FEDSAS MEMBER SCHOOLS SEARCH ENGINE PROJECT, POWERED BY RSA SEARCH

Project Information

Private and Confidential23 November 2012

EXECUTIVE SUMMARY

Origin and Background

RSA Search Engine is designed to offer a Web-based Business Contact Information application

The RSA Search Engine allows end users to keep in touch with different market segments

We are well positioned to meet market acceptance RSA Search continuously strives to determine:

– trends in the industry, – the needs of the Advertiser and – how best to address the needs of the Advertiser

Executive Summary

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Origin and Background Due to the enormous interest shown towards this FEDSAS

Member Schools Search Engine Project during our presentations, it became evident that there is a great need to implement this project on a national full-scale with immediate effect and not province by province.

To immediately fulfil this need the company is seeking a moderate investment in order to fast track the original envisaged roll out plan. (See slide 48)

Executive Summary

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Origin and Background The RSA Search Engine concept originated from our successful online

directory with more than 142 000 business contact information (2009 - 2010)

Our user friendly online directory expanded into a fully operational Search Engine (2011)

Advertisers on the RSA Search Engine have the distinct benefit to self-manage their Advertisement: fast, easy, simple and FREE of charge (See Succeed Magazine, October 2012 issue, page 68)

During 2012 the RSA Search Engine secured the FEDSAS Member Schools Search Engine Project emphasising : To provide all FEDSAS Member Schools with a Free FEDSAS

Schools Website, and/or Any FEDSAS Member School can participate in this

Fundraising Project

History and Background

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Departments Company Summary

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The Company is four years in existence and has passed the introduction phase.

RSA Search has a well branded image, excellent employees and a steady position in the local market.

It is a family owned business.

Origin and Background

Online Advertising offers the Advertiser’s brand a unique and engaging platform via which to interact with the end users.

This gives the Advertiser the opportunity to brand their business in an interactive and memorable way

The advertiser can target his message in digital areas where his audience is most interested and/or receptive

Services

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Origin and Background

Online Advertising allows Advertisers to influence people at the right time especially when they are in an active mindset meaning hungry for knowledge, making comparisons and/or purchasing products and service.

Once the Advertiser’s online advertisement is created, he can start his campaign reaching thousands or millions of potential end users within days and start to analyse, optimise the results thereof.

Services

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Origin and Background

The Advertiser on the RSA Search Engine can fast, simple and easily update and/or change the content of his Advertisement 24/7 free of charge

An online Training Manual is available to assist the Advertiser in updating his Advertisement

Reliable Systems, Software, Service and Support

A variety of search functionalities such as Accommodation, Wine and Dine, etc.

Competitive Edge

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Origin and Background

To uphold continuous research and development in order to maintain a simple, easy, fast and user friendly world class Search Engine.

To implement and maintain a sustainable marketing strategy in order for all business owners to effectively advertise and market their businesses on our world class Search Engine.

To continuously ensure and maintain that the end user receives the correctly requested search information on our world class Search Engine.

Mission

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Origin and Background

A diversification of search functionalities such as Accommodation, Wine and Dine and in particular the FEDSAS School Search Engine

Differentiate from box pushing, prize orientated businesses by offering and delivering quality service and excellent support

Increase gross margins to more than 35%

Increase our non FEDSAS Member Schools sales to 20% of the total sales by the end of 2015.

Keys to Success

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FEDSAS MEMBER SCHOOLS SEARCH ENGINE

Our Partnership with FEDSAS

Departments FEDSAS

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1 320 Affiliated Member Schools at the beginning of 2012

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FEDSAS is the national representative organisation for schools governing bodies, which informs, organises, mobilises and develops its members to achieve and uphold the highest recognised international educational standards.

Departments FEDSAS

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The leader in school governance and management:

FEDSAS acts as an essential mouthpiece for governing bodies.

FEDSAS offers assistance and advice across the full spectrum of school governance and management.

FEDSAS contributes to and comments on draft legislation regarding education policy.

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Departments FEDSAS

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FEDSAS exerts considerable influence because of its membership of many official and voluntary organisations and bodies involved in education.

