Notice Under Section 45 Of The Companies Act 2008 PALABORA MINING COMPANY LIMITED (Incorporated in the Republic of South Africa) Registration number – 1956/002134/06 JSE Code: PAM ISIN: ZAE000005245 ("Palabora" or "the Company") NOTICE UNDER SECTION 45 OF THE COMPANIES ACT 2008 Palabora shareholders (“Shareholders”) are advised that on Thursday, 28 November 2013 the board of directors of Palabora (“Board”) and Palabora Copper (Pty) Ltd (Palabora Copper) approved to progress the Lift II project from prefeasibility to feasibility study. The feasibility will be conducted from 1 January 2014 to May 2014. Palabora Copper has been producing copper in South Africa for over half a century, initially as a large open cast operation and thereafter successfully transitioned to an underground block cave operation in 2002. This proved to be a good investment both technically and financially, over the course of the Lift I Life of Mine. The current underground block cave operation was developed with a plan to deplete the Lift I reserve by 2020. The closure of Lift I has been brought forward by five years to December 2015 as a direct result of the dilution from the North wall failure. Comprehensive geological, mine and financial study has demonstrated that Copper production at Palabora Copper can be extended on an economically rational basis beyond this date with the construction of a second lift underground block cave operation. The Board is comfortable that the high standard of engineering during the prefeasibility study fulfils the required benchmark standards for large mining projects. The feasibility work needs to meet Engineering, Construction, Bank Lender profitability and Funding Option standards otherwise referred to as a “Bankable Feasibility.” An investment of R55 million will be made available for the feasibility study. During this project stage, Palabora Copper will expend an additional R652 million on early works infrastructure and the on-going development of the twin decline ramps. The on-going development of the declines and dependent infrastructure is an essential activity to maintain Lift II as an on-going option. The total investment during the feasibility stage will be R707 million. Pursuant to the feasibility study, the Company was requested to provide financial assistance to Palabora Copper to the value of R350 million in connection with the shareholders agreement between Palabora and Palabora Copper. Accordingly, shareholders are hereby advised in accordance with section 45(5) of the Companies Act, that a resolution of the board in terms of sections 45(2) and 45(3) of the Companies Act, was adopted on 28 November 2013, whereby the Company is authorised to provide the financial assistance contemplated above. Phalaborwa 3 December 2013 Sponsor One Capital Date: 03/12/2013 02:45:00 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.