P R O S P E C T U S

• • • Prospectus

A Question of Trust

Our Company

About Us

Our Clients

Our Mission

Our Vision

Black Economic Empowerment Policy

Pandae Healthcare Auxiliary Solutions – Company Ownership Structure

Imperial Audited Preliminary Results

Projects Recently Completed

BEE Certificate

Tax Clearance Certificate

WEBSITES: www.pandae.biz

• • • A Question of Trust

An ambitious young man once approached a very wise old man and said “Oldman, teach me the most important things about business to that I may prosperand grow rich”. So the old man talked to him for more than an hour about allmatters under the sun and asked him to come back and see him at the sametime the next day.

The young man did so, and they proceeded to discuss a wide range of issues,some topical, some personal, some funny, some serious and in no time at all theold man asked him to return the next day to pick up their talks again. The weekswent by in this fashion, with the young man exchanging views, opinions andmany intimate details with the old man. But one day he grew impatient and hesaid “old man, I have been coming to see you for many weeks now and we talkabout everything except how I might prosper in business.

The old man smiled and said “have you come to know me well?”

The young man said “After all our conversations, of course!”

“Have you grown to trust me?”

“Well, I know so much about you, and you know so much about me ... a bond oftrust has grown between us.”

“Then” said the old man “you have learnt the most important thing about howto prosper in business.”

The key to all successful working relationships is partnership. It’s thecornerstone of our business, the more you share with us, the prospects aswell as the pitfalls, the more we can find the right solution for you.

• • • Our Company

Pandae Storage Systems has been in existence for the past 22 years andhas served the Motor, Manufacturing, Mining and Logistical Industries withdistinction over this period – providing workshop and storage solutions in a vastoperational area including Motor Dealerships workshop and stores, above andbelow ground Workshops on mines and a variety of Warehousing big and small,in all industry sectors.

Pandae identified a business expansion opportunity in the South African &African Healthcare sector in 2009 and Pandae Auxiliary Healthcare Solutionswas formed, providing innovative high tech systems and user-friendlyequipment and solutions.

Pandae Healthcare is now in a position to offer a consultancy and turnkeyproposal, specific to storage-space saving, a comprehensive archiving solutionand customised hospital furniture for existing and new hospitals and clinics.A wide product range of Storage Systems and products ranging from CurtainRail Systems, to Cabinets, to state-of-the-art Healthcare Trolley systems andgeneral hospital furniture has also been developed to support our turnkeysolution base.

• • • About Us

The management of Pandae have a combined total of more than 40 years of experiencein our fields of expertise.

Our major focus on certain Industries and testimony to this are some of our achievementsto date.

Preferred supplier to Mercedes Benz South Africa, for their Dealership NetworkInventory Project, for Southern Africa.

Preferred supplier to Toyota South Africa for the supply of Lexus cabinets and Toyotaworkshop trolleys to their dealer network.

Preferred supplier to Standard Bank SA for the supply of cheque book cabinets.

Preferred supplier to South Africa National Defence Forceof all artisan and technical staff toolboxes.

Approved supplier to the following OEM’s

Mercedes Benz South AfricaGeneral Motors South AfricaToyota South AfricaBMW South AfricaNissan South AfricaPremier Automotive GroupVW/Audi South AfricaHarley DavidsonPorscheHyundaiKiaCaterpillarKomatsu

Approved Suppliers to the following General Businesses / Dealer Groups

Standard Bank of South AfricaCombined Motor Holdings GroupSandown Motor Holdings GroupMcCarthy MotorsImperial MotorsBarloworld Motor (Pty) LtdUnitrans

• • • Our Clients

Knowing your objectives is our business. By understanding your ambitionswe are able to determine your needs and therefore provide you with all thenecessary tools to complete the task.

We bind ourselves to a code of conduct, whereby mutual confidentiality isguaranteed.

We task ourselves with a proactive hands-on approach and thereforeconsistently strive to improve and add to our range of products and skills,to satisfy the growing demands of our clients.

We are therefore fully committed to customer satisfaction in all aspects of ourbusiness and endeavour to develop long and mutually rewarding partnershipswith all our clients.

... One determined person can make a significant difference, and ... a smallgroup of determined people can change the course of history.

Sonia Johnson

• • • Our Mission

To serve our clients and community with superior products and services thatsatisfy their requirements and ad value to their businesses at market relatedcosts. We do this in a unique way by providing quality advice and service.

We encourage open and frank communication in the promotion of our business.

We recognise that the full participation of our employees and clients in allaspect of our business is critical to our success.

• • • Our Vision

At Pandae we are determined to be an unquestionably superior supplier ofHealthcare, Storage and Workshop related products. We strive to provide aquality product and service to the market and community we represent.

Change is the law of life. And those who look only to the past or presentare certain to miss the future.

John F Kennedy

• • • Black Economic Empowerment

Pandae Storage Systems recognises Black Economic Empowerment as a business.The ethos of our company is embedded in a tradition of honesty, credibility,fairness, discipline and reward, vital for the long-term prosperity of our businessand the South African economy at large. We are therefore committed to a processof progressive transformation, aimed at the involvement of previously dis-advantaged people in all aspects of our business, employees, suppliers andcustomers.

We are currently being audited and our new certificate will be available from theend of May 2012.