FEDSAS provides continuous feedback to its members.

FEDSAS has long experience of educational matters and has kept abreast of transformation and change in the education field.

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Departments Principal Partnership

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FEDSAS’ mission is to work towards the benefit of South African

Schools Governing Bodies and specifically its member schools;

With this partnership FEDSAS secured the following two benefits for their Member Schools: Free Self-Managed Template Webpage Sustainable Fundraising Opportunity;

RSA Search Engine has the product, knowledge and means to assist FEDSAS to secure these benefits for their Member Schools;

FEDSAS has entered into an exclusive partnership with RSA Search Engine in this regard.

CORPORATE IDENTITY FEDSAS MEMBER SCHOOLS SEARCH ENGINE CORPORATE ENTITY

Introduction

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General

RSA Search Engine has a unique nature, operating and trading under the registered name of SA Vidibox (PTY) Ltd. Through an exclusive partnership agreement with FEDSAS, RSA Search has developed an additional product: The FEDSAS Member Schools Search Engine The FEDSAS Member Schools Search Engine creates value for money for the Advertisers as well as great search results for end users.

Introduction

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RSA SEARCH HEAD OFFICE

Departments Departments

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Data Capturing DepartmentUpdating the RSA Search database which includes: Managing and adding specific business contact info and category information. Managing all pre-load requests either FEDSAS Member Schools or Advertisers.

Contracts DepartmentThe Contracts Department manages the complete online contract system. The system electronically generates the original username and password.

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Departments Departments

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Marketing DepartmentIn-house Marketing:Co-ordinating the sales process of the FEDSAS Fundraising Project with clients who have requested pre-loads. Outbound Marketing: Contact Free Listing Advertisers and convert a Free Listing into a paid Display Advertisement. Finance DepartmentResponsible for the day to day accounting function including all invoicing, creditors transactions, monthly journal entities and payroll functions to trial balance, as well as preparing audit file utilising the Pastel and Payroll systems.

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Departments Departments

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IT DepartmentAll designs, coding and development are done in-house

Graphics & Editing DepartmentAll Graphics and Editing are done in-house

Training & DevelopmentSpecialised Cross-Training for all in-house staff Online Manual explaining the Self-Managed Procedures to all Advertisers to empower them to change their Advertisements fast, simple and easy ReceptionAnswering and correctly distributing of calls

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Personnel Staff

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Employees:

Specialised staff are recruited. The staff members are cross-trained.

Marketing – Performance commission based income salary.

Company shares incentive after a 5-year service.

Personnel Management Team

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Management

Our management philosophy is based on responsibility and mutual respect.At RSA Search Engine, we have an environment that encourages creativity and achievement. RSA Search Management is highly experienced and qualified Management is cross-trained.Organisational Human Function Benchmark Evaluations.Company shares incentive after a 5 year service.

Organogram Organogram

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IN-HOUSE SOFTWARE DEVELOPMENTIN-HOUSE SOFTWARE DEVELOPMENT

Incoming Communication Capturing of all calls. The System groups all the relevant calls together. Agents liaising Management System. Telephone messages are captured, and notify the applicable person via

e-mail. Leads - View leads, book out of leads, grouping of leads. Reports available on all functions of the system. Training - Notifies all involved departments of training and tasks that

has to be completed. View/edit training information, view/edit training calendar.

Advertisements – Upload of RSA Search advertisement, view/edit advertisements. Upload of Advertisement contacts i.e. Rapport, view/edit contacts.

View/Edit Agent Information.

In-House Management Systems

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Advertising Management System Management of Appointments. Editing Call Logs Advertisers can preview their pre-loaded advertisements. Advertisers can view the training manual to assist them in Managing their

Advertisements.Commission System A database design of all agreements. All payment reports will be retrieved

from this system and linked to Payroll and Pastel.Data Capturing Application An application used by the Data Capturers to capture business contact

information and to complete the pre-load requests for Advertisement Pages.

In-House Management Systems

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Electronic Contracts Debit Order payment authorisations are supported by Netcash. Allows the Advertiser to enter personal & business information. Allows the user to view the product and its descriptions. Automated e-mail is sent to the advertiser with username &

password for website security as well as a PDF copy of the contract and terms and conditions.

