NEDBANK GROUP LIMITED - Nedbank Group Limited and Nedbank Limited-Changes to the boards of directors in respect of lead independent director

Nedbank Group Limited and Nedbank Limited-Changes to the boards of directors in respect of lead independent director

NEDBANK GROUP LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1966/010630/06
JSE share code: NED
NSX share code: NBK
ISIN: ZAE000004875
(‘Nedbank Group’ or ‘the Group’)

NEDBANK LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1951/000009/06
JSE share code: NBKP
ISIN: ZAE000043667
(‘Nedbank’)

NEDBANK GROUP LIMITED AND NEDBANK LIMITED – CHANGES TO THE BOARDS
OF DIRECTORS IN RESPECT OF LEAD INDEPENDENT DIRECTOR

The Boards of Nedbank Group and Nedbank (‘the Companies’) announce the retirement of
Malcolm Wyman, the Lead Independent Director of the Companies, with effect from the close
of Nedbank Group’s Annual General Meeting on Friday, 10 May 2019.

Malcolm joined the Boards in August 2009 and was appointed as the Lead Independent
Director in May 2011. Malcolm reached retirement age as a non-executive director in August
2016, but in his role as Lead Independent Director and Chairman of the Nedbank Group
Related-party Transactions Committee he was requested by the Boards to remain a director
and oversee the completion of Old Mutual plc’s Managed Separation (‘MS’) strategy. With
the successful completion of the MS process, and having served on the Boards for nine
years in August 2018, Malcolm will retire on 10 May 2019.

Vassi Naidoo, Chairman of the Nedbank Group, expressed his deepest gratitude to Malcolm
for the considerable experience he has brought to bear on the Boards, not only as Lead
Independent Director but also as the Chairman of the Group Directors’ Affairs Committee
and previous Chairman of the Group Audit Committee. His wise counsel to the Chairman,
and deep insights into the business of banking, will be missed.

Mpho Makwana will assume the role of Lead Independent Director of the Companies on
Malcolm’s retirement.
Mpho Makwana is a distinguished business leader who joined the Nedbank boards in
November 2011. He is an independent director of eNX Group Limited and the Chairman of
ArcelorMittal SA Limited. His vast experience spans various industries including
pharmaceuticals, energy, mining and banking. He is the past Chairman of Eskom Holdings,
where he led the team that ‘kept the lights on’ during the 2010 FIFA World Cup. He also
serves in various non-profit initiatives, among these as a trustee on the board of the Nelson
Mandela Children's Fund.

Mpho is the Chairman of the Nedbank Group Transformation, Social and Ethics Committee
and was the Chairman of the Remuneration Committee until 2018. He is also a member of
the Group IT Committee, Group Remuneration Committee, Group Directors’ Affairs
Committee (‘DAC’), Group Related-Party Transactions Committee (‘GRPTC’), and Group
Risk and Capital Management Committee. Mpho will also assume the roles of Chairman of
the DAC and GRPTC on 10 May 2019.

The Boards congratulate Mr Makwana on this appointment and look forward to his guidance
in ensuring the Boards effectively discharge their governance roles and responsibilities.


Sandton
1 March 2019

Sponsors to Nedbank Group in South Africa:
Merrill Lynch South Africa (Pty) Limited
Nedbank CIB

Sponsor to Nedbank Group in Namibia:
Old Mutual Investment Services (Namibia) (Pty) Ltd
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