ISIN: ZAE000210688 JSE ordinary share code: RMI ("RMI" or “the Company”) DETAILED CAUTIONARY ANNOUNCEMENT 1. Introduction Shareholders are advised that RMI has entered into exclusive negotiations with its 84% subsidiary, OUTsurance Holdings Limited (“OUTsurance”), regarding the potential disposal by RMI of a 49% interest in Main Street 1353 Proprietary Limited (“Main Street 1353”), to OUTsurance (“the Proposed Transaction”). Main Street 1353, a wholly-owned subsidiary of RMI, holds a 29.9% interest in Hastings Group Holdings plc (“Hastings”), which 29.9% interest was acquired with effect from 1 March 2017 and per the announcement released on the Stock Exchange News Service on 21 February 2017. Rationale for the Proposed Transaction The Proposed Transaction is consistent with RMI’s previously articulated strategy. This strategy includes playing an active role to optimise, diversify and modernise its investment portfolio through investments across a broad spectrum of scale and lifecycles of financial services businesses. The Proposed Transaction creates enhanced alignment between RMI and OUTsurance through co-operation and potential synergies that may be realised between Hastings and OUTsurance. Albeit in different markets, OUTsurance and Hastings employ similar business models, specifically in relation to dynamic and analytical approaches to risk underwriting and the use of modern direct distribution channels. OUTsurance and Hastings have identified areas of potential collaboration that may include the sharing of best practices and learnings between the businesses, as appropriate. 2. Cautionary announcement The Proposed Transaction remains subject, inter alia, to the necessary terms being agreed, including key terms pertaining to pricing, and to the requisite regulatory approvals being in place. Shareholders are therefore advised to exercise caution when dealing in the Company’s securities until a further announcement is made. Sandton 13 March 2017 Merchant Bank and Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Legal Adviser Allen & Overy LLP Date: 13/03/2017 08:05:00 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.