NEDBANK GROUP LIMITED - Change to board of directors

Change to board of directors

NEDBANK GROUP LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1966/010630/06
JSE share code: NED
NSX share code: NBK
ISIN: ZAE000004875
(“Nedbank Group” or “the Group”)

NEDBANK LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1951/000009/06
JSE share code: NBKP
ISIN: ZAE000043667
(“Nedbank”)

NEDBANK GROUP AND NEDBANK LIMITED – CHANGE TO BOARD OF DIRECTORS

In accordance with the Nedbank Group board succession plan, the boards of Nedbank
Group and Nedbank (“the Companies”) are pleased to announce the appointments of Ms
Neo Dongwana and Ms Linda Manzini as independent non-executive directors of the
Companies with effect from 1 June 2017.

Linda Manzini, the founder of Lima Business Solutions (Pty) Limited, was previously Director
and Head of Investment Banking Coverage (SA) at Standard Bank where she was
responsible for business development and origination across a portfolio of sectors, which
included Oil & Gas, Power, Infrastructure & Renewables, Mining & Metals and
Telecommunications. Prior to that Linda was Managing Director of Diners Club. Linda left
the corporate world to become a career and business coach, providing professionals and
entrepreneurs with skills, insights and tools to enrich their careers and businesses. Linda will
join the Nedbank Group Transformation, Social and Ethics Committee, Group Credit
Committee and the Large-exposure Approval Committee.

Neo Dongwana spent her earlier career as an Equities Analyst before joining Deloitte, where
she held the position of Audit Partner for 9 years. She was the first black female partner in
the Cape Town office and the second black female partner in the South African practice.
Neo serves on a number of boards, including Barloworld limited, AVI limited and Mpact
Limited. She is also a Trustee of the Women’s Development Bank and has represented
South Africa on the Southern African Development Community’s audit committee and serves
as a member of the Financial Services Board Appeal Board. Neo will be appointed as a
member of the Nedbank Group Remuneration Committee and Group Audit Committee.

Mr Vassi Naidoo, Nedbank Group Chairman, extended a warm welcome to both Ms
Dongwana and Ms Manzini and said that their appointments would bring a wealth of
experience and expertise to the Boards and the relevant board committees. He noted that,
given the resignations of Messrs Adomakoh and Boardman as independent non-executive
directors following the AGM on 18 May 2017 (as previously announced), the Nedbank Group
and Nedbank Boards of 17 members will continue to comprise 59% independent non-
executive directors on 1 June 2017, and that performance against Nedbank Group’s Board
diversity targets will be substantially improved following these appointments on 1 June 2017.

Nedbank Group’s Board diversity targets and achievements against these at 1 June 2017 will
be as follows:

Category                                           Target     Current     Achievement      Outcome
                                                            achievement   at 1 June 2017
Voting rights of black boardmembers as a            50%       52.9%           64.7%        Exceeded
percentage of voting rights of all boardmembers
Voting rights of black women boardmembers as a      25%       17.7%           29.4%        Exceeded
percentage of voting rights of all boardmembers
Black independent non-executive boardmembers as     40%       60.0%           80.0%        Exceeded
a percentage of all independent non-executive
boardmembers
Black executive members of the board as a           50%       66.7%           66.7%        Exceeded
percentage of all executive members of the board
Black women executive members of the board as a     25%       33.3%           33.3%        Exceeded
percentage of all executive members of the board


Sandton
4 May 2017

Sponsors to Nedbank Group in South Africa:
Merrill Lynch South Africa (Pty) Limited
Nedbank CIB

Sponsor to Nedbank Group in Namibia:
Old Mutual Investment Services (Namibia) (Pty) Ltd

Sponsors to Nedbank Limited:
Investec Bank Limited
Nedbank CIB

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