Contract Panel All electronic contracts are received and displayed in the

contracts panel.

In-House Management Systems

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CORPORATE IDENTITY PRODUCTS

Origin and Background

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Most Searched Categories World Wide

Accommodation,

Wine and Dine,

Entertainment and

Venues

Product Range

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Free R480.00 pa R250.00 pm

CURRENT GROWTH OF THE COMPANYRSA Search.co.za – SITE VISITS

RSA Search Site Visit Statistics Google Analytics: Site Visits

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Google Statistics for October 2012

Average Page Views per day: 3 485Page Views for October: 60 650Average Page Visits: 8.9 pagesLongest time spent on a page: 15 minMost pages viewed in one visit: 19 Average time per visit: 9 minOct 2015

Page Visits

IN-HOUSE SOFTWARE DEVELOPMENTDEPLOYMENT PLAN

Introduction

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Deployment Plan

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Step 1: More than 1 300 FEDSAS Member Schools received a Free Display Advertisement (Completed) Step 2: The Schools can upgrade this Display Advertisement to a Self-Managed Template FEDSAS Member Schools Website. Step 3: FEDSAS Member Schools have the opportunity to participate in a fundraising drive consisting of search engine

functionalities. Step 4: The roll-out of the participating fundraising schools is based on the FEDSAS Provincial Managerial Structure.

The trading name: FEDSAS Member Schools Search Engine

South African Online Market AnalysisDeployment Plan

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Job Creation The current Financial Member of the School’s Governing Body is the

contact between FEDSAS Search Engine and the Participating School and will receive a commission on sales performance only.

Awareness Building Campaign Advertising spots Saturdays on Ontbytsake, DSTV Channel 144 15 Showtime Media Billboards, advert spots every 2 minutes 24/7 Printed Media and Radio Advertisements to recommence in 2013 Extensive radio coverage during 2011 on OFMUtilising RSA Search Engine Presence RSA Search Engine is in full operation in order to accommodate all

advertisers recruited by means of the FEDSAS Member Schools Search Engine Fundraising Project.

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South African Online Market AnalysisDeployment Plan

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Utilising FEDSAS Market Presence FEDSAS promotes this FEDSAS Search Engine Project on their

website as well as via direct written communications to all Member Schools.

FEDSAS utilises their provincial managers to promote and facilitate this project to all Member Schools.

Once the current Financial Member of the SGB has been trained, he/she will promote this project to parents who are business owners in that specific school in order to generate funds for the school.

Parents who advertise their businesses on the RSA Search Engine will directly secure a monthly recurringincome for their schools.

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South African Online Market AnalysisSWOT Analysis

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Strengths

Exclusive FEDSAS Partnership National ImageHigh Page VisitsAggressive PricingExcellent Service, Support and Product KnowledgeUnique Username and Passwords secures personal attentionCurrent infrastructure is capable of accommodating the current entire

projectDuring development and testing phase, shareholders invested more than R7 million cash as start-up capitalThe ability to successfully adapt to market needs and trends immediately

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South African Online Market AnalysisSWOT Analysis

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Opportunities

Increasing demand for online advertisements and specialised search engines stimulates future growth. Expansion opportunities can be implemented with immediate effect. As FEDSAS Member Schools grow so does the FEDSAS Search Engine.Job creation opportunities.FEDSAS Member Schools who cannot afford their own private websites receive free FEDSAS websites which stimulates Advertisement Sales. To empower schools with no sustainable fundraising projects to participate in the FEDSAS Fundraising Project.

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South African Online Market AnalysisSWOT Analysis

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Weaknesses

Our financial resources cannot accommodate the demand to fast track the roll out of this project immediately on a national scale

Threats

Due to the international economic crisis, businesses’ cuts on advertising budgets Low barrier to market entry for undefined competitors Google’s market dominance and monopoly

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MARKET ANALYSIS INDUSTRY ANALYSIS

South African Online Market Analysis

Clients: All Business owners; FEDSAS Member Schools in

particular the parent business owners.

