Changes to the Directorate and Board Committees Wilson Bayly Holmes - Ovcon Ltd (Incorporated in the Republic of South Africa) (Registration number 1982/011014/06) Share code: WBO ISIN: ZAE000009932 Changes to the Directorate and Board Committees Resignation and Retirement In compliance with the Listings Requirements of the JSE Limited, shareholders are advised of the resignation of Ms Gando Matyumza effective 24th November 2017 as Independent Non-executive Director and Lead Independent Director. Mr Ross Gardiner will be appointed as Lead Independent Director effective 24th November 2017. Ms Matyumza served as an Independent Non-executive Director for eight (8) years and also held the positions as Chairpersons of the Audit Committee and Nomination Committee, and in addition was a member of the Social and Ethics Committee. Mr James Ngobeni is retiring at the AGM on Wednesday, 22nd November 2017 and will not be available for re-election to the board. He served as an Independent Non- executive Director of the board for 11 years. The Chairman of the Board, Mr Mike Wylie, expressed the Boards appreciation, gratitude and heartfelt thanks to Ms Matyumza and Mr Ngobeni for their valued contribution and guidance. Appointments Messrs Hatla Ntene, Cobus Bester and Ms Karen Forbay will join the board with effect from 1 November 2017 as Independent Non-executive Directors. Hatla Ntene B.Sc (Surv), Dip.Con. Econ, Dip.Civ.Eng, PROS,PMAQS Hatla is a Professional Registered Quantity Surveyor. He was a director and partner of the well known quantity surveying firm, Farrow Laing Ntene. He has served as an executive and non-executive director of property related companies both in RSA and internationally. His experience in the Construction industry spans over 30 years . Cobus Bester B Comm. (ACC) Hons , CA ( SA) Cobus started his career in the construction industry as a Financial Manager at Basil Read and retired as the Chief Financial Officer of Murray & Roberts in April 2017. He held several Executive Director positions at Concor Holdings and Murray and Roberts Limited. His experience in the Construction industry spans over 30 years. Karen Forbay B Com , B com ( Economics & Finance ) Hons, B Com (Accounting ) Hons, Hdip ( Tax), Post Grad Dipl (Leadership). Karen held a variety of senior positions at Transnet, in Treasury, Finance, Marketing and Capital Projects. Her experience spans across many disciplines and she currently consults on property and financial matters. The Board is delighted in welcoming them, as they bring a broad range of experience and knowledge and looks forward to their contribution. Board Committees The changes to the Committees take into account the unique skills, experience of each newly appointed director, and aligns the Board with the recommendations of the King IV Code on Corporate Governance. Following implementation of the abovementioned directors to the Board , the Committees will be constituted as follows : AUDIT COMMITTEE REMUNERATION COMMITTEE Cobus Bester ( Chairman) Savannah Maziya ( Chairperson) Karen Forbay Ross Gardiner Ross Gardiner Hatla Ntene Savannah Maziya SOCIAL AND ETHICS COMMITTEE RISK COMMITTEE Hatla Ntene ( Chairman) Ross Gardiner ( Chairman ) Ross Gardiner Cobus Bester Karen Forbay Karen Forbay Savannah Maziya NOMINATIONS COMMITTEE Mike Wylie Cobus Bester Karen Forbay Ross Gardiner Savannah Maziya Hatla Ntene Johannesburg 1 November 2017 Sponsor Investec Bank Limited Date: 01/11/2017 05:10:00 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.