verification form (black groups) … form...verification form (black groups) this is the...

180
VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process in respect of the Standard Trading Process, the Own-Broker Trading Process and the Off-Market Transfers Process. INSTRUCTIONS 1.1 Fill in and complete this Verification Form (this "Form") in CAPITAL LETTERS and black ink. 1.2 Specific meanings (definitions) have been given to some words and phrases in this Form. These words and phrases start with a capital letter. The only defined words that do not always have a capital letter are the words "you", "we" and "us". A list of defined words and phrases, and also the meanings we have given them, is contained in Annexure 1 (Interpretation and Definitions) to the Trading Terms and Conditions. This list of definitions is available on the Shareholder Platform Website or can be requested from the Call Centre. Sometimes the definitions of a word or phrase can also be found in the body of this Form (in the same way that we have defined this Verification Form (Black Groups) as this "Form" in paragraph 1 above). The words and phrases that have been defined will have the same meaning wherever they are used in this Form. 1.3 If you make changes or corrections to the information that you fill or complete in this Form, you must put your full signature next to the changes and corrections. 1.4 When you submit this Form to YeboYethu, you must also submit the appropriate Supporting Documents listed in Annexure 3 of the Trading Terms and Conditions. 1.5 You can download and print this Form from the Shareholder Platform Website or you may call the Call Centre (during Business Hours) and request that a copy be sent to you. You must complete this Form manually. 1.6 You must submit this Form (properly completed and signed), together with the Supporting Documents, to YeboYethu by email or fax or post or delivered by hand. The email, fax, post and hand delivery details are: Physical Address: Link Market Services (Pty) Ltd 13 th Floor Rennie House 19 Amenshoff Sreet Braamfontein 2001 OR Velocity Trade Financial Services (Pty) Ltd 1 st Floor 200 Main Road Claremont Cape Town 7708; Fax: +27 86 249 1030; and Email: [email protected]. 1.7 Any Supporting Documents delivered by hand or by post must be originals or certified copies. 1.8 Any Supporting Documents sent by email, fax or other electronic means must be certified copies. 1.9 Any Supporting Documents sent by fax or other electronic means, must be sent with a fax cover sheet which includes the information set out in Schedule 2 attached to this Form. 1.10 Copies can, for example, be certified at any South African Police Station. 1.11 If you have any questions regarding the contents of this Form, please contact the Call Centre.

Upload: vanmien

Post on 08-Apr-2018

224 views

Category:

Documents


1 download

TRANSCRIPT

Page 1: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

VERIFICATION FORM (BLACK GROUPS)

This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process in respect of the Standard Trading Process, the Own-Broker Trading Process and the Off-Market Transfers Process.

INSTRUCTIONS

1.1 Fill in and complete this Verification Form (this "Form") in CAPITAL LETTERS and black ink.

1.2 Specific meanings (definitions) have been given to some words and phrases in this Form. These words and phrases start with a capital letter. The only defined words that do not always have a capital letter are the words "you", "we" and "us". A list of defined words and phrases, and also the meanings we have given

them, is contained in Annexure 1 (Interpretation and Definitions) to the Trading Terms and Conditions. This list of definitions is available on the Shareholder Platform Website or can be requested from the Call Centre. Sometimes the definitions of a word or phrase can also be found in the body of this Form (in the same way that we have defined this Verification Form (Black Groups) as this "Form" in paragraph 1 above). The words

and phrases that have been defined will have the same meaning wherever they are used in this Form.

1.3 If you make changes or corrections to the information that you fill or complete in this Form, you must put your full signature next to the changes and corrections.

1.4 When you submit this Form to YeboYethu, you must also submit the appropriate Supporting Documents listed in Annexure 3 of the Trading Terms and Conditions.

1.5 You can download and print this Form from the Shareholder Platform Website or you may call the Call Centre (during Business Hours) and request that a copy be sent to you. You must complete this Form manually.

1.6 You must submit this Form (properly completed and signed), together with the Supporting Documents, to YeboYethu by email or fax or post or delivered by hand. The email, fax, post and hand delivery details are:

Physical Address:

Link Market Services (Pty) Ltd 13th Floor Rennie House 19 Amenshoff Sreet Braamfontein 2001 OR

Velocity Trade Financial Services (Pty) Ltd 1st Floor 200 Main Road Claremont Cape Town 7708; Fax: +27 86 249 1030; and Email: [email protected].

1.7 Any Supporting Documents delivered by hand or by post must be originals or certified copies.

1.8 Any Supporting Documents sent by email, fax or other electronic means must be certified copies.

1.9 Any Supporting Documents sent by fax or other electronic means, must be sent with a fax cover sheet which includes the information set out in Schedule 2 attached to this Form.

1.10 Copies can, for example, be certified at any South African Police Station.

1.11 If you have any questions regarding the contents of this Form, please contact the Call Centre.

Page 2: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

2

BLACK GROUP DETAILS

Black Group category Company

Partnership

Trust

Close

Corporation

Other

unincorporated

entity or

association

Black

Group

name

Group

Shareholder

Number

Registration

number

Investor

Number

AUTHORISED REPRESENTATIVE DETAILS

Surname

Signature

First names in full

Identity number

Capacity

Residential address

Postal Code

Contact details Office phone number

Home phone number

Cell phone number

Fax number

Email address

BEE STATUS

Please specify (if applicable) the percentage involvement in the ownership by: (i) Black People; (ii) Black women (if known) and (iii) Black new entrants (if known), using the "flow-through principle" according to the BEE Codes to determine the following percentages (www.thedti.gov.za):

% Economic interest % Exercisable voting rights

% Black ownership % %

% Black women ownership % %

% Members who are Black new entrants % %

CONTACT DETAILS FOR BLACK GROUP

Cell phone number:

(Note: This must be the same number as the Authorised Representative cell phone number above.)

E-mail address:

Office phone number:

Fax number:

Page 3: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

3

Postal address:

Postal code:

Physical address:

Postal code:

Please choose if messages we send you by SMS must also be sent to your e-mail address (please tick (√) the correct box)

Yes: No:

Please choose if the monthly statements we send you by SMS must also be sent to your e-mail address (please tick (√) the correct box)*

Yes: No:

Notes:

* This is only applicable if you select the Standard Trading Process.

BANK ACCOUNT DETAILS FOR BLACK GROUP*

Name of bank account holder:

Name of South African bank:

Name of bank branch: Bank account number:

Bank branch code: Account type: Cheque** Savings**

Notes:

* (i) This information is optional for the BEE Verification process in respect of the Standard Trading Process and the Off-Market Transfers Process and (ii) we cannot accept banking details in the name of a third party. ** Please tick (√) one.

If you have provided your bank account details above, please also ensure that the bank verification section below is complete.

SELECT METHOD OF TRANSACTING

Please select the method of BEE Verification you wish to use when becoming a BEE Verified Person:

Standard Trading Process *

Own-Broker Trading Process *

Off-Market Transfers Process *

* Please tick (√) one.

BANK VERIFICATION

We confirm that the above information about the abovementioned Black Group's account at this bank is correct. THIS MUST BE COMPLETED BY YOUR BANK _______________________________________

Signed on behalf of bank BANK STAMP HERE

Page 4: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

4

AGREEMENT TO THE TRADING TERMS AND CONDITIONS, PRIVACY POLICY AND THE IMPORTANT DISCLOSURES CONTAINED IN THE APPLICABLE TRADING TERMS AND CONDITIONS

You must agree to the applicable Trading Terms and Conditions, Privacy Policy and important disclosures contained in the applicable Trading Terms and Conditions in respect of the method of transacting which you have selected.

If you are applying to YeboYethu for BEE Verification, then you need to, as part of the BEE Verification process, agree to the applicable Trading Terms and Conditions, Privacy Policy and the important disclosures contained in the applicable Trading Terms and Conditions by completing and signing this Form. When you complete and sign this Form, you are confirming and agreeing that you have read, understand and agree to the applicable Trading Terms and Conditions, Privacy Policy and important disclosures contained in the applicable Trading Terms and Conditions.

It is important that you read and understand the applicable Trading Terms and Conditions, Privacy Policy and important disclosures contained in the applicable Trading Terms and Conditions. If you have not got a copy of the Trading Terms and Conditions, the Privacy Policy or the applicable Trading Terms and Conditions, you can get a copy:

on the Shareholder Platform Website;

by asking through the Call Centre; or

by asking in an e-mail to [email protected].

SIGNATURE SECTION

By signing below:

you agree that YeboYethu is allowed to verify (check) your details (including asking other people and companies) and you will also help YeboYethu to do this when we ask for your help;

you confirm that you have read, understand and agree to the applicable Trading Terms and Conditions and Privacy Policy; and

you are aware of, understand and agree to the limits, exclusions, liabilities, risks and promises in the applicable Trading Terms and Conditions.

Signature: Day Month Year

Name:

Capacity/office

held: Authorised Representative:

If you are not signing as the Authorised Representative of the Black Group but in a different capacity, please state this different capacity below. If you do not state this different capacity below, we will treat this as you signing as the Authorised Representative.

Other capacity (if any):

_________________________________

IMPORTANT: By signing this Form you confirm that the details contained in this Form are true and correct. Once you have signed this Form, you will not be able to say later that the details that you put in this Form were not true and correct when you gave us this Form. We may also have claims and rights against you because of the details that you put in this Form.

Page 5: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

5

Schedule 1

AUTHORISING RESOLUTION FOR BLACK GROUPS

Resolutions of the directors, trustees, partners or members of:

___________________________________________________ (_________________________)

Black Group name Black Group registration number

(the "Black Group")

Resolutions (agreements):

The directors, trustees, members or partners ("we") have been given the required notice and have agreed on ("resolved") the following:

Purchasing, holding, selling and/or transferring YeboYethu Shares

We agree (resolve) that the Black Group be and is authorised to do all things and sign all documents in respect of YeboYethu (RF) Limited ("YeboYethu") regarding the purchasing, holding, selling and/or transferring of, or otherwise taking any action in relation to, ordinary shares in YeboYethu ("YeboYethu Shares"), including but not limited to (and

to the extent applicable):

applying to YeboYethu for confirmation that the Black Group is eligible to become a holder (owner) of YeboYethu Shares, and to complete, sign and implement all forms, documents and agreements for (and related to) such application process ("Application Process");

applying to YeboYethu to be verified to buy and/or sell and/or give/take transfer of YeboYethu Shares, and to complete, sign and implement all forms, documents and agreements for (and related to) such verification process ("BEE Verification"); and

otherwise engaging with, or issuing instructions to YeboYethu, any of its service providers and/or any third parties rendering services to the Black Group, from time to time, in respect of the buying, holding, selling and/or transferring of, or otherwise taking any action in relation to, YeboYethu Shares (including, but not limited to any action in relation to any corporate action affecting the Black Group's holding of YeboYethu Shares).

