NVEST FINANCIAL HOLDINGS LIMITED - Section 45(5) notice

Section 45(5) notice

NVEST FINANCIAL HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2008/015990/06)
(“NVest” or “the Company”)
ISIN Code: ZAE000199865     JSE Code: NVE


SECTION 45(5) NOTICE IN TERMS OF THE COMPANIES ACT, 71 OF 2008 ("COMPANIES ACT")


Notice is hereby given in accordance with section 45(5) of the Companies Act that pursuant to the
authority granted to the board of directors of NVest ("the Board") by the Shareholders at the annual
general meeting held on 21 August 2017, the Board has adopted resolutions to provide financial
assistance to related and/or inter-related entities as contemplated in section 45(2) of the
Companies Act.

The resolutions passed by the Board authorises the Company to provide financial assistance to its
subsidiaries and inter-related entities, as envisaged in terms of section 45 of the Companies Act
("the Financial Assistance").

The Board prior to authorising the Financial Assistance, considered and satisfied itself, in terms of
section 45 of the Companies Act, that:

-   Immediately after providing the Financial Assistance, the Company would satisfy the solvency
    and liquidity test as contemplated in section 4 of the Companies Act;
-   The terms of the Financial Assistance are fair and reasonable in relation to the Company; and
-   There has been due compliance with the Company’s memorandum of incorporation and with
    the Companies Act.


East London
25 August 2017

Designated Advisor
Arbor Capital Sponsors Proprietary Limited

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