Allocation and acceptance of share appreciation rights (“SARs”) by executive directors and other executives CLOVER INDUSTRIES LIMITED (Incorporated in the Republic of South Africa) (Registration number 2003/030429/06) Ordinary Share code: CLR NSX Ordinary Share code: CLN ISIN: ZAE000152377 ("Clover Industries" or "the Company") ALLOCATION AND ACCEPTANCE OF SHARE APPRECIATION RIGHTS (“SARs”) BY EXECUTIVE DIRECTORS AND OTHER EXECUTIVES In accordance with the approved Restated Clover Share Appreciation Rights Plan (2010), the following annual (top-up) SARs were allocated on 30 June 2017(“Allocation Date”) to, and accepted by executive directors and other executives of the Company on 30 June 2017 at an allocation price of R16.75 per SAR, which is based on the volume weighted average price of an ordinary share on the JSE over the seven trading days immediately prior to the Allocation Date (being 30 June 2017). EXECUTIVE DIRECTORS Mr JH Vorster Total number of SARs allocated and accepted: 1 087 427 Allocation Price: R 16-75 Allocation Date: 30 June 2017 Deemed value of transaction: R18 214 402-20 Mr ER Bosch Total number of SARs allocated and accepted: 426 302 Allocation Price: R 16-75 Allocation Date: 30 June 2017 Deemed value of transaction: R7 140 558-50 OTHER EXECUTIVES Mr JHF Botes Total number of SARs allocated and accepted: 417 645 Allocation Price: R 16-75 Allocation Date: 30 June 2017 Deemed value of transaction: R6 995 553-75 Mr H Lubbe Total number of SARs allocated and accepted: 413 886 Allocation Price: R 16-75 Allocation Date: 30 June 2017 Deemed value of transaction: R6 932 590-50 Mr MM Palmeiro Total number of SARs allocated and accepted: 423 249 Allocation Price: R 16-75 Allocation Date: 30 June 2017 Deemed value of transaction: R7 089 420-75 Mr J van Heerden Total number of SARs allocated and accepted: 340 330 Allocation Price: R 16-75 Allocation Date: 30 June 2017 Deemed value of transaction: R5 700 527-50 All of the SARs allocated may be exercised on or after the third anniversary of the Allocation Date. The SARs will only vest on the date referred to above if the applicable performance criteria as determined by the Group Remuneration Committee (“Remco”) have been met. All SARs which have vested must be exercised by the Executive on or before the fifth anniversary of the Allocation Date relating to such allocation of SARs. In respect of each SAR exercised, the Executive Director and/or other Executive will be entitled to be settled, with such number of ordinary shares as could be acquired on the JSE at the fair market value (being the volume weighted average price of an ordinary share on the JSE over the seven trading days immediately prior to the exercise date) on date of exercise of the SAR (“Fair Market Value”) using a cash amount equal to A where A is calculated in accordance with the following formula - A = (B – C) where - A = the Due Amount; B = the Fair Market Value of an ordinary share on the date on which such SAR is exercised; C = the Allocation Price of such SAR, provided that the Due Amount shall never be less than Rnil; provided further that Remco may, instead of settling an Executive Director and/or Executive as aforesaid, determine that he shall be paid a cash amount equal to A in the aforegoing formula. Approval for the individual allocations has been given and the individual allocations have been duly accepted, all interests are directly beneficial and all transactions occurred off the market. Johannesburg 3 July 2017 Sponsor RAND MERCHANT BANK (a division of FirstRand Bank Limited) NSX Sponsor IJG Securities Date: 03/07/2017 12:00:00 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.