SEARCH ENGINES: Yellow Pages Online, iFind and Woza online, bookings.com and safarinow.com.

ONLINE CLASSIFIEDS: Gumtree and OLX.

South African Online Market Analysis

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Main Competitors:

MARKET ANALYSIS FINANCIAL PROJECTIONS

Deployment Implementation

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In the beginning of 2012 FEDSAS had approximately 1300 Affiliated FEDSAS Member Schools all of which will be contacted to participate in this Fundraising Project. Step 1: FEDSAS Head Office communicates on a continuous basis to all their Member School regarding the FEDSAS Member Schools Search Engine. Furthermore, FEDSAS has allocated a prime spot on the home page of their website to promote this project even further. Step 2: All FEDSAS Provincial Managers have already successfully received training on this project. Further in-service training with the Provincial Managers is done on

a continuous basis.

Step 3: According to a pre-determined year planner for 2013 all FEDSAS Provincial Managers will assist in scheduling informative meetings with School Headmasters and the Financial Chairperson of the SGBs in order for them to become part of this FEDSAS Project.

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Deployment Implementation

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Step 4: Member Schools register to participate in this Fundraising Project.

Step 5: FEDSAS Member Schools Website of Participating Schools are pre-loaded by the Data Capturing Team at Head Office .

Step 6: Informative letters are distributed to parents who own businesses whereby they are requested to participate in this FEDSAS Search Engine Project.

Step 7: When the parent indicates they are interested, their business Advertisement is pre-loaded by the Data Capturing Team at Head Office.

Step 8: On approval of this Advertisement their Agreement is concluded.2/2

Projected Participating Analysis

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NOTE: All projections are calculated on the Average Penetration Scenario. *This growth projection will be achieved at the end of January 2014 and thereafter no further growth is projected.

Penetration Scenario

Good Average Bad

FEDSAS Member Schools 1,300

% of Participating Member Schools 60% 40% 20%

Number of Member Schools Participating 780 520* 260

Average amount of Pupils per Member School 640

% of Parents who are Business Owners per Member School 25% 25% 25%

Total Parents who are Businesses Owners per Member School 160 160 160

% of Parents who are interested in supporting this project per Member School 55% 50% 45%

Total Parents who are interested in supporting this project per Member School 88 80 72

% of Parents who concluded an Advertising Contract per Member School 55% 50% 45%

Total Parents who concluded an Advertising Contract per Member School 48 40 32

Monthly Turnover Projections

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Jan-13 Feb-13 Mar-13 Apr-13

Acc Total Parents who concluded an Advertising Contract per month 1,880 3,760 5,640 7,520 NOTE: RSA Search is closed December ONCE OFF INITIAL FEE FOR SETUP R 125.00 R 235,000.00 R 235,000.00 R 235,000.00 R 235,000.00 ADVERTISING INCOME DISTRIBUTION 100% R 249.00 R 468,120.00 R 936,240.00 R 1,404,360.00 R 1,872,480.00 VAT 12% R 29.88 R 56,174.40 R 112,348.80 R 168,523.20 R 224,697.60 Bank Charges 2% R 4.98 R 9,362.40 R 18,724.80 R 28,087.20 R 37,449.60 Promotions and Advertising 12% R 29.88 R 56,174.40 R 112,348.80 R 168,523.20 R 224,697.60 Business Participation Profits on R3 milj 6% R 14.94 R 28,087.20 R 56,174.40 R 84,261.60 R 112,348.80 RSA Search Sales and Marketing 8% R 19.92 R 37,449.60 R 74,899.20 R 112,348.80 R 149,798.40 RSA Operational Cost 35% R 87.15 R 163,842.00 R 327,684.00 R 491,526.00 R 655,368.00 School 20% R 49.80 R 93,624.00 R 187,248.00 R 280,872.00 R 374,496.00 FEDSAS 5% R 12.45 R 23,406.00 R 46,812.00 R 70,218.00 R 93,624.00 100% R 249.00 R 468,120.00 R 936,240.00 R 1,404,360.00 R 1,872,480.00 MONTHLY TURNOVER TOTAL R 703,120.00 R 1,171,240.00 R 1,639,360.00 R 2,107,480.00 TOTAL ACCUMALATIVE MONTHLY TURNOVER R 703,120.00 R 1,874,360.00 R 3,513,720.00 R 5,621,200.00 ACC BUSINESS PARTCIPATION PROFIT on R3 milj R 28,087.20 R 84,261.60 R 168,523.20 R 280,872.00 Monthly RSA Search Operational Costs R 398,842.00 R 562,684.00 R 726,526.00 R 890,368.00 Acc Monthly RSA Search Operational Costs R 398,842.00 R 961,526.00 R 1,688,052.00 R 2,578,420.00

