Notice in terms of Section 45(5) of the Companies Act, 71 of 2008, as amended ("the Act") City Lodge Hotels Limited "City Lodge" or “the Company” (Reg. No. 1986/002864/06) (Incorporated in the Republic of South Africa) Share Code: CLH ISIN Code: ZAE000117792 NOTICE IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT, 71 OF 2008, AS AMENDED (“THE ACT”) Shareholders are referred to Special Resolution 2 relating to the provision of direct or indirect financial assistance in terms of section 45(5) of the Act to related and inter- related companies, which was approved at the annual general meeting on 9 November 2017. Further to the above, shareholders are notified, in terms of section 45(5) of the Act, that the Board passed a resolution on 7 August 2018 in terms of which the Company will grant financial assistance, under the R1,140 billion loan facility, to City Lodge Hotels (Africa) Pty Ltd, an inter-related company of City Lodge, in the amount of R300 million for purposes of achieving the Company’s expansion initiatives. The financial assistance, as detailed above, exceeds one- tenth of 1% of the Company’s net worth as at the date of the board resolution. The Board is satisfied that: i. immediately after providing such financial assistance, the Company would have satisfied the solvency and liquidity test as provided for in section 4 of the Act; and ii. the terms under which such financial assistance would be given are fair and reasonable to the Company; and that any conditions or restrictions relating to the granting of such financial assistance contained in the Company’s memorandum of incorporation have been satisfied. Bryanston 29 August 2018 Sponsor Nedbank Corporate & Investment Banking Date: 29/08/2018 05:18:00 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.