Dealings in securities by an associate of a director and notice of change of beneficial interests Transaction Capital Limited TransCapital Investments Limited (Incorporated in the Republic of South Africa) (Incorporated in the Republic of South Africa) Registration No: 2002/031730/06 (Registration No. 2016/130129/06) JSE share code: TCP JSE debt code: TCII ISIN: ZAE000167391 ("Transaction Capital" or "the Company") DEALINGS IN SECURITIES BY AN ASSOCIATE OF A DIRECTOR AND NOTICE OF CHANGE OF BENEFICIAL INTERESTS The family of Roberto Rossi, a founder of Transaction Capital, is undertaking a process to rearrange the ownership of its interest in Transaction Capital, but with no change in its absolute holding in the Company. In compliance with paragraphs 3.63 and 3.65 of the JSE Limited Listings Requirements ("Listings Requirements"), the following information is disclosed: Name of director Roberto Rossi Name of company Transaction Capital Limited Date transaction was effected 16 September 2020 Class of security Ordinary shares Share price R18.30 Number of shares 36 333 334 Total value R664 900 012 Nature of transaction Off market disposal and acquisition of ordinary shares Nature of interest Indirect, non-beneficial Clearance obtained Yes Interest of associates The Rossi family’s look through interests of 36 333 334 Transaction Capital shares ('the shares'), held by Sugar Tube Trust ('STT'), have been distributed to Mr. Rossi Mr. Rossi will thereafter dispose of the shares to Pilatucom Holdings Limited ('Pilatucom') 50% of the shares of which are held by trusts of which Mr. Rossi is a contingent discretionary beneficiary. The transaction with Pilatucom will be implemented once formalities are finalised. Change of beneficial interests As a result of the above, and in accordance with section 122(3)(b) of the Companies Act no. 71 of 2008 (as amended) ('the Act'), and paragraph 3.83(b) of the Listings Requirements, shareholders are hereby advised that the Company received formal notification of the following changes of beneficial interests in the Company: 1. STT has disposed of the shares in the Company to Mr. Rossi; 2. Mr. Rossi will dispose of the shares to Pilatucom; and 3. Pilatucom already owns 36 333 333 shares in the Company and will accordingly own 72 666 667 shares in the Company after the above transactions representing 10.99% of the issued shares in the Company. The Rossi family’s look through interest in the issued shares of the Company accordingly remains unchanged at 5.49%. Transaction Capital confirms that, as required in terms of section 122(3)(a) of the Act, the Company has filed the required notices with the Takeover Regulation Panel and to the best of its knowledge and belief, the information supplied by Mr.Roberto Rossi is complete and consistent. Hyde Park 18 September 2020 Enquiries: Phillipe Welthagen - Investor Relations Telephone: +27 (0) 11 049 6700 Sponsor: RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 18-09-2020 07:05:00 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.