Monthly Turnover Projections

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May-13 Jun-13 Jul-13

Acc Total Parents who concluded an Advertising Contract per month 9,400 11,280 13,160 NOTE: RSA Search is closed December ONCE OFF INITIAL FEE FOR SETUP R 125.00 R 235,000.00 R 235,000.00 R 235,000.00 ADVERTISING INCOME DISTRIBUTION 100% R 249.00 R 2,340,600.00 R 2,808,720.00 R 3,276,840.00 VAT 12% R 29.88 R 280,872.00 R 337,046.40 R 393,220.80 Bank Charges 2% R 4.98 R 46,812.00 R 56,174.40 R 65,536.80 Promotions and Advertising 12% R 29.88 R 280,872.00 R 337,046.40 R 393,220.80 Business Participation Profits on R3 milj 6% R 14.94 R 140,436.00 R 168,523.20 R 196,610.40 RSA Search Sales and Marketing 8% R 19.92 R 187,248.00 R 224,697.60 R 262,147.20 RSA Operational Cost 35% R 87.15 R 819,210.00 R 983,052.00 R 1,146,894.00 School 20% R 49.80 R 468,120.00 R 561,744.00 R 655,368.00 FEDSAS 5% R 12.45 R 117,030.00 R 140,436.00 R 163,842.00 100% R 249.00 R 2,340,600.00 R 2,808,720.00 R 3,276,840.00 MONTHLY TURNOVER TOTAL R 2,575,600.00 R 3,043,720.00 R 3,511,840.00 TOTAL ACCUMALATIVE MONTHLY TURNOVER R 8,196,800.00 R 11,240,520.00 R 14,752,360.00 ACC BUSINESS PARTICIPATION PROFIT on R3 milj R 421,308.00 R 589,831.20 R 786,441.60 Monthly RSA Search Operational Costs R 1,054,210.00 R 1,218,052.00 R 1,381,894.00 Acc Monthly RSA Search Operational Costs R 3,632,630.00 R 4,850,682.00 R 6,232,576.00

Monthly Turnover Projections

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Aug-13 Sep-13 Oct-13Acc Total Parents who concluded an Advertising Contract per month 15,040 16,920 18,800 NOTE: RSA Search is closed December

ONCE OFF INITIAL FEE FOR SETUP R 125.00 R 235,000.00 R 235,000.00 R 235,000.00 ADVERTISING INCOME DISTRIBUTION 100% R 249.00 R 3,744,960.00 R 4,213,080.00 R 4,681,200.00

VAT 12% R 29.88 R 449,395.20 R 505,569.60 R 561,744.00 Bank Charges 2% R 4.98 R 74,899.20 R 84,261.60 R 93,624.00

Promotions and Advertising 12% R 29.88 R 449,395.20 R 505,569.60 R 561,744.00

Business Participation Profits on R3 milj 6% R 14.94 R 224,697.60 R 252,784.80 R 280,872.00

RSA Search Sales and Marketing 8% R 19.92 R 299,596.80 R 337,046.40 R 374,496.00 RSA Operational Cost 35% R 87.15 R 1,310,736.00 R 1,474,578.00 R 1,638,420.00

