INVESTEC LIMITED - Notice to shareholders of financial assistance provided to a related company

Notice to shareholders of financial assistance provided to a related company

Investec Limited                                             Investec plc
Incorporated in the Republic of South Africa                 Incorporated in England and Wales
Registration number 1925/002833/06                           Registration number 3633621
JSE share code: INL                                          LSE share code: INVP
NSX share code: IVD                                          JSE share code: INP
BSE share code: INVESTEC                                     ISIN: GB00B17BBQ50
ISIN: ZAE000081949                                           LEI: 2138007Z3U5GWDN3MY22
LEI: 213800CU7SM6O4UWOZ70


Notice to shareholders of financial assistance provided to a related company as required by
section 45 of the South African Companies Act, 71 of 2008 (“the Companies Act”)

Notice is hereby given under s45(5) of the Companies Act to the effect that, pursuant to a general authority
granted to the board of directors of Investec Limited ("INL") by its shareholders at its Annual General
Meeting held on 5 August 2021, INL’s board has adopted a resolution authorising INL to provide direct or
indirect financial assistance to its wholly-owned subsidiary company, Investec Bank Limited ("IBL") in the
form of collateral security under the transactions described below.

On 31 August 2021 IBL sold to INL, which purchased from IBL, its 21.87% stake in Investec Property Fund
Limited (IPF) and its 47.4% stake in IEP Group Proprietary Limited (IEP) (“the Transaction”). R1.5bn of
the purchase price of the IPF shares was funded by IBL providing interest bearing debt to INL (“Debt”).
R3.4bn of the purchase price of the IEP shares was funded by INL issuing redeemable preference shares
to IBL (“Preference Shares”). INL pledged to IBL the IPF shares as security for the Debt and its investment
in Investec Investments Proprietary Limited as security for the Preference Shares.

The Transaction was undertaken as a part of a process to simplify IBL’s balance sheet by removing its non-
banking assets therefrom. The Transaction was executed after obtaining the relevant INL and IBL board
and shareholder approvals in accordance with the requirements of s45 of the Companies Act and the
required regulatory approval from the Prudential Authority in accordance with the Banks Act 94 of 1990.

The Transaction falls within the exclusion provided for in paragraph 9.1 (c) (iii) (b) of the JSE Limited Listings
Requirements.

Johannesburg
13 September 2021


Sponsor
Investec Bank Limited

Date: 13-09-2021 09:00:00
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