Page 6: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

Appointment of Authorised Representative

We appoint ______________________________________ (insert name)

with ID number ___________________________________ (insert ID number)

as "Authorised Representative" of the Black Group.

We agree (resolve) that the Authorised Representative is allowed to do the following, for the Black Group:

do all such things and sign all such documents, necessary to give effect to or incidentally required for the Application Process;

do all such things and sign all such documents, necessary to give effect to or incidentally required for the BEE Verification process; and

otherwise engage with, or issue instructions to YeboYethu, any of its service providers and/or any third parties rendering services to the Black Group, from time to time, in respect of the buying, holding, selling and/or transferring of, or otherwise taking any action in relation to, YeboYethu Shares (including, but not limited to any action in relation to any corporate action affecting the Black Group's holding of YeboYethu Shares).

This is done and signed at __________________________on the _______ day of __________ 20____.

_____________________________________________ _________________________

Full name Signature

_____________________________________________

ID number

_____________________________________________ _________________________

Full name Signature

_____________________________________________

ID number

_____________________________________________ _________________________

Full name Signature

_____________________________________________

ID number

_____________________________________________ _________________________

Full name Signature

_____________________________________________

ID number

_____________________________________________ _________________________

Full name Signature

_____________________________________________

ID number

Page 7: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

7 Verification Form (Black Groups) with Standard Trading Terms and Conditions.docx 2016/07/19

_____________________________________________ _________________________

Full name Signature

_____________________________________________

ID number

Certification that the extract and signatures are true and accurate:

I certify (promise) that:

the above are the signatures of all the directors, trustees, partners or members of the Black Group needed to pass this resolution; and

the above is a true extract of the original resolution. ______________________________________ Name: ________________________________ Capacity: ______________________________ (Company secretary; director; trustee; managing partner or authorised member)

Date: ________________________________

Page 8: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

8 Verification Form (Black Groups) with Standard Trading Terms and Conditions.docx 2016/07/19

Schedule 2

FOR THE ATTENTION OF VELOCITY TRADE FINANCIAL SERVICES (PTY) LTD

Signature Day Month Year

THIS COVER SHEET MUST BE USED FOR ALL ELECTRONIC DOCUMENT TRANSMISSIONS

THIS COVER SHEET MAY BE FAXED TO: +27 86 249 1030

OR

E-MAILED TO: [email protected]

ELECTRONIC TRANSMISSION COVER SHEET

No. of pages (including this): Subject: Electronic document transmission

Identity number of sender (if applicable ):

Sender's Group Shareholder

number (if known):

Email address:

Cell phone number:

Office phone number:

Home phone number:

Fax number:

SENDER'S POSTAL ADDRESS SENDER'S PHYSICAL ADDRESS

POSTAL CODE: POSTAL CODE:

Page 9: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

1

1

YEBOYETHU (RF) LIMITED

STANDARD TRADING PROCESS:

VERIFICATION REQUIREMENTS, TERMS

AND CONDITIONS

Page 10: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

2

TABLE OF CONTENTS PAGE NO.

1 Sections to these Terms ........................................................................................ 3 2 Limits, exclusions, liabilities, risks and promises in these Terms .......................... 3 3 Important terms and conditions .............................................................................. 3 4 Annexures to these Terms ..................................................................................... 5 5 Meaning of words and rules for reading and applying ........................................... 6 6 About the Standard Trading Process ..................................................................... 6 7 The Trading Terms and Conditions is a legal contract between you and us ......... 8 8 Other important documents.................................................................................... 9 9 Black individuals (Black People) .......................................................................... 10 10 Black Groups ........................................................................................................ 12 11 Authorised Representatives ................................................................................. 14 12 Minors and persons without legal capacity .......................................................... 15 13 Changing, correcting and completing details ....................................................... 16 14 You promise the following when you agree to these Terms ................................ 18 15 Changing these terms .......................................................................................... 19 16 Suspension of your BEE Verification Status or suspending our use of the

Transaction Platform ............................................................................................ 19 17 Ending your use of the Transaction Platform ....................................................... 22 18 Intellectual property rights .................................................................................... 24 19 Transfer of rights .................................................................................................. 24 20 Limits to your claims against us ........................................................................... 24 21 Interpretation in line with the law .......................................................................... 26 22 Notices ................................................................................................................. 28 23 Details .................................................................................................................. 29 24 Whole agreement ................................................................................................. 30 25 Losing certain of your rights ................................................................................. 30 26 Each provision is separate ................................................................................... 30 27 South African law applies to these Terms ............................................................ 30 ANNEXURES Annexure 1 Annexure 2 Annexure 3

Interpretation and Definitions ........................................ 31 Privacy Policy ............................................................... 40 Supporting Documents ................................................. 45

Page 11: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

3

This document sets out the Trading Terms and Conditions applicable to the Standard Trading Process.

Any reference to "we", "us" or "our" shall refer to YeboYethu. Any reference to "you" and "your" shall refer to the Eligible Person making use of the Standard Trading Process.

2 SECTIONS TO THESE TERMS

2.1 SECTION A provides the basic information about the Standard Trading Process, how these Terms apply, and other important documents and information;

2.2 SECTION B provides information regarding how to complete the BEE Verification process. To use the Standard Trading Process, you, your parent or guardian (if you are a Minor) or your Authorised Representative (if you are a Black Group) must follow the steps laid out in Section B. Please note that there are different processes for Minors and other persons without Legal Capacity;

2.3 SECTION C contains certain warranties (promises), undertakings and indemnities (promises to pay) which you give to us and other persons;

2.4 SECTION D sets out when we may change these Terms, suspend the BEE Verification process or your use of the Transaction Platform, or close the Transaction Platform or your use of it;

2.5 SECTION E sets out our intellectual property rights and our right to transfer our rights and obligations to others. It also sets out some of the limits of the amounts you can claim from us;

2.6 SECTION F explains how you and we may send each other notices under these Terms. It also sets out the contact details for the Call Centre; and

2.7 SECTION G sets out the general terms of these Terms.

3 LIMITS, EXCLUSIONS, LIABILITIES, RISKS AND PROMISES IN THESE TERMS

3.1 If you have chosen to hold, buy or sell your Shares in terms of the Standard Trading Process, then you need to agree to these Terms they record the terms, conditions, restrictions and limitations applicable to you, as well as your rights and duties.

3.2 PLEASE NOTE: There are various parts in these Terms where:

3.2.1 your claims against us and our risks are excluded (taken away) or limited (lessened);

3.2.2 rights and remedies you have against us are excluded or limited, including the amounts you can claim from us;

3.2.3 you take on responsibility (liability) and risks; and

3.2.4 you make promises to us.

Important: These parts will only apply as far as is allowed by the law, including as far as is allowed by the CP Act.

4 IMPORTANT TERMS AND CONDITIONS

All of the terms and conditions in these Terms are important. However, please ensure that you take special note of the words/sentences that are inside a box with bold writing as they have particular consequences for you. Where boxes with bold writing appear in this document, they are only intended to bring your attention to important parts and to explain the fact, nature and

Page 12: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

4

effect of those parts. These boxes with bold writing are aids to understanding only and are not terms or conditions themselves. They do not limit the meaning or application of this document. If parts of this document are discussed in the boxes, such discussion does not apply only to the situations and facts given in the examples or situations described in the boxes, but may apply to similar examples or situations.

The table below tells you where to find these parts in these Terms.

Section Heading of part

Section A (About these Terms)

Paragraph 8.1 (Agree to these Terms)

Section A (About these Terms)

Paragraph 7.2.6 (We will not be responsible (liable) for the actions of the Trading Entity and the Custody Entity)

Section B (How to complete the BEE Verification process)

Paragraph 12.3 (We follow your Authorised Representative's instructions)

Section B (How to Complete the BEE Verification process)

Paragraph 13.1 (Your parent or guardian acts for you)

Section C (Warranties, Undertakings and Indemnities)

Paragraph 15 (What you promise when you agree to these Terms)

Section E (Our Rights, Obligations and Limits to Our Liability)

Paragraph 21 (Limits to your claims against us) (Please read the whole of paragraph 21)

Annexure 2 (Privacy Policy) Paragraph 30.7 (You give up your rights)

Annexure 2 (Privacy Policy) Paragraph 30.8 (Confirmation of your ability)

Annexure 2 (Privacy Policy) Paragraph 30.9 (Limits to your claims against us)

You confirm that you have read, are aware of, understand and agree to the limits, exclusions, liabilities, risks and promises in these Terms.

Page 13: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

5

5 ANNEXURES TO THESE TERMS

5.1 Annexure 1: Interpretation and Definitions

Specific meanings (definitions) have been given to some words and phrases in these Terms. These words and phrases start with a capital letter. The only defined words that do not always have a capital letter are the words "you", "we" and "us". A list of defined words and phrases, and also the meanings we have given them, is contained in Annexure 1 (Interpretation and Definitions) attached to these Terms.

5.2 Annexure 2: Privacy Policy

This Annexure sets out how we use your Personal Information. This is the Privacy Policy for the Standard Trading Process.

5.3 Annexure 3: Supporting Documents

This Annexure provides a list of documents required for Black People and Black Groups wishing to complete the Application Process, the BEE Verification process and/or wishing to change or correct the details we have for you.

Page 14: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

6

SECTION A: ABOUT THESE TERMS

6 MEANING OF WORDS AND RULES FOR READING AND APPLYING

6.1 Unless otherwise stated or the context otherwise indicates, words and phrases that are defined will start with a capital letter and a full list of these words and phrases is provided in Annexure 1 (Interpretation and Definitions) to these Terms, along with an explanation of how to read, interpret and apply these words and phrases to these Terms.

6.2 Sometimes the definitions of a word or phrase can also be found in a paragraph where we use the word or phrase. These words and phrases that have been defined will have the same meaning wherever they are used in these Terms.

6.3 Where we use the word "responsibilities" in these Terms, this may also include liabilities, obligations or duties.

7 ABOUT THE STANDARD TRADING PROCESS

7.1 BEE Verification Agent acting on our behalf

During the Lock-in Period, only Eligible Persons may own Shares. To hold, buy, sell or otherwise transfer Shares during the BEE Listing Period in terms of the Standard Trading Process, you must qualify as a BEE Verified Person. We have established procedures to ensure that Black Persons or Black Groups that own Shares, or that want to own Shares, are confirmed as Eligible Persons as well as that such Eligible Persons qualify as BEE Verified Persons. We have appointed the BEE Verification Agent to do these tasks. The BEE Verification Agent will accordingly act as our agent and undertake various actions and carry out various tasks on our behalf.

