Overview of the JSE

1. Overview of the JSE

2. Agenda • Overview of the JSE • Do you know how your business can benefit from listing on the JSE? • What is the difference between Altx and Main Board? • Recent JSE developments

3. JSE in the Global context • Key JSE achievements: • The latest World Economic Forum (WEF) Global Competiveness Report ranks South Africa first out of 148 countries for regulation of securities exchanges for the fourth consecutive year • Ranked 4th in the world in terms of value of bonds traded on an exchange according to the World Federation of Exchanges (WFE) • One of the top 20 exchanges in the world in terms of market cap • Ranked no 1 stock exchange in Africa in Euromoney’s annual survey Best Managed Companies in Africa 2013

4. The JSE on the continent

5. SA / JSE in the global context • Member of World Federation of Exchanges • The JSE is the only Sub-Saharan African member of The World Federation of Exchanges (“WFE”), a highly esteemed global regulatory body • WFE membership is based on five criteria: • be significant within its country of origin • be regulated by a supervisory body, within a statutory framework • capital raising and risk management • public good • standards and fees • SA in a global context • The World Economic Forum’s annual World Competitiveness report showcases the world-leading position of the JSE as a financial market and South Africa as capital market destination

6. BRICS opportunities • MOU signed by participating BRICS exchanges • Resulted in a joint initiative to expose investors to the BRICS economies, through cross-listing products - BRICSmart • The Initial, 1st phase offering, now gives investors access to derivatives on Brazil’s IBOVESPA, Russia’s MICEX Index, India’s SENSEX Index, China’s Hang Seng and Hang Seng China Enterprises Indices and South Africa’s FTSE/JSE Top40 Index • Apart from cross-listing products, other opportunities will be explored to promote greater development and understanding amongst the respective markets • Companies with listings on the JSE (equity and debt) may be included in these cross listed products in future • This means they will be listed on participating BRICS exchanges in Brazil, Russia, India and China, which greatly increases their exposure to investors

7. Net purchases/sales by non-residents • Non-residents ploughed R85.4 billion (in net terms) into the domestic bond market in 2012, up from R35.7 billionin 2011 • In October 2012, 11 of South Africa’s government bonds became the first African bonds to be included in the Citi World Government Bond Index (these bonds have a combined weighting of 0.41% in the Index) • The only other emerging markets to be included in the WGBI are Malaysia, Mexico and Poland

8. FTSE/JSE indexation • The FTSE/JSE Africa Index Series is designed to represent the performance of Southern African companies, providing investors with a comprehensive and complementary set of indices, which measure the performance of the major capital and industry segments of the African market • From 1995 until 2013, South Africa Stock Market (FTSE/JSE) averaged 16216 Index points reaching an all time high of 44453.88 Index points in September of 2013 and a record low of 4308 Index points in September of 1998 • The FTSE/JSE All Share Index is a major stock market index which tracks the performance of 160 companies listed on the Johannesburg Stock Exchange in South Africa. It is a free-float, market capitalization weighted index

9. Capital raised on JSE

10. Funds under management (excludes Institutional investment) Lisp Total Sum of Assets R 81 865 348 233 Collective investments total R1 199 807 578 842 Long Term Insurance R1 738 281 842 769

11. Do you know how your business can benefitfrom listing on the JSE?

12. Taking your company to the next level: Accessing capital for growth Profiling your business Using your shares to make acquisitions Exiting shareholders Incentivising staff - attract and maintain good employees Enhance dealings with banks, suppliers, distributors and customers Why should Your Company List on the JSE?

13. Fundamental changes in the regulation creates opportunities Medium term budget policy October 2011 “The National Treasury has announced that local investors will now be able to trade in foreign domiciled companies listed on the JSE, boosting the status of South Africa’s bourse as a springboard for foreign companies to expand into Africa” Benefits for investors • SA investors are not limited to invest in only South African companies but also foreign companies listed on the JSE • The JSE’s regulatory standards and governance requirements may provide comfort to investors

