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– will receive their preference shares in certificated form. Holders of certificated shares will only be able totrade their preference shares on the JSE through the STRATE system once they have beendematerialised.SHAREHOLDERS OUTSIDE OF RSAThe letters of allocation and the preference shares have not been and will not be registered under theSecurities Act or with any securities regulatory authority of any state or jurisdiction of the United States, and,subject to certain exceptions, may not be offered or sold in the United States. In addition, letters of allocationand the new preference shares may not be offered in Canada, Australia or the Republic of Ireland. Outsidethe United States, letters of allocation and preference shares are being offered and sold in accordance withRegulation S under the Securities Act.This circular does not constitute an offer of, or the solicitation of an offer to subscribe for or buy, anyletters of allocation or preference shares to any person in any jurisdiction to whom or in which suchoffer or solicitation is unlawful.The distribution of this circular in certain jurisdictions may be restricted by law. Persons into whosepossession this circular comes should inform themselves about and observe any such restriction. Any failureto comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. Thiscircular should not be forwarded to or transmitted in or into the United States, Canada, Australia or theRepublic of Ireland. The offer and sale of letters of allocation and preference shares and the distribution ofthis circular are subject also to the restrictions set out in paragraph 4.13.The letters of allocation and preference shares are not being offered, transferred, sold or delivered in or intothe United Kingdom by this circular or any other document, except to persons whose ordinary activitiesinvolve them in acquiring, holding, managing or disposing of investments (as principal or agent) for thepurposes of their business or otherwise in circumstances which have not resulted and will not result in anyoffer to the public in the United Kingdom within the meaning of the Public Offers of Securities Regulations1995 of the United Kingdom.It is only intended that investment professionals (within the Financial Services and Markets Act 2000(Financial Promotion Order) 2001) and any other persons who may lawfully participate in the rights offer, doso. No other person should seek to participate in the rights offer or rely on this circular. Persons distributingthis document must satisfy themselves that it is lawful to do so.Accordingly, no offer of the right to subscribe for new preference shares is being made under this circularto qualifying shareholders with registered addresses in the United Kingdom unless such person satisfies theCompany that he or she satisfies such requirements. Persons located in the United Kingdom that satisfysuch requirements will be able to exercise their rights under the rights offer provided that any such person,by subscribing for all or some of their rights and entitlements to new preference shares, will be deemed torepresent, warrant, agree and confirm that such person is:(a) a person whose ordinary activities involves acquiring, holding, managing or disposing of investments(as principal or agent) for the purpose of the person’s business or otherwise in circumstances whichhave not resulted and will not result in any offer to the public in the United Kingdom within the meaningof the Public Offers of Securities Regulations 1995 of the United Kingdom; and(b) an investment professional (within the Financial Services and Markets Act 2000 (Financial PromotionOrder) 2001) or any other person who may lawfully participate in the rights offer.Persons lawfully entitled to participate in the rights offer must contact the UK transfer secretaries in order toarrange for receipt of the form of instruction.Neither the letters of allocation nor the preference shares nor this document have been approved,disapproved or otherwise recommended by any United States federal or state securities commission or anynon-United States securities commission or regulatory authority nor have such authorities confirmed theaccuracy or determined the adequacy of this circular. Any representation to the contrary is a criminal offencein the United States.Until 40 days after the commencement of the rights offer, an offer or sale of letters of allocation or thepreference shares within the United States by a dealer (whether or not participating in the rights offer) mayviolate the registration requirements of the Securities Act.3