7.2 The BEE Listing

7.2.1 With effect from the date announced by YeboYethu (the date of the BEE Listing), the OTC Trading Platform will no longer operate. Rather, the Shares will be listed on the JSE. This will change the way in which you may hold, buy, sell or otherwise transfer Shares. You may find information regarding the different options when it comes to the ways in which you may hold, buy, sell or otherwise transfer Shares on the Shareholder Platform Website. From the date of the BEE Listing, you may hold, buy, sell or otherwise transfer Shares in one of the following three ways:

7.2.1.1 in terms of the Own-Broker Trading Process. With this option, you will trade on the JSE, but not through the Transaction Platform and we will require, amongst other things, that you sign a YeboYethu BEE Contract with us and each of the Relevant Market Participants that you have chosen to provide trading and custody services to you in respect of your Shares;

7.2.1.2 in terms of the Off-Market Transfers Process. If you wish to hold, buy, sell or otherwise transfer or receive transfer of Shares by way of an Off-Market Transfer, then you will choose to do so in terms of the Off-Market Transfers Process; or

7.2.1.3 in terms of the Standard Trading Process (which is described in greater detail below).

7.2.2 There are specific BEE Verification requirements which apply in respect of the three options referred to in paragraphs 7.2.1.1, 7.2.1.2 and 7.2.1.2 above. Please refer to the applicable Trading Terms and Conditions in respect of each of these options.

Page 15: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

7

7.2.3 This document sets out the Trading Terms and Conditions which apply to the Standard Trading Process. In terms of this option, you will be required to sign as part of the BEE Verification:

7.2.3.1 the Custody Entity Mandate, which is a contract between you and the Custody Entity; and

7.2.3.2 the Trading Entity Mandate, which is a contract between you and the Trading Entity.

7.2.4 The Custody Entity's nominee (being Pacific Custodians (Nominees) (RF) Proprietary (Limited) will be named in YeboYethu's electronic Securities Register as the registered holder of your Shares. You will still be the beneficial owner of your Shares even though they are registered in the name of the Custody Entity's nominee. The Custody Entity will provide you with custody and settlement services in respect of your Shares, and will hold and administer the funds which you have deposited with the Custody Entity for trading purposes. You may decide to change the way in which you hold your Shares. For example, you may want to have a different person (including yourself) be named as the registered holder of your Shares in the Securities Register. In this case, different BEE Verification requirements will then apply to you. Please refer to the Shareholder Platform Website for details on the different BEE Verification requirements which apply to the Standard Trading Process, the Off-Market Transfers Process and the Own-Broker Trading Process.

7.2.5 The Trading Entity will provide trading services to you. When you want to buy or sell Shares, you will place your Order with the Trading Entity (either through the Transaction Platform Website or the Call Centre), and the Trading Entity will then place this Order with the JSE on your behalf. You may not place any Orders in respect of Shares other than through the Trading Entity.

7.2.6 You will have a contract with, and be a direct client of, the Trading Entity and the Custody Entity. We will not be responsible (liable) for the actions of the Trading Entity and the Custody Entity.

7.2.7 Given the integrated nature of the trading services which the Trading Entity will provide to you and the custody and settlement services which the Custody Entity will provide to you, through the Transaction Platform, your Personal Information will be shared by us with both the Trading Entity and the Custody Entity, and between the Trading Entity and the Custody Entity from time to time. You give us permission to share your Personal Information for this purpose. See Annexure 2 (Privacy Policy) of this document for further information on the permissions you give us in respect of your Personal Information.

7.2.8 If you have chosen to hold, buy and sell your Shares in terms of the Standard Trading Process, then these Terms will apply to you. If you at any time wish to change the way in which you hold, buy, sell or otherwise transfer Shares, you must consider the information which is available to you on the Shareholder Platform Website and apply to be BEE Verified in terms of the option chosen by you.

7.3 Who can buy and own Shares?

7.3.1 During the BEE Listing Period, only Black Persons and Black Groups who are Eligible Persons may own Shares, and only BEE Verified Persons may buy, sell, otherwise transfer or receive transfer of Shares.

7.3.2 Only Black People or Black Groups who we have confirmed are Eligible Persons, or who are treated by us as Eligible Persons, may apply to be confirmed as a BEE Verified Person. Only once you are confirmed as a BEE Verified Person in terms of these Terms may you hold, buy or sell Shares through the Standard Trading Process.

Page 16: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

8

7.4 Buying and selling Shares through the Transaction Platform

7.4.1 From the date of the BEE Listing, Shares may be bought and sold on the JSE. A Transaction Platform has been created by the Trading Entity and the Custody Entity. The Transaction Platform will provide one way in which YeboYethu shareholders and other qualifying Black Persons and Black Groups can buy and sell Shares on the JSE.

7.4.2 The Transaction Platform is an electronic platform for the purposes of maintaining records of your holding of Shares and for placing Orders through a website or through a call centre. This electronic system can be used through the Transaction Platform Website or through the Call Centre. This electronic system, the Transaction Platform Website and the Call Centre all together form the "Transaction Platform". Even though Orders are placed by you with the Trading Entity through the Transaction Platform, no matching of Orders will take place on the Transaction Platform. The Trading Entity will, in terms of your contract with the Trading Entity, relay your Order to the JSE, where the Order will match in accordance with the JSE's own systems and processes.

7.4.3 When you use the Transaction Platform, you must comply with these Terms.

7.5 Fees

There is no fee for completing the Application Process or the BEE Verification process or for registering to use the Transaction Platform. You will have to pay transaction fees and taxes to the Trading Entity and the Custody Entity when you buy or sell Shares through the Transaction Platform. Please refer to the Trading Entity Mandate and the Custody Entity Mandate for details on the fees payable by you to the Trading Entity and the Custody Entity respectively.

7.6 Authorities may impose further conditions on the Transaction Platform

Authorities may impose further conditions on the Transaction Platform. This may affect the Transaction Platform's operation.

7.7 We do not provide any advice

We do not provide any legal, financial, investment, tax or other advice. You must not treat any information we give as such advice. You are responsible for getting this advice if you need it.

8 THE TRADING TERMS AND CONDITIONS IS A LEGAL CONTRACT BETWEEN YOU AND US

8.1 Agree to these Terms

8.1.1 These Terms apply to the BEE Verification process and your use of the Transaction Platform when you have chosen to hold, buy or sell Shares in terms of the Standard Trading Process.

8.1.2 You must agree to these Terms if you want to become a BEE Verified Person for the Standard Trading Process and to use the Transaction Platform.

8.1.3 When you agree to these Terms, this will become a legal contract between you and us.

THESE TERMS PUT RESPONSIBILITIES AND RISKS ON YOU AND LIMIT OUR RESPONSIBILITIES AND RISKS. YOU MUST MAKE SURE YOU READ THESE

TERMS CAREFULLY AND FOLLOW ALL THE INSTRUCTIONS IN IT.

Page 17: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

9

8.2 How to agree to the Terms

8.2.1 There are different ways that you can agree to these Terms.

8.2.2 If you are a Black Person, see Step 5: Agree to these Terms and the Privacy Policy under paragraph 10.5 contained below in Section B (How to Complete the BEE Verification process), for information on how you can agree to these Terms.

8.2.3 If you are a Black Group, see Step 2: Agree to these Terms and the Privacy Policy, the Trading Entity Mandate and the Custody Entity Mandate under paragraph 11.2 contained below in Section B (How to Complete the BEE Verification process) for information on how you can agree to these Terms.

9 OTHER IMPORTANT DOCUMENTS

9.1 Application Form (Black People)

If you have not previously held Shares, we require you to first submit an Application Form (Black People), which will include completing an affidavit confirming your status as a Black Person, before you can be considered an Eligible Person.

9.2 Application Form (Black Group)

If you are a Black Group that has not previously held Shares you must first submit the Application Form (Black Group), confirming your status as a Black Group, which may include completing the BEE Ownership Document (in the absence of a valid BEE Ownership Certificate), before you can be considered an Eligible Person.

9.3 Financial Intelligence Centre Act, 2001

If you have not previously traded Shares on the OTC Trading Platform you will be required to submit all documentation required by the BEE Verification Agent for purposes of complying with the requirements of the Financial Intelligence Centre Act, 2001.

9.4 Verification Form (Black People)

We require Black People to complete a Verification Form (Black People) that we will provide, and to provide all Supporting Documents referred to in Annexure 3 (Supporting Documents) of these Terms.

9.5 Verification Form (Black Groups)

We require Black Groups to complete a Verification Form (Black Groups) that we will provide, and to provide all Supporting Documents referred to in Annexure 3 (Supporting Documents) of these Terms.

9.6 YeboYethu MOI and Transaction Agreements

The YeboYethu MOI and the Transaction Agreements, which govern the relationship between YeboYethu shareholders, apply to Black People and Black Groups who own Shares.

You must agree to be bound by the YeboYethu MOI and Transaction Agreements as part of the BEE Verification process. This is a condition to you qualifying as a BEE Verified Person.

(You may ask us to give you copies of the YeboYethu MOI and Transaction Agreements at any time or you can view them on the Shareholder Platform Website.)

Page 18: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

10

SECTION B: HOW TO COMPLETE THE BEE VERIFICATION PROCESS

10 BLACK INDIVIDUALS (BLACK PEOPLE)

10.1 Step 1: Receive confirmation that you are an Eligible Person

To start the BEE Verification process, you must be an Eligible Person. If you are a Black Person who has not previously held Shares you must first submit the Application Form, which will include completing an affidavit confirming your status as a Black Person, before you can be considered an Eligible Person. Once we are satisfied that you are an Eligible Person, we will inform you by SMS and/or e-mail (if you provided an e-mail address) that we consider you to be an Eligible Person. We will provide you with a link which you may click to start the BEE Verification process if you wish to use the Standard Trading Process. You may also phone the Call Centre. Black Persons who currently hold Shares shall automatically be regarded as Eligible Persons, shall not be required to complete the Application Process and may start the BEE Verification process. However, Black People that have previously held Shares but have not previously traded Shares on the OTC Trading Platform shall be required to provide all documentation required for FICA to the BEE Verification Agent as part of the BEE Verification process.

10.2 Step 2: Give us your shareholder number and identity number ("ID Number")

10.2.1 After you have received the notification from us saying that you are an Eligible Person, you must start the BEE Verification process by giving us your ID Number so that we can identify you. You can do this on the Shareholder Platform Website (by clicking the button that says "Apply for BEE Verification for the Standard Trading Process") or by clicking on the link we have sent you or by phoning the Call Centre. If you click this button on the Shareholder Platform Website or follow the link that we provided, you will be taken to the BEE Verification page on the Transaction Platform Website, where the BEE Verification process will need to be completed.