14. Fundamental changes in the regulationcreates opportunities Budget Speech Review 2013 National Treasury announced their support for South African companies that want to expand into the rest of Africa and offshore. Each Johannesburg Stock Exchange listed entity will be entitled to establish one subsidiary to hold African and offshore operations (HoldCo), which will not be subject to foreign exchange restrictions. This will incentivise companies to manage their African and offshore operations from South Africa, maximising the benefits to South Africa’s economy. Transfers from the parent company to HoldCo will be allowed up to R750 million per year. Additional amounts may be considered on application to the Reserve Bank. Benefits to South African and African companies • Listing allows for index inclusion • Capital raised on the JSE is freely transferable out of South Africa • Diversity shareholder base and get access to new sizeable pools of equity • South Africa has a large domestic investor pool (top 15 investors have FUM of more than USD500bn) • JSE is a major destination for global emerging market funds • South Africa holds a significant weighting in emerging markets and attracts a substantial amount of foreign investment • Listed JSE shares may be used as transaction currency for future acquisitions • Numerous listed peers, which will promote research coverage and investor interest • JSE likely to provide greater liquidity South Africa is well banked, with a broader range of broker coverage by both international banks and local operations

15. Main Board market capitalisation by industry Technology 0% Telecoms 7% Oil and Gas 4% Utilities 0% Industrials 65% Basic Materials 20% Health Care 3% Financials 19% Consumer Goods 32% Consumer Services 10%

16. Overview of Main Board corporate activity 5 1 3 4 R2,7bn R 17, 6bn R5,1bn Ascension Prop Delta Transaction Cap Life Hlth R5,8bn Royal Bafokeng R2,9 n Rebosis R 1,6 bn Inv Prop Fund R850 m

17. Life Healthcare Case Study Price Performance Trading volumes

19. AltX • Platform for small to medium sized, entrepreneurial,high growth companies, family owned businesses • Distinct listing requirements • 59 companies listed on this board • Market Capitalization R15.7 billion • Trading and settlement same as Main Board

20. History • AltX started in October 2003 (replaced old DCM & VCM) • AIM / NASDAQ / Mothers / SESDAQ / TSXV January2004 2004 2005 2010 2011 2012 2006 2007 2008 2009 First listing 10 listingsmarket cap R1bn 40 listingsmarket cap R9bn 85 listingsmarket cap R18bn 68 listingsmarket cap R10.2bn 63 listingsmarket cap R13.3 bn 17 listingsmarket cap R1.9bn 79 listingsmarket cap R30bn 76 Listingsmarket cap R11bn 66 listingsmarket cap R15.3bn

21. Overview of AltX corporate activity 1 2 Kibo Curro Rockcastle Global Asset Man Waterberg Coal Company R 90m R 150k R 5,8m RGT Smart

22. AltX market capitalisation by industry • 59 companies are listed Utilities 0% Tech and telecoms 6% Consumer Goods 2% Industrials 13% Consumer Services 2% Healthcare 0% Financials 66%

23. AltX liquidity

24. AltX performance

25. Case Study – Ellies Holdings Price Performance Trading volumes • Ellies is a leading manufacturer and distributor ofelectronic products • Raised R104 million through private placement • Transferred to the main board , 26 November 2010 • Constituent of the small cap index

26. What is the difference between Altxand Main Board?

27. Listing Requirements

28. Recent JSE developments

29. New Developments ( listing vehicles) Special Purpose Acquisition Company (SPAC) A publicly-traded buyout company that raises money in order to pursue the acquisition of an existing company Sweden Netherlands Canada 2 1 5 Germany 1 3 90 1 10 USA South Korea Austria UK 1 Malaysia Source: Bloomberg

30. Overview of SPACS • Time frame for acquisitions: • 24 Months ~ inline with acquisition criteria • If no acquisition made net IPO assets ( i.e. cash) is distributed to shareholder • Acquisition consideration: • Cash • Debt • Shares • Excess cash: • Growth capital • Acquisitions • Shareholders: • Vote to approve acquisition

31. REIT’s Real Estate Investment Trust (REITs) REITs are corporations that own and manage a portfolio of real estate properties and mortgages CISIPS 6 PLS 23 Company 15

32. Overview of REITs listing requirements Asset Class • R300 million size of portfolio (gross assets) • Property entity & section 13 • 75% rental revenue • Risk management process exists Gearing • Confirm have 60% gearing ratio • Latest audited or reviewed results or more recent pro formas • Undertaking to restrict gearing on going basis Distribution • Confirm will qualify in terms of Tax Act • Undertaking to distribute 75% ofcompany tax net profit • Tax disincentive to retain group tax income

33. Questions