School 20% R 49.80 R 748,992.00 R 842,616.00 R 936,240.00

FEDSAS 5% R 12.45 R 187,248.00 R 210,654.00 R 234,060.00 100% R 249.00 R 3,744,960.00 R 4,213,080.00 R 4,681,200.00 MONTHLY TURNOVER TOTAL R 3,979,960.00 R 4,448,080.00 R 4,916,200.00 TOTAL ACCUMALATIVE MONTHLY TURNOVER R 18,732,320.00 R 23,180,400.00 R 28,096,600.00 ACC BUSINESS PARTCIPATION PROFIT on R3 milj R 1,011,139.20 R 1,263,924.00 R 1,544,796.00 Monthly RSA Search Operational Costs R 1,545,736.00 R 1,709,578.00 R 1,873,420.00 Acc Monthly RSA Search Operational Costs R 7,778,312.00 R 9,487,890.00 R 11,361,310.00

Monthly Turnover Projections

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Nov-13 Jan-14 Jan-15

Acc Total Parents who concluded an Advertising Contract per month 20,680

22,560 22,560

NOTE: RSA Search is closed December - ONCE OFF INITIAL FEE FOR SETUP R 125.00 R 235,000.00 R 235,000.00 - - ADVERTISING INCOME DISTRIBUTION 100% R 249.00 R 5,149,320.00 R 5,617,440.00 5,617,440 VAT 12% R 29.88 R 617,918.40 R 674,092.80 674,093 Bank Charges 2% R 4.98 R 102,986.40 R 112,348.80 112,349 Promotions and Advertising 12% R 29.88 R 617,918.40 R 674,092.80 674,093 Business Participation Profits on R3 milj 6% R 14.94 R 308,959.20 R 337,046.40 337,046 RSA Search Sales and Marketing 8% R 19.92 R 411,945.60 R 449,395.20 449,395 RSA Operational Cost 35% R 87.15 R 1,802,262.00 R 1,966,104.00 1,966,104 School 20% R 49.80 R 1,029,864.00 R 1,123,488.00 1,123,488 FEDSAS 5% R 12.45 R 257,466.00 R 280,872.00 280,872 100% R 249.00 R 5,149,320.00 R 5,617,440.00 5,617,440 MONTHLY TURNOVER TOTAL R 5,384,320.00 R 5,852,440.00 R 5,617,440.00 TOTAL ACCUMALATIVE MONTHLY TURNOVER R 33,480,920.00 R 39,333,360.00 R 101,125,200.00 ACC BUSINESS PARTCIPATION PROFIT on R3 milj R 1,853,755.20 R 2,190,801.60 R 5,898,312.00 Monthly RSA Search Operational Costs R 2,037,262.00 R 2,201,104.00 R 1,966,104.00 Acc Monthly RSA Search Operational Costs R 13,398,572.00 R 15,599,676.00 R 37,226,820.00

RSA SEARCH EXTRA INFORMATION

Contact Us Street Address: Jankra Building

2nd Floor OR Tambo Street Potchefstroom 2531

South Africa Telephone number: +27 (0) 18 293 2323 Fax number: 086 762 4587

E-mail: helpdesk@rsasearch.co.za Web: www.rsasearch.co.zaFacebook Profile Page: Facebook Profile Page (click to follow link)Facebook Group Page: Facebook Group Page (click to follow link)

Contact Person: Suzette Nunes (Helpdesk)

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Company InformationCompany•Registered Name : SA Vidibox (Pty) Ltd referred to as SA VidiboxRegistration Number : 2010/015190/07VAT Number : 487 025 6759

•Product Name : Product 1: RSA Search Engine Web Address : www.rsasearch.co.zaEmail Address : helpdesk@rsasearch.co.za

•AuditorsBezuidenhout and Steyn : 11 Retief Street

Potchefstroom2531

Attention : Mr Hans JonkerContact number : +27 (0) 18 297 5457

Bank detailsAccount Name : SA Vidibox (Pty) LtdBank : NedbankBranch : PotchefstroomBranch Code : 171-338Account Code : 1713 408821

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APPLICATION TO PURCHASE SHARES IN THE COMPANY AND ENJOY PROFIT SHARING

APPLICATION TO FINANCIALLY PARTICIPATE

APPLICATION TO FINANCIALLY PARTICIPATE IN THE

FEDSAS MEMBER SCHOOLS PROJECT

Private and Confidential23 November 2012