Acquisition by SA Fire House of all Zurich shares in terms of the scheme of arrangement and delisting of Zurich ZURICH INSURANCE COMPANY LIMITED (Incorporated in the Republic of South Africa) (Registration number 1965/0006764/06) (Share code: ZSA) (ISIN: ZAE000094496) (“Zurich”) FINALISATION ANNOUNCEMENT IN RELATION TO THE ACQUISITION BY SA FIRE HOUSE LIMITED (“SA FIRE HOUSE”) OF ALL ZURICH SHARES IN TERMS OF A SCHEME OF ARRANGEMENT AND DELISTING OF ZURICH BACKGROUND Holders of Zurich ordinary shares (“Shareholders”) are referred to the circular issued on Friday, 7 August 2015 regarding the scheme of arrangement (“Scheme”) proposed by SA Fire House between Zurich and its Shareholders (other than SA Fire House) in terms of which SA Fire House will acquire all Zurich ordinary shares (“Shares”) not already held by it from Shareholders and all the Shares will subsequently be delisted from the stock exchange operated by the JSE Limited (“Delisting”). RESULTS OF THE SCHEME MEETING Shareholders are advised that all of the resolutions considered at the general meeting convened in order to consider the Scheme (“Scheme Meeting”) were approved by the requisite majority of votes. FULFILMENT OF CONDITIONS PRECEDENT TO THE SCHEME Shareholders are advised that all conditions precedent to the Scheme have been fulfilled and, accordingly, that the Scheme is now unconditional. In terms of the Scheme, SA Fire House will acquire all Shares not already held by it from Shareholders for the scheme consideration of R240 per Share (“Scheme Consideration”), in terms of section 114, read with section 115, of the Companies Act 71 of 2008, as amended. The Delisting will take place following the completion of the Scheme and transfer of the Scheme Consideration. SALIENT DATES AND TIMES The salient dates and times applicable to the Scheme and the Delisting contained in the circular posted to Shareholders on 7 August 2015 remain as set out below: 2015 Last day to trade in Shares in order to be recorded in the Register on the Scheme Record Date (“Scheme Last Day to Trade”) Friday, 11 September Date of suspension of listing of Shares on the JSE Monday, 14 September Scheme Record Date on which Shareholders must be recorded in the Register to receive the Scheme Consideration Friday, 18 September Operative Date of the Scheme Monday, 21 September Scheme Consideration will be sent by EFT or by cheque to Certificated Shareholders who have lodged their Form of Surrender and Transfer with the Transfer Secretary on or prior to 12:00 on the Scheme Record Date on or about Monday, 21 September Dematerialised Scheme Participants expected to have their accounts with their CSDP or broker credited with the Scheme consideration on or about Monday, 21 September Termination of the listing of the Shares on the JSE at commencement of trade on Tuesday, 22 September Notes: 1. All times shown in this notice are South African local times. 2. Share certificates may not be dematerialised or rematerialised after the Scheme Last Day to Trade. 3. Certificated Shareholders whose share certificates and duly completed Forms of Surrender are received by the transfer secretaries after 12:00 on Friday, 18 September 2015 will have the Scheme Consideration sent to them by cheque or EFT within 5 business days of receipt. Johannesburg 4 September 2015 Corporate advisor and sponsor to Zurich RAND MERCHANT BANK, a division of FirstRand Bank Limited Legal Advisor to SA Fire House Norton Rose Fulbright South Africa Inc Independent Expert KPMG Services Proprietary Limited Date: 04/09/2015 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.