10.2.2 If the ID Number you give us is incorrect, or we do not have such an ID Number in our Eligible Person records, we may ask you to give us information to prove that you are an Eligible Person. You will only be able to continue with the BEE Verification process once you have given us the information we need and we have updated our records.

10.3 Step 3: Receive a "One Time Pin" ("OTP")

10.3.1 After we have confirmed that your ID Number belongs to an Eligible Person, we will ask you to confirm that the cell number we have for you is correct.

10.3.2 If you confirm that the cell number is correct, we will send you an SMS with an OTP to that number. If you tell us that your cell number has changed or is incorrect, we may ask you to complete and give us a Change of Details Form (Black People). See paragraph 14 (Changing, correcting and completing details) contained in this Section B (How to Complete the BEE Verification process), for more about changes of details.

10.4 Step 4: Enter your OTP

When we ask you, you must give us your OTP by entering it on the Transaction Platform Website or by telling the Call Centre Agent who you are speaking to. The OTP we send you will expire after 5 minutes. If you do not give us the OTP before it expires, you will have to start the process again.

Page 19: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

11

10.5 Step 5: Agree to these Terms and the Privacy Policy

10.5.1 After you have entered your OTP, you will be asked to agree to these Terms and the Privacy Policy. This can be done:

10.5.1.1 through the Transaction Platform Website by clicking on the relevant checkbox when you are asked to do so; or

10.5.1.2 through the Call Centre by confirming to the Call Centre Agent over the phone that you have read, understand and agree to these Terms and the Privacy Policy.

10.6 Step 6: Agree to the Trading Entity Mandate and the Custody Entity Mandate

After you have agreed to these Terms and the Privacy Policy, you will be asked to agree to the Trading Entity Mandate and the Custody Entity Mandate. This can be done:

10.6.1 through the Transaction Platform Website by clicking on the relevant checkbox when you are asked to do so; or

10.6.2 through the Call Centre by confirming to the Call Centre Agent over the phone that you have read, understand and agree to the Trading Entity Mandate and the Custody Entity Mandate.

10.7 Step 7: Confirm your details and provide us with outstanding Supporting Documents

10.7.1 We will ask you to confirm that the details we have on record for you are still correct. If your details are wrong or incomplete, you must click on "These details are incorrect" on the Transaction Platform Website or inform the Call Centre Agent. You will need to complete a Change of Details Form (Black People) for changes, corrections or additions to any of your details. See paragraph 14 (Changing, correcting and completing details) contained in this Section B (How to Complete the BEE Verification process), for more information about changes of details.

10.7.2 If you have not yet provided any particular information or Supporting Documents which we require in order to complete your BEE Verification process, we will notify you of this either through the Transaction Platform Website or the Call Centre Agent will do so. In order to complete the BEE Verification process, you must ensure that you have provided us with all of the Supporting Documents referred to in Annexure 3 (Supporting Documents) attached to these Terms. The list of Supporting Documents may also be obtained on the Shareholder Platform Website or you may call the Call Centre (during Business Hours) for this information. The Supporting Documents which you have not yet provided to us may be submitted to us in accordance with paragraph 23.5 (Address where we agreed to accept legal documents and notices) contained in Section F (Contact Details and Notices) and also by way of hand delivery to 13th Floor Rennie House, 19 Ameshoff Street, Braamfontein, 2001.

10.7.3 We will review your Supporting Documents. If there is any required information or Supporting Document missing, you will be informed by SMS and/or e-mail (if you provided an e-mail address) that your submission is incomplete, and we will request that you provide the missing information or Supporting Document to us.

Page 20: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

12

10.8 Step 8: Receive confirmation that you are a BEE Verified Person

10.8.1 We will await to receive confirmation from:

10.8.1.1 the Trading Entity that you have validly agreed to the Trading Entity Mandate; and

10.8.1.2 the Custody Entity that:

10.8.1.2.1 you have validly agreed to the Custody Entity Mandate; and

10.8.1.2.2 the Custody Entity is satisfied with your information and all Supporting Documents submitted, and has accordingly created a custody account in your name which you can access once you have Registered to use the Transaction Platform Website.

10.8.2 Only once you have successfully completed the Steps listed above, and we have received the confirmations referred to in paragraph 10.8.1 above, will you have successfully completed the BEE Verification process. We will inform you by SMS that you qualify as a BEE Verified Person for the purposes of the Standard Trading Process. You may then proceed to Register to use the Transaction Platform. Please refer to the Trading Entity Mandate for details on how to complete the Registration Process.

11 BLACK GROUPS

11.1 Step 1: Complete an Application Form (Black Groups) and Verification Form (Black Groups) to confirm that you are an Eligible Person

11.1.1 To start the BEE Verification process, you must be an Eligible Person. If you are a Black Group that has not previously held Shares you must first submit the Application Form, which may include completing the BEE Ownership Document (in the absence of a valid BEE Ownership Certificate) confirming your status as a Black Group, before you can be considered an Eligible Person. Once we are satisfied that you are an Eligible Person, we will inform your Authorised Representative by SMS and/or e-mail (if your Authorised Representative provided an e-mail address) that we consider you to be an Eligible Person. We will provide your Authorised Representative with a link which your Authorised Representative may click to start the BEE Verification process if you wish to use the Standard Trading Process. Your Authorised Representative may also phone the Call Centre. Black Groups that currently hold Shares shall automatically be regarded as Eligible Persons, shall not be required to complete the Application Process and may start the BEE Verification process. However, Black Groups that have not previously traded Shares on the OTC Trading Platform shall be required to provide all documentation required for FICA to the BEE Verification Agent as part of the BEE Verification Process.

11.1.2 To start the Verification Process, you must complete and sign a Verification Form (Black Groups).

11.1.3 The Verification Form (Black Groups) may be obtained on the Shareholder Platform Website or you may call the Call Centre (during Business Hours) and request that a copy be sent to you. You must download and print the Verification Form (Black Groups) and complete it manually.

11.1.4 Please note that Annexure 3 (Supporting Documents) includes a list of Supporting Documents which you are required to submit together with your completed and signed Verification Form (Black Groups). You may have previously submitted certain of the Supporting Documents to us. We may require you to re-submit any or all of these Supporting Documents in order for your BEE Verification application to be considered.

11.1.5 Black Groups need to have an Authorised Representative to use the Transaction Platform. See paragraph 12 (Authorised Representatives) contained in this

Page 21: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

13

Section B (How to Complete the BEE Verification process), for more information about Authorised Representatives.

11.1.6 The completed and signed Verification Form (Black Groups), together with all required Supporting Documents, may be delivered to us in accordance with paragraph 23.5 (Address where we agree to accept legal documents and notices) contained in Section F (Contact Details and Notices) and also by way of hand delivery to 13th Floor Rennie House, 19 Ameshoff Street, Braamfontein, 2001.

11.1.7 We will review your Verification Form (Black Groups) and all Supporting Documents. If there is any required information or Supporting Document missing from your application or if we require you to re-submit any Supporting Documents previously provided to us, you will be notified by SMS and/or e-mail (if you provided an e-mail address) that your Verification Form (Black Groups) is incomplete, and will request that you provide the missing information or Supporting Document to us.

11.2 Step 2: Agree to these Terms, the Privacy Policy, the Trading Entity Mandate and the Custody Entity Mandate

You must agree to these Terms and the Privacy Policy (see Annexure 2 (Privacy Policy) by completing and signing the Verification Form (Black Groups), and you must agree to the Trading Entity Mandate (see Annexure D (Trading Entity Mandate) and the Custody Entity Mandate (see Annexure E (Custody Entity Mandate), copies of which are attached to these Terms.

11.3 Step 3: Receive confirmation that you qualify as a BEE Verified Person

11.3.1 We will await to receive confirmation from:

11.3.1.1 the Trading Entity that you have validly agreed to the Trading Entity Mandate; and

11.3.1.2 the Custody Entity that:

11.3.1.2.1 you have validly agreed to the Custody Entity Mandate; and

11.3.1.2.2 the Custody Entity is satisfied with your particulars and all Supporting Documents submitted in respect of you, and has accordingly created a custody account in your name which you can access once you have Registered to use the Transaction Platform Website.

11.3.2 When we are satisfied that:

11.3.2.1 you are an Eligible Person;

11.3.2.2 your Verification Form (Black Groups) is complete and that you have provided all required Supporting Documents; and

11.3.2.3 you have agreed to be bound by these Terms, the Privacy Policy, the Trading Entity Mandate and the Custody Entity Mandate,

and we have received the confirmations referred to in paragraph 11.3.1 above, we will notify your Authorised Representative by SMS and/or e-mail (if your Authorised Representative provided an e-mail address) that you qualify as a BEE Verified Person for the purposes of the Standard Trading Process. You may then proceed to Register to use the Transaction Platform. Please refer to the Trading Entity Mandate for details on how to complete the Registration Process.

Page 22: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

14

12 AUTHORISED REPRESENTATIVES

12.1 Black Groups must have an Authorised Representative

Black Groups must appoint a person to be their Authorised Representative. If you are a Black Group, an "Authorised Representative" is the individual you appoint to use the Transaction Platform for you and to engage with us, the BEE Verification Agent, the Trading Entity, the Custody Entity and the Transfer Secretaries on your behalf.

12.2 Appointing and changing an Authorised Representative

12.2.1 A Black Group may appoint an Authorised Representative as part of the Application Process. If this was not done while completing the Application Process, you must appoint an Authorised Representative as part of the BEE Verification process. The Black Group must put the elected Authorised Representative's name in the Verification Form (Black Groups) and provide us with the Supporting Documents we need.

12.2.2 To change an Authorised Representative, your new Authorised Representative must provide us with a completed Change of Details Form and the required Supporting Documents listed in Annexure 3 (Supporting Documents). See paragraph 14 (Changing, correcting and completing details) contained in this Section B (How to Complete the BEE Verification process), for more information about changes of details.

12.2.3 After we have received and checked the Change of Details Form and the required Supporting Documents, we will send confirmation by SMS to your new Authorised Representative. This process may take a few days.

12.3 We follow your Authorised Representative's instructions

12.3.1 Only the Authorised Representative will be able to engage with us or the BEE Verification Agent on your behalf or issue instructions on your behalf to the Trading Entity and the Custody Entity.

12.3.2 If the Black Group changes its Authorised Representative, the old Authorised Representative will not be able to act for the Black Group on the Transaction Platform anymore or do anything else in relation to the Standard Trading Process. See paragraph 12.2 (Appointing and changing an Authorised Representative) above, for more information about changing an Authorised Representative.