Pandae Heal thcare Auxi l iary So lut ions

Company Ownership Structure

IMPERIAL CAPITAL LIMITEDwww.imperial .co .za

ASSOCIATED MOTOR HOLDINGSwww.imperial .co .za

PANDAE STORAGE (SA) PTY LTDwww.pandae.biz

51% Ryko Trust

49% C2 Comp (Pty ) L td

(Assoc iated Motor Hold ings )

16

HIGHLIGHTS

> HEPS up 38% to 1 370 cps> Operating profit up 38% to R4 526 million> Revenue 21% highter to R64 667 million> Cash flow operating activities up 86%> Net debt/equity ratio of 34%> Full year dividend of 480 cps

0 10 20 30 40 50 60 70 80

Revenue (R billion)

2011

2010

2009

2008

2007

0 300 600 900 1 200 1 500

Headline earnings per share (cents)

2011

2010

2009

2008

2007

0 10 20 30 40 50

Total assets (R billion)

2011

2010

2009

2008

2007

0 1 000 2 000 3 000 4 000 5 000

Operating profit (R million)

Revenue (%)

2011

2010

2011

2010

2009

2008

2007

• Logistics

• Car rental

• Distributorships

• Automotive retail

• Financial services

Operating profit (%)

2011

2010

• Logistics

• Car rental

• Distributorships

• Automotive retail

• Financial services

5

32

5

33

25

6

31

5

30

28

16

11

25

8

40

31

21

10

27

11

• • • Projects Recently Completed

Pandae Healthcare

Customer Product R Contact Name Contact No

King Edward VIII Hospital KZN Hospital Trolleys 108 904 Riaan van der Watt 082 823 5503

Base Major Construction Mobile Shelving – Uppington Hospital 380 568 Paul Bruwer 083 456 6071

Dihlabeng Hospital Mobile Shelving 56 988 Hugo Greef 058 303 5331

Batlhodi Projects Drug Cabinets 24 239 Callie Burger 0861 455 455

King Edward VIII Hospital KZN Hospital Trolleys 179 748 Riaan van der Watt 082 823 5503

RTT Solutions Clinic Equipment – Mobile Clinics 735 000 Trixie-Belle Nicolle 083 327 6080

RMSI Medical Solutions Curtain Rails & Curtains – Iraq 26 812 Juanita Niemann ±971 4423 0779

Job Shimankanatabane

Hospital Rustenburg Curtain Rails & Curtains 28 050 Allen Watkins 011 457 9300

LAD Architects Curtain Rails & Curtains – Thubelihle Clinic, Kriel 42 888 Hannes Laubaschagne 013 653 6321

Pandae Motor & Mining

Debswana Diamond Company

Jwaneng Cut 7 Racking, Shelving & Mezzanine Floor 4 052 097 Thinus Buitendag 082 499 5051

Assmang Khumani Mine Racking & Shelving 904 663 Charl Esterhuizen 058 723 8017

Assmang Khumani Mine Core Shed Racking 955 288 Natie Wilemse 058 723 8000

Hyundai PDC Pinetown Parts Distribution Centre – Racking & Shelving 1 241 000 Scott Hendren 082 410 8222

Hyundae PDC Johannesburg Parts Distribution Centre – Racking & Shelving 1 386 280 Scott Hendren 082 410 8222

Kia PDC Johannesburg Parts Distribution Warehouse – Racking & Shelving 2 619 371 Hans Stenger 011 457 0200

Chrysler PDC Warehouse Parts Distribution Warehouse – Racking & Shelving 10 932 000 Bruce Acton

Mitsubishi PDC Warehouse Parts Distribution Centre – Racking & Shelving 2 716 871 Manuel da Canha 011 383 7000

Barloworld Pretoria Dealership – Parts & Workshop 1 402 738 Alda Wasell 012 523 2300

Barloworld Maponya Motors Dealership – Parts & Workshop 1 123 269 Eugene Cox 082 448 4557

Toyota South Africa Palletts, Trolleys and Workbenches 6 546 550 Brendan Moore 072 611 6227

BBBEE QSE Verification CertificateAwarded to

The rating certificate and the verification report are based on information provided to Simunye Resources and represent’s an independent opinion

based on the verification and analysis completed by Simunye Resources. The calculation of the scores has been determined in terms of BROAD-

BASED BLACK ECONOMIC EMPOWERMENT ACT Nr. 53 of 2003. Codes of Good Practice and the Dti Methodology.

THIS CERTIFICATE IS FOR A PERIOD OF TWELVE MONTHS AND SHOULD BE READ IN CONJUNCTION WITH THE ENTIRE

VERIFICATION REPORT.

Simunye Resources cc

Reg No.: 2008/147219/23

VAT No.: 4700218995

Scorecard Information Actual Score Target Score Analysis Results

Ownership/Equity Procurement Recognition Level

Management Control

Employment Equity

Skills Development Certificate Number

Preferential Procurement Document Reference No.

Enterprise Development Expiry Date

Social Economic Development Value Adding

Level of Compliance

For Simunye Resources cc

According to Codes 801 to 807 with the exclusions as allowed.

Date of Issue

Registration No.

VAT No.

Address

:

:

:

Pandae Storage Systems (Pty) Ltd

2004/020298/07

4840220943

Unit 2 Angus Close, 41 Angus Crescent

Longmeadow East Business Estate

Edenvale

26.66 25+3 135%

N/A N/A Black Ownership 25.18%

N/A N/A Black Woman Owned 8.29%

N/A N/A 0563

25 25 F021-02

25 25 12 April 2012

25 25 No

101.66 103

Level 1 Contributor

13 April 2011

Our current certicate is about to expire and we are currently being audited and should have our new certicate at the end of May

• • • Tax Clearance Certificate