12.3.3 You give us, any of our agents, the Trading Entity and the Custody Entity permission to carry out instructions given to us or any of them by your Authorised Representative. We (and our agents, the Trading Entity and the Custody Entity) may treat instructions given by your Authorised Representative as if they are instructions given with your permission or given directly by you. You are responsible (liable) for what your Authorised Representative does.

Page 23: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

15

13 MINORS AND PERSONS WITHOUT LEGAL CAPACITY

13.1 Your parent or guardian acts for you

If you are a Minor:

13.1.1 your parent or guardian must complete the BEE Verification process for you. Your parent or guardian must register for you to use the Transaction Platform. Your parent or guardian must phone the Call Centre and a Call Centre Agent will tell your parent or guardian what information we need and how they should complete the BEE Verification process for you; and

13.1.2 in these Terms and the Change of Details Form, when we refer to "you" or "your" or "yourself" or "I", this means both you (the Minor) and also the parent or guardian acting on your behalf. This does not apply when the situation requires or suggests that we are only referring to the Minor and not also to the parent or guardian (for example, when we refer to "you" in paragraph 13.2 (When you turn 18) below.)

THIS PARAGRAPH 12.3 IS IMPORTANT AS IT:

- limits your claims against us; - limits or excludes any rights and remedies you have against us; and - makes you take on responsibility (liability) and risks.

Because of this paragraph you appoint the Authorised Representative knowing that they may do things which will affect you. You also take on liability for what your Authorised Representative does and we may have claims against you. We will not be responsible if you suffer loss or damages because of something your Authorised Representative did. For example, if they gave us Personal Information without your consent or knowledge.

Page 24: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

16

13.2 When you turn 18

When you turn 18 years old, your parent or guardian will no longer be able to represent you. You will need to call the Call Centre and follow the instructions given by the Call Centre Agent.

13.3 Other Black Persons without Legal Capacity

There may be other terms and conditions that apply to Black Persons who do not have Legal Capacity (this is the right and ability to enter into valid agreements, considering factors like age, marriage status, mental status and financial status). For more information about this, please contact the Call Centre or send an email to [email protected].

14 CHANGING, CORRECTING AND COMPLETING DETAILS

14.1 New, incorrect or incomplete details

You must tell us if the details we have for you change, or if they are incorrect or incomplete.

14.2 Complete and send us a Change of Details Form and Supporting Documents

14.2.1 You must provide us with a completed Change of Details Form and provide us with the required Supporting Documents. The Supporting Documents we need will depend on the details that you are changing.

14.2.2 This Change of Details Form and the list of the Supporting Documents can be obtained from the Shareholder Platform Website or the Transaction Platform Website or you can phone the Call Centre and it will be sent to you. The list of Supporting Documents is

THIS PARAGRAPH 13.1 IS IMPORTANT.

When we refer to "you" or "your" or "yourself" or "I", this can mean both the Minor and also the parent or guardian of the Minor. Because of this, in these Terms:

- whenever the Minor agrees to something, the parent or guardian is also agreeing to it;

- all the limitations and exclusions of our responsibilities (liabilities) towards the Minor will also apply towards the parent or guardian;

- whenever the rights and remedies of the Minor against us are excluded or limited, the rights and remedies of the parent or guardian against us are also limited and excluded;

- whenever the Minor takes on responsibility (liability) and risks, the parent or guardian also takes on responsibility (liability) and risks; and

- whenever we have claims against the Minor, we will also have claims against the parent or guardian.

Because of this paragraph, the Minor and the parent or guardian is responsible for what the other does.

We will not be responsible if the Minor suffers loss or damages because of something that the parent or guardian did. For example, if they gave us Personal Information without the Minor's consent and knowledge. We will also not be responsible (liable) if the parent or guardian suffers loss or damages

because of something that the Minor did.

Page 25: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

17

also attached to these Terms as Annexure 3 (Supporting Documents).

14.2.3 You must send the properly completed Change of Details Form and the Supporting Documents we ask for to us in accordance with paragraph 23.5 (Address where we agree to accept legal documents and notices) contained in Section F (Contact Details and Notices) and also by way of hand delivery to 13th Floor Rennie House, 19 Ameshoff Street, Braamfontein, 2001.

14.2.4 After we have received and checked the Change of Details Form and the required Supporting Documents, we will send confirmation by SMS and/or by e-mail (if you provided an e-mail address) to you or your Authorised Representative (if you are a Black Group). This may take a few days.

14.3 Suspending or stopping the BEE Verification process or your use of the Transaction Platform

14.3.1 We can stop or suspend the BEE Verification process or make the Trading Entity and the Custody Entity stop or suspend your use of the Transaction Platform if we reasonably think that your details have changed, or that your details are incomplete or incorrect, or that you do not qualify as a BEE Verified Person. We may refuse to complete the BEE Verification process if we reasonably think that your details have changed, or that your details are incomplete or incorrect, or that you do not qualify as an Eligible Person. This right of ours is included in the Trading Entity Mandate and the Custody Entity Mandate. If this happens, you must provide us with a complete Change of Details Form and any Supporting Documents which we ask for. See paragraph 14.2 (Complete and send us a Change of Details Form and Supporting Documents) above contained in this Section B (How to Complete the BEE Verification process), for more information in this regard.

14.3.2 We may allow you to continue the BEE Verification process or to register on and use the Transaction Platform, after we have received and checked the Change of Details Form and the required Supporting Documents. We will send confirmation by SMS and/or by e-mail (if you provided an e-mail address) to you. This may take a few days.

Page 26: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

18

SECTION C: WARRANTIES, UNDERTAKINGS AND INDEMNITIES

15 YOU PROMISE THE FOLLOWING WHEN YOU AGREE TO THESE TERMS

15.1 When you agree to these Terms, you agree, promise (warrant) and undertake that:

15.1.1 you are a Black Person or a Black Group (as applicable);

15.1.2 you are an Eligible Person;

15.1.3 any information and documents which you provide (or have provided) to us, any of our agents, the Trading Entity and/or the Custody Entity are complete and accurate in all respects, and you are aware that we, our agents, Trading Entity and Custody Entity will rely on the details contained in such information and documents;

15.1.4 you will be and remain the beneficial owner of the Shares that you buy through the Transaction Platform;

15.1.5 subject to our rights under the YeboYethu MOI, nobody else has any rights to or over your Shares;

15.1.6 you are not holding the Shares for somebody else;

15.1.7 you will not try to sell Shares belonging to someone else; and

15.1.8 we may require you to sell your Shares under the YeboYethu MOI (for example, if you are not actually a Black Person or Black Group, or you are not an Eligible Person). If this happens then you agree that we may instruct the Custody Entity to transfer your Shares to us in terms of the YeboYethu MOI or the Transaction Agreements. You further agree that the Custody Entity may treat this instruction by us as if it were an instruction by you.

15.2 When you agree to these Terms, you give the following promise to pay

You agree to pay to us and our directors, officers, employees, servants, agents and contractors or other persons for whom in law they may be liable, the amount of any claims made against any of them by any person or any direct loss or damage suffered by them because of something that you have done or failed to do (including as a result of your breach of these Terms or the YeboYethu MOI).

THIS PARAGRAPH 15 IS IMPORTANT AS IT CONTAINS WHAT YOU PROMISE WHEN YOU AGREE TO THESE TERMS.

You promise and agree to certain facts, and agree to be responsible (liable) for certain payments. By making these promises you take on liability and risks.

You will not be able to deny that the statements and promises below are not true. Because of this paragraph we may treat the promises you make as the truth. If

your statements or promises are not true, we may have claims against you.

Page 27: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

19

SECTION D: CHANGES TO THESE TERMS, SUSPENSION OF BEE VERIFICATION STATUS OR YOUR USE OF THE TRANSACTION PLATFORM

16 CHANGING THESE TERMS

16.1 We may change the Terms

We may change these Terms at any time. We will give you at least 10 Business Days' notice before the changes will apply. We will give you notice of the changes in a shorter time period in either of these circumstances:

16.1.1 the law or an applicable Authority says we must; or

16.1.2 it is reasonable to give you less than 10 Business Days' notice.

16.2 Agree to the changes before they apply

16.2.1 If we make changes to these Terms, you must agree to the changes before they apply or stop using the Transaction Platform.

16.2.2 If you choose to stop using the Transaction Platform, you must do so in accordance with the Trading Entity Mandate and the Custody Entity Mandate, as you are a client of each of the Trading Entity and the Custody Entity. Please note that if you stop using the Transaction Platform, you will no longer be a BEE Verified Person for the purposes of the Standard Trading Process. You will need to apply again to become a BEE Verified Person before you will be allowed to buy or sell any Shares.

16.2.3 If you do not agree to our changes to the Terms before the changes apply, we may suspend you from using the Transaction Platform and we can make the Trading Entity suspend the trading services which it provides to you in terms of the Trading Entity Mandate. We may also take away your status as a BEE Verified Person if you do not agree to our changes to the Terms. You will then no longer be a BEE Verified Person for the purposes of the Standard Trading Process.

16.2.4 Until you agree to our changes to these Terms, every time you log in to the Transaction Platform Website or contact the Call Centre, you will be given an opportunity to agree to the changes.

17 SUSPENSION OF YOUR BEE VERIFICATION STATUS OR SUSPENDING OUR USE OF THE TRANSACTION PLATFORM

17.1 Suspension because of a dispute or illegal activity

We may suspend your BEE Verification status and/or make each of the Trading Entity and the Custody Entity temporarily suspend part or all of your use of the Transaction Platform and your Transaction Platform Account if (this right of ours will be included in the Trading Entity Mandate and the Custody Entity Mandate):

17.1.1 we reasonably believe that your Transaction Platform Account is being used for illegal purposes, including money laundering or fraud;

17.1.2 there is a disagreement between who owns or has authority to trade the Shares; or

17.1.3 you are a Black Group, if there is disagreement about whether the Authorised Representative is still authorised to represent you.

Page 28: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

20

17.2 Notice we will give you before we suspend your BEE Verification status or suspend your use of the Transaction Platform because of a dispute or illegal activity

We will give you notice that we will suspend your BEE Verification status or are about to make the Trading Entity and the Custody Entity suspend your use of the Transaction Platform and, as far as the law allows, give you 10 Business Days to prove:

17.2.1 you are the owner of the Shares;

17.2.2 you are not using the Transaction Platform Account for illegal purposes; or

17.2.3 your Authorised Representative is still authorised to represent you, or that a new Authorised Representative has been appointed. See paragraph 12.2 (Appointing and changing an Authorised Representative) contained in Section B (How to Complete the BEE Verification process), for information about changes to your Authorised Representative.

17.3 Permanent removal or suspension of your use of the Transaction Platform because of a dispute or illegal activity

If you do not prove the facts above within 10 Business Days, we can make the Trading Entity and the Custody Entity suspend your use of the Transaction Platform until you give us the proof we need.

17.4 Suspension of BEE Verification status or suspension of your use of the Transaction Platform because of expiry of BEE Status

17.4.1 A Black Group's BEE Status (proof that you qualify as a Black Group in terms of a BEE Ownership Certificate or BEE Ownership Document) expires on the earlier of:

17.4.1.1 the date set out on the BEE Ownership Certificate or BEE Ownership Document; or

17.4.1.2 every 12 months from the date the BEE Ownership Certificate or BEE Ownership Document was issued.

17.4.2 We will give you notice 3 months and then again 1 month before this happens by SMS, and remind you that you need to update our information about your BEE Status. This is so that we have evidence that you still qualify as a Black Group.

17.4.3 We will tell you what Supporting Documents you need to provide us with to update our information about your BEE Status. You will need to give us this information at least 5 Business Days before the end of the 3 month period so that we will have enough time to update our information about your BEE Status.

17.4.4 If you do not give us the information we reasonably request so that we have evidence that you still qualify as a Black Group, we will suspend your BEE Verification status and we can make the Trading Entity and the Custody Entity restrict your access to the Transaction Platform so that your Authorised Representative will not be able to log onto the Transaction Platform or give instructions through the Call Centre and that you will not be able to use the Transaction Platform. This will apply until we receive the information and have updated our records about your BEE Status. It may take a few days to update our records. This right of ours will be included in the Trading Entity Mandate and the Custody Entity Mandate.

Page 29: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

21

17.5 Other reasons for suspension of BEE Verification status or suspension of your use of the Transaction Platform

17.5.1 We may suspend your BEE Verification status or can make each of the Trading Entity and the Custody Entity temporarily suspend part or all of your use of the Transaction Platform Website, the Call Centre and your Transaction Platform Account if:

17.5.1.1 the Trading Entity needs to do maintenance on the Transaction Platform;

17.5.1.2 we become aware of any actual, threatened or suspected fraud or any actual, threatened or suspected unauthorised use of the Transaction Platform;

17.5.1.3 we become aware of any actual, threatened or suspected breach by you of the Trading Entity Mandate and/or the Custody Entity Mandate;

17.5.1.4 you have ended the Trading Entity Mandate or the Custody Entity Mandate (in which case you will no longer be a BEE Verified Person for the purposes of the Standard Trading Process);

17.5.1.5 the Trading Entity has ended the Trading Entity Mandate with you or the Custody Entity has ended the Custody Entity Mandate with you (in which case you will no longer be a BEE Verified Person for the purposes of the Standard Trading Process);

17.5.1.6 we have reasonable grounds to believe that the Transaction Platform is being used negligently, illegally, fraudulently, for money laundering, or in a way that we have not given permission for;

17.5.1.7 we have reasonable grounds to believe that the security of the Transaction Platform may be in danger;

17.5.1.8 you do not comply with these Terms even after we have given you 10 Business Days’ notice to do so or to fix it (or a shorter period where this is reasonable);

17.5.1.9 you do not comply with these Terms and it is reasonable not to first give you notice to do so or to fix it;

17.5.1.10 we reasonably believe that any security aspect of the Standard Trading Process has been compromised or your Personal Information has been lost or stolen or disclosed to an unauthorised person;

17.5.1.11 we become aware that any information you have given or that has been given for you is false, inaccurate, invalid, incomplete or misleading;

17.5.1.12 we must do this to comply with the law;

17.5.1.13 a court or applicable Authority tells us to do this; or

17.5.1.14 where another part of these Terms allows us to do this suspension.

17.5.2 The suspension of your BEE Verification status and/or suspension will continue for so long as we reasonably believe is appropriate.

17.5.3 We will always act reasonably and according to the law when suspending your BEE Verification status.

17.5.4 The Trading Entity will give you notice by SMS that your Transaction Platform Account is suspended for these reasons only if it is reasonably practical to do so.

Page 30: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

22

18 ENDING YOUR USE OF THE TRANSACTION PLATFORM

18.1 When we may end the Transaction Platform

We can make each of the Trading Entity and the Custody Entity end the Transaction Platform at any time and restrict you from using your Transaction Platform Account. We will give you 20 Business Days' notice if we have to end the Transaction Platform, unless the law requires the Transaction Platform to end sooner or the law enables us to give you less notice.

18.2 Trading Entity and the Custody Entity may end your use of the Transaction Platform and restrict access to your Transaction Platform Account

18.2.1 We can make each of the Trading Entity and the Custody Entity end your use of the Transaction Platform and restrict you from accessing your Transaction Platform Account at any time if:

18.2.1.1 you do not comply with these Terms even after we have given you 10 Business Days’ notice to do so or to fix it (or a shorter period where this is reasonable);

18.2.1.2 you do not comply with these Terms and it is reasonable not to first give you notice to do so or to fix it;

18.2.1.3 we have reasonable grounds to believe that you are using the Transaction Platform illegally or fraudulently;

18.2.1.4 we have removed your BEE Verification status;

18.2.1.5 you have ended the Trading Entity Mandate or the Custody Entity Mandate (in which case you will no longer be a BEE Verified Person for the purposes of the Standard Trading Process);

18.2.1.6 the Trading Entity has ended the Trading Entity Mandate with you or the Custody Entity has ended the Custody Entity Mandate with you (in which case you will no longer be a BEE Verified Person for the purposes of the Standard Trading Process);

18.2.1.7 you do not comply with your duties under the Trading Entity Mandate or the Custody Entity Mandate and even after you have been given notice by the Trading Entity or the Custody Entity (as the case may be) to do so or to fix it, as allowed under the Trading Entity Mandate or the Custody Entity Mandate (as the case may be);

18.2.1.8 we must do this to comply with the law; or

18.2.1.9 a court or the Authority tells us to do this.

18.2.2 We will always act reasonably and in accordance with the law when requiring the Trading Entity and the Custody Entity to end your use of the Transaction Platform or to restrict you from accessing your Transaction Platform Account, and will give you a notice of this.

18.3 You can end your use of the Transaction Platform or cease being a BEE Verified Person for the purposes of the Standard Trading Process

You may at any time stop being a BEE Verified Person for the purposes of the Standard Trading Process and stop using the Transaction Platform by giving notice to us, the BEE Verification Agent, the Trading Entity in terms of your Trading Entity Mandate and the Custody Entity in terms of your Custody Entity Mandate. Should you no longer be a BEE Verified Person for the purposes of the Standard Trading Process and stop using the Transaction Platform or any part of it, for example if you end the Trading Entity Mandate or the Custody Entity Mandate, you will then no longer be a BEE Verified Person for the

Page 31: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

23

purposes of the Standard Trading Process. Should you thereafter wish to buy, sell or otherwise transfer Shares, please check the Shareholder Platform Website for information on the different ways in which you may buy, sell or otherwise transfer Shares, and the different BEE Verification requirements which apply to the option you choose. You will need to again apply to be BEE Verified in respect of the way in which you choose in future to buy or sell Shares.

18.4 When the Trading Entity ends the Trading Entity Mandate or the Custody Entity Ends the Custody Entity Mandate

If the Trading Entity ends the Trading Entity Mandate or the Custody Entity Ends the Custody Entity Mandate, for example if you do not comply with your duties under the Trading Entity Mandate or the Custody Entity Mandate, you will no longer be a BEE Verified Person for the purposes of the Standard Trading Process. Should you then wish to buy or sell Shares, please check the Shareholder Platform Website for information on the different ways in which you may buy, sell or otherwise transfer Shares, and the different BEE Verification requirements which apply to the option you choose. You will need to again apply to be BEE Verified in respect of the way in which you choose in future to buy or sell Shares.

18.5 Terms which continue

Many provisions of these Terms continue after the contract between you and each of the Trading Entity and Custody Entity ends, your use of the Transaction Platform is suspended or the Transaction Platform ends. This is because certain rights and duties continue even though the agreements have ended or you have stopped using the Transaction Platform or you are no longer a BEE Verified Person for the purposes of the Standard Trading Process. These rights and duties continue by their very nature so it is not possible to list all the rights and duties that do continue.

18.6 Examples of terms which continue

Some of the terms (this is not a complete list) that continue include those where:

18.6.1 your claims against us that are excluded or limited, including the amounts you can claim from us;

18.6.2 the rights and remedies you have against us are limited or excluded;

18.6.3 you take on the responsibility for certain losses or damages that might happen;

18.6.4 you make promises, including those on the Application Form, the Verification Form, or the Change of Details Form; and

18.6.5 there are definitions or where it states how to interpret these Terms.

Page 32: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

24

SECTION E: OUR RIGHTS, OBLIGATIONS AND LIMITS TO THE AMOUNTS THAT YOU MAY CLAIM AGAINST US

19 INTELLECTUAL PROPERTY RIGHTS

19.1 Our rights

19.1.1 We, our service providers (such as the BEE Verification Agent, our other agents, the Trading Entity, the Custody Entity or other relevant third parties (as applicable)) own or have the right to use any existing copyright in and to these Terms, all the software, icons, text, links, graphics, photographic images, sound clips, music, literary works, published editions, reports, computer programs, sound and television broadcasts, trade names, logos and trademarks (commonly referred to as "content and information") related to the Standard Trading Process, including the Application Process, the BEE Verification process and the Transaction Platform, or given in correspondence.

19.1.2 In law, this content and information is known as "intellectual property".

19.2 Limits to your rights

You do not get any rights of ownership or use in or to the intellectual property except for those rights, if any, expressly given to you in these Terms. You must not use the intellectual property in a way which we have not allowed in writing or in a way which we do not allow in these Terms.

20 TRANSFER OF RIGHTS

Note: transferring rights is known as cession and transferring duties (obligations) is known as delegation. In these Terms, "transfer" includes ceding rights and delegating duties.

20.1 You may not transfer your rights or duties

You may not transfer any of your rights or any of your duties under these Terms.

20.2 We may transfer our rights and our duties

As far as the law allows, you agree that we may transfer all or some of our rights or duties under these Terms to any third party without having to give you notice or get your consent when we do this.

21 LIMITS TO YOUR CLAIMS AGAINST US

This paragraph 21 (Limits to your claims against us) will only apply as far as the law allows it. The list and limitations of our responsibilities (liabilities) below is in addition to the other matters we do not accept responsibility (liability) for in these Terms.

Page 33: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

25

21.1 Limit to your claims against us

You cannot claim from us for loss, claims or damages because of anything that happens in relation to the Transaction Platform or you using the Transaction Platform, including for the events and examples listed in paragraph 21.2 (Examples of claims, loss or damages) below. You may have rights against and duties to the Trading Entity (in terms of your Trading Entity Mandate) or the Custody Entity (in terms of your Custody Entity Mandate) with whom you have direct contractual arrangements. You cannot claim from us in respect of your arrangements with the Trading Entity and the Custody Entity.

21.2 Examples of claims, loss or damages

Examples of what can cause loss or these claims or damages that you cannot claim from us are the following:

21.2.1 you not complying with these Terms;

21.2.2 us or any of our agents not complying with laws of countries other than South Africa;

21.2.3 you acting or failing to act in using the BEE Verification process or the Transaction Platform;

21.2.4 the bank with which the Custody Entity maintains a bank account causing you loss or going bankrupt (becoming insolvent, winding up or being placed under business rescue or receivership or any similar event happens);

21.2.5 events happening due to circumstances beyond our reasonable control;

21.2.6 us or any of our agents being unable to perform our duties or responsibilities because of circumstances beyond our control;

21.2.7 links on the Shareholder Platform Website or the Transaction Platform Website to, and the content of, other websites;

21.2.8 a delay in sending or receiving the documents we reasonably need to verify you;

PARAGRAPH 21 LIMITS YOUR CLAIMS AGAINST US AND IS IMPORTANT. IT:

- limits or excludes your claims against us; - limits or excludes the rights and remedies you have against us; - excludes rights and remedies you have against us for certain losses or damages

that might happen; and - places liabilities and risk on you.

There are many things that can go wrong on the Transaction Platform. We are not responsible (liable) to you for anything that goes wrong on the Transaction Platform, including what is listed below (as far as the law allows it). You use the Transaction Platform knowing and accepting that these things can go wrong and that there are risks and dangers.

You will also be responsible to us if others make claims against us for any reason relating to your use of the Transaction Platform.

Where you can claim money from us, the amount that you will be able to recover from us might be less than the actual loss or damages you may suffer. There are also certain

types of losses or damages that you may suffer that you cannot claim from us at all.

Page 34: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

26

21.2.9 a delay or change in market conditions that happens before, during or after trading;

21.2.10 any loss or damage resulting from you buying or selling Shares through the Transaction Platform;

21.2.11 your Authorised Representative or any other person not giving you your money;

21.2.12 the actions of your Authorised Representative, including where your Authorised Representative fails to act;

21.2.13 fraud and other illegal use of the Transaction Platform or during the Application Process or the BEE Verification process;

21.2.14 faults, interruptions, downtime, delays or mistakes in the Shareholder Platform Website, the Transaction Platform Website or the Call Centre or any other part of the Transaction Platform;

21.2.15 failures or delays by people or companies who provide goods or services to us relating to the Shareholder Platform Website or the Call Centre or the technology that we use to communicate with you or a failure by the Trading Entity and/or the Custody Entity to perform their duties under the Trading Entity Mandate or the Custody Entity Mandate respectively;

21.2.16 the Transaction Platform or any part of it not being available;

21.2.17 viruses or other harmful features or content in the software of the Shareholder Platform Website, the Transaction Platform or the equipment used to provide the Transaction Platform; or

21.2.18 people not involved in YeboYethu interfering with the Transaction Platform or intercepting information sent by post, fax, SMS, email or through the Transaction Platform Website or the Shareholder Platform Website.

21.3 No claims for indirect losses

You may only claim direct financial loss (but excluding loss of profits) that you can prove we caused.

21.4 Maximum amount you may claim from us

21.4.1 If we are found to be liable to you for any reason or cause (despite the other provisions stated in these Terms), our maximum liability to you for all claims added together will not be more than the actual damages suffered by you.

21.4.2 What is stated in this paragraph 21 (Limits to your claims against us) applies to however the claims, losses, liability or damages were caused and no matter which area of law they come from.

22 INTERPRETATION IN LINE WITH THE LAW

22.1 Excluding or limiting our responsibility

These Terms limit or exclude your claims against us only to the extent that the law allows this. We do not exclude your claims for loss or damages caused directly or indirectly by our gross negligence or the gross negligence of any person acting for us, where the law does

Page 35: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

27

not allow this. (Gross negligence is the serious lack of care in performing a legal duty to you.)

22.2 Your obligation to take on responsibility

These Terms may pass some of the responsibility for loss or damages, only as far as the law allows, on to you.

22.3 Excluding our obligations and duties

These Terms limit or exclude promises, guarantees or duties we have to you in law only to the extent that the law allows us to limit or exclude these promises, guarantees or duties. This applies even if the promises, guarantees and duties are not written in these Terms.

22.4 Excluding your legal rights

These Terms limit or exclude rights and remedies for claims that you have against us in law only to the extent that the law allows us to limit or exclude these rights and remedies. This applies even if the rights and remedies are not written in these Terms.

22.5 Interpretation in line with the law

We do not intend to break any laws in these Terms. The Terms must be interpreted so that they will not break the law and must be applied as far as the law allows. We refer specifically to the CP Act and the Electronic Communications Act, 36 of 2005 and laws about protecting Personal Information, which give rights and duties to both you and us.

Page 36: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

28

SECTION F: CONTACT DETAILS AND NOTICES

23 NOTICES

23.1 Notices and messages we send to you

23.1.1 We may choose to send you notices either by SMS, email or post (but we will send you all legal documents in the way set out in paragraph 23.7 below).

23.1.2 There are various notices that we may send you by SMS. These include notices with messages about:

23.1.2.1 issues about your BEE Verification process or where we end the BEE Verification process;

23.1.2.2 updating the information about your BEE Status;

23.1.2.3 where we make the Trading Entity and the Custody Entity end or suspend the Transaction Platform or your use of the Transaction Platform; and

23.1.2.4 changes to these Terms.

23.1.3 You can ask to also receive these notices by email when you complete the BEE Verification process. If you do not initially select this option, you can ask for this option at any time by phoning the Call Centre.

23.2 Notices and messages to Authorised Representatives and Minors

23.2.1 If you are a Black Group, the notices that we send you by SMS will be sent to the cell number of your Authorised Representative. Whenever we refer to sending you an SMS, we are referring to an SMS that we send to your Authorised Representative (if you are a Black Group). A notice that we send to your Authorised Representative will be treated as if the whole Black Group has received it.

23.2.2 If you are a Minor, the notices that we send you by SMS will be sent to the cell number of your parent or guardian. Whenever we refer to sending you an SMS, we are referring to an SMS that we send to your parent or guardian (if you are a Minor). A notice that we send to your parent or guardian will be treated as if you also received it.

23.3 Deemed receipt

23.3.1 When we treat a notice as if you have received it by a certain date and time, it means we do not have to prove that you did receive it then. If you claim that you did not receive the notice by that date and time you will have to prove it, as far as the law allows. As far as the law allows, we will treat it as if you have received a notice:

23.3.1.1 on the date of delivery, if delivered by hand to your physical address;

23.3.1.2 10 days after posting, if sent by ordinary mail to your postal address;

23.3.1.3 on the date and time of sending, if sent to your fax number during Business Hours;

23.3.1.4 the next Business Day at the start of Business Hours, if sent to your fax number outside of Business Hours;

23.3.1.5 on the date and time of sending, if sent to your email address during Business Hours;

23.3.1.6 the next Business Day at the start of Business Hours, if sent to your email address outside of Business Hours; and

Page 37: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

29

23.3.1.7 on the date and time of sending, if an SMS notice is sent to your cell phone number.

23.4 Notice that you have actually received

If you have actually received a notice, it will be valid delivery even if we did not send it to any of your chosen addresses.

23.5 Address where we agree to accept legal documents and notices

Legal documents include letters of demand, summonses, warrants to attach your property and other legal notices. We agree to accept legal documents that you send to us under these Terms at:

Vodacom Corporate Park, 4th Floor

082 Vodacom Boulevard, Midrand 1685 (This address is known in law as our domicilium citandi et executandi).

23.6 Change of our address

If we want to change the address where we agree to accept legal documents, we will tell you in writing by SMS or email or post. We will give you the new address where we agree to accept legal documents. Any new address must be a physical address in South Africa.

23.7 Address where you agree to accept legal documents

23.7.1 You agree to accept any legal documents under these Terms at the addresses you gave to us in the Application Process. (This address is known in law as your domicilium citandi et executandi.) But if you have changed your addresses by giving us a Change of Details Form, you agree to accept any legal documents under these Terms at the address in the most recent Change of Details Form that you have given us.

23.8 Change to your address

If you want to change the addresses where you agree to accept legal documents, you must tell us in writing by completing and giving us a Change of Details Form and required Supporting Documents with the new addresses. Any new address must be a physical address in South Africa.

24 DETAILS

24.1 Call Centre details

Tel: 082 241 0001 or 010 285 0090

24.2 Shareholder Platform Website

www.yeboyethushares.co.za

24.3 Transaction Platform Website

www.yeboyethushares.tradedesk.co.za

Page 38: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

30

SECTION G: GENERAL TERMS

25 WHOLE AGREEMENT

These Terms, as may be amended, make up the entire agreement between you and us relating to the BEE Verification process. As far as the law allows, neither you nor we are legally obliged to comply with any term, condition, undertaking, representation, or promise relating to the BEE Verification process or these Terms that is not included in these Terms.

26 LOSING CERTAIN OF YOUR RIGHTS

As far as the law allows, neither you nor we will lose any rights under these Terms if you or we do not exercise them immediately or each time that such rights could be exercised.

27 EACH PROVISION IS SEPARATE

Each provision of these Terms, and each part of any provision, is removable and separate from the others. As far as the law allows, if any provision of these Terms, or part of a provision, becomes unenforceable, illegal or invalid, it must be treated as if it was not included in these Terms. The rest of these Terms will still be valid and enforceable.

28 SOUTH AFRICAN LAW APPLIES TO THESE TERMS

The laws of South Africa will apply to and govern these Terms.

Page 39: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

31

ANNEXURE 1

INTERPRETATION AND DEFINITIONS

29 INTERPRETING THIS DOCUMENT

When reading and applying (interpreting) these Terms, the following rules will apply:

29.1 Gender

Words in any particular gender include the other genders (male, female and neutral). Reference to a neutral gender (for example "they" or "it") include all genders.

29.2 Singular and plural

Words in the singular include the plural and the other way around.

29.3 Different forms of the same word

Different grammatical forms of the same word have a corresponding (similar or matching) meaning. (For example, "to apply", "applying" and "application").

29.4 Headings

Headings are aids to reading and understanding these Terms. They are not terms or conditions themselves. Headings do not limit or extend the meaning or application of these Terms.

29.5 Rights and remedies

There may be reference to the legal concepts of rights and remedies in these Terms. Rights are interests protected by law. Remedies are the ways available in law to enforce or protect rights or to get compensation.

29.6 General words are not limited

29.6.1 The word "including" or "include" or "includes" must not be interpreted as limited to the list following the word or excluding other items from a list following the word. The word:

29.6.1.1 "including" means "including but not limited to";

29.6.1.2 "include" means "include but is not limited to"; and

29.6.1.3 "includes" means "includes but is not limited to".

29.6.2 Where there is a list of specific things that belong together to describe a general word or phrase, the general word or phrase can have other meanings and can include others. The general word or phrase must not be interpreted to only apply to those specific things or things similar to them. For example, when we say a person must comply with all laws, including the CP Act, we mean that they must comply with all laws, and not only the CP Act and not only similar laws or laws that cover the same topics.

Page 40: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

32

29.7 Calculating days

Where any number of days is given, those days are counted to exclude the first day but include the last day.

29.8 Reference to laws or documents

When there is reference to a law or document to a section of a law or document, we mean that law or section of that law as amended, repealed or replaced.

29.9 Loss or damages

We may refer to legal concepts called loss or damages in this document. Here are some examples of the type of loss or damages that you could suffer:

29.9.1 losing money;

29.9.2 the value of your Shares going down;

29.9.3 someone bringing a claim against you;

29.9.4 money you have to pay us or someone else as compensation;

29.9.5 you suffering harm; or

29.9.6 money being paid to the wrong person.

29.10 List of Definitions

29.10.1 "Annexure" means an Annexure attached to these Terms;

29.10.2 "Applicant" means a member of the Black public who does not already own Shares, and who applies to us to confirm that they are an Eligible Person;

29.10.3 "Application Form" means:

29.10.3.1 for a Black Person, the form called the "Application Form (Black People)" that we require a Black Person to complete and sign as part of the Application Process; and

29.10.3.2 for a Black Group, the form called the "Application Form (Black Groups)" that we require a Black Group to complete and sign as part of the Application Process;

which can be obtained on the Shareholder Platform Website or via the Call Centre (during Business Hours), where you can request that a copy of the form be sent to you;

29.10.4 "Application Process" means the process that we require an Applicant to follow to apply for confirmation from the BEE Verification Agent that such Applicant is an Eligible Person;

29.10.5 "Authorised Representative" means the individual appointed and authorised by the Black Group to act on behalf of the Black Group;

29.10.6 "Authorised User" has the meaning given to this term in the FM Act;

Page 41: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

33

29.10.7 "Authority" means:

29.10.7.1 the Financial Services Board, a regulatory body established in terms of section 2 of the Financial Services Act, 97 of 1990;

29.10.7.2 the Independent Communications Authority of South Africa, a regulatory body established in terms of section 3 of the Independent Communications Authority of South Africa Act, 13 of 2000;

29.10.7.3 any government or governmental, administrative, fiscal or judicial authority, body, court, department, commission, tribunal, registry or any state owned, controlled or legislatively constituted authority which principally performs public, governmental or regulatory functions and/or which is responsible for applying national security, foreign investment, exchange control, telecommunications, merger control or other competition or antitrust legislation or regulations, in South Africa; and

29.10.7.4 any minister, department, office, commission, delegate, instrumentality, agency, board, authority or organisation of any government or any state-owned enterprise in South Africa;

29.10.8 "BEE" means black economic empowerment as contemplated in the BEE Act, the BEE Codes and BEE ICT Code;

29.10.9 "BEE Act" means the Broad-Based Black Economic Empowerment Act, 53 of 2003 and any regulations and codes of good practice published thereunder (including the BEE Codes);

29.10.10 "BEE Codes" means the Broad-Based Black Economic Empowerment Codes of Good Practice gazetted under the BEE Act;

29.10.11 "BEE ICT Code" means the Information and Communication Technology Sector Code published in terms of Section 9(1) of the BEE Act;

29.10.12 "BEE Listing" means the listing of Shares on the BEE Segment;

29.10.13 "BEE Listing Period" means the period commencing on the date upon which the Shares are listed on the BEE Segment and ending on the date on which the BEE Listing terminates for any reason;

29.10.14 "BEE Ownership Certificate" means a BEE ownership certificate based on a Black Group's current shareholding, issued within the previous 12 months by a South Africa National Accreditation System authorised BEE verification rating agency provided that, an Exempt Micro Enterprise (as defined in the BEE Codes) may submit a sworn affidavit recording its shareholding;

29.10.15 "BEE Ownership Document" in relation to a Black Group, means a declaration of its BEE Status, which declaration must be dated and signed by the Authorised Representative and must be accompanied by:

29.10.15.1 a list of all of the Black People who, both directly or indirectly, hold an Effective Interest in the Black Group (including their names, identity numbers, nationality, gender and effective percentage economic (and, if different, voting) interest held). Indirect interests held by Black People require a detailed organogram; and

29.10.15.2 the green bar-coded South African Identity Document or card issued by the South African Department of Home Affairs or valid passport showing the South African identity number of all of the Black People who, both directly or indirectly, hold an Effective Interest in the Black Group;

29.10.16 "BEE Securities" has the meaning given to this term in the Listings Requirements;

Page 42: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

34

29.10.17 "BEE Segment" means a segment of the JSE's main board where an issuer may list its BEE Securities;

29.10.18 "BEE Status" means in relation to a Black Group, the Black Group’s percentage ownership and percentage economic interest held by Black People (by shareholding, membership, beneficiary interest or other comparable interest, as the case may be, having regard to the juristic nature of the relevant Black Group) and the Black Group’s percentage representation by Black People at board or trustee or other similar governing body and, in relation to a natural person, whether or not that person qualifies as a Black Person;

29.10.19 "BEE Verification" means the verification of a person by the BEE Verification Agent, which verification must conclude, among other things, that:

29.10.19.1 the person is an Eligible Person;

29.10.19.2 such Eligible Person has been notified of the necessary restrictions, limitations and requirements applicable to such Shares from time to time as set out in the YeboYethu MOI and the Transaction Agreements, and has agreed to be bound by the provisions thereof; and

29.10.19.3 such Eligible Person has accepted the Trading Terms and Conditions and has signed all documents and contracts required in terms of the Trading Terms and Conditions;

29.10.20 "BEE Verification Agent" means the person appointed by YeboYethu from time to time to fulfil the role of BEE Verification Agent (as contemplated in clause 4.32 of the Listings Requirements), being Velocity;

29.10.21 ''BEE Verified Persons" means, during the BEE Listing Period, any Eligible Person which YeboYethu (or its nominee, delegate or agent) has notified as having successfully completed the BEE Verification, and whose BEE Status has not expired or been withdrawn in accordance with the Trading Terms and Conditions;

29.10.22 "Black Company" means an entity which is both a "B-BBEE-owned Company" and a "B-BBEE-controlled Company" (with each of these terms bearing the meanings as given to them in the BEE Codes);

29.10.23 "Black Entity" means a vesting trust which qualifies for recognition under the BEE Codes, a broad-based ownership scheme, a close corporation, or an unincorporated entity or association, including a partnership, joint venture, syndicate or stokvel, as may be determined by Vodacom SA in its sole discretion as an entity or association which may enable Vodacom SA to claim BEE scorecard points pursuant to the BEE Codes;

29.10.24 "Black Group" means a Black Company or a Black Entity;

29.10.25 "Black People" or "Black Person" has the meaning ascribed to it under Code 000 of the BEE Codes, which current meaning is summarised as follows for convenience, and should not be construed as an interpretation of the BEE Codes: Africans, Coloureds (including Chinese) and Indians who are natural persons and who are South African citizens by: (i) birth or descent; or (ii) naturalisation occurring (a) prior to 27 April 1994, being the commencement date of the Constitution of the Republic of South Africa of 1993; or (b) after that date but who would have qualified for naturalisation prior to that date if it were not for the apartheid policies in place in South Africa, and "Black" shall be construed accordingly;

29.10.26 "Business Day" means any day other than a Saturday, Sunday or gazetted national public holiday in South Africa;

29.10.27 "Business Hours" means the hours from 09h00 to 17h00 on a Business Day;

Page 43: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

35

29.10.28 "Call Centre" means the call centre established and operated by the BEE Verification Agent for purposes of providing services related or incidental to the BEE Verification which can be contacted at the phone number: 082 241 0001 or 010 285 0090;

29.10.29 "Call Centre Agent" means the person that helps you when you phone the Call Centre;

29.10.30 "Change of Details Form" means:

29.10.30.1 for a Black Person, the form called the "Change of Details Form (Black People)" that we require a Black Person to sign as part of the change of details process; and

29.10.30.2 for a Black Group, the form called the "Change of Details Form (Black Groups)" that we require a Black Group to sign as part of the change of details process,

which can be obtained on the Shareholder Platform Website or via the Call Centre (during Business Hours), where you can request that a copy of the form be sent to you;

29.10.31 "CP Act" means the Consumer Protection Act, 71 of 2008;

29.10.32 "Custody Entity" means Link Investor Services, acting through its nominee and wholly-owned subsidiary, Pacific Custodians (Nominees) (RF) Proprietary Limited, registration number 2014/113298/07, a private company incorporated in accordance with the laws of South Africa;

29.10.33 "Custody Entity Mandate" means the agreement entered into between you and the Custody Entity in respect of the services rendered by the Custody Entity to you relating to your Shares;

29.10.34 "Effective Interest" means any one or more of a direct or indirect ownership, economic or control interest, measured on a fully diluted basis and without any deeming rule or deeming provision being applied;

29.10.35 "Eligible Person" means individually and collectively, Black People and Black Groups;

29.10.36 "ESOP" means the trustees for the time being of the YeboYethu Employee Participation Trust (Gauteng High Court Local Division, Johannesburg, Master's Reference Number 2065/2008), a trust duly constituted in accordance with the laws of South Africa, and created by Vodacom SA for the benefit of eligible employees;

29.10.37 "FM Act" means the Financial Markets Act, 19 of 2012;

29.10.38 "Implementation Date" means 8 October 2008;

29.10.39 "JSE" means as the context requires, either JSE Limited, registration number 2005/022939/06, a public company incorporated in accordance with the laws of South Africa and licensed to operate an exchange under the FM Act, or the securities exchange operated by that company;

29.10.40 "JSE Member" means an equities member, which is a category of Authorised User admitted to membership of the JSE;

29.10.41 "Legal Capacity" means the right and ability to enter into valid agreements, considering things like age, marriage status, mental status and financial status;

29.10.42 "Link Investor Services" means Link Investor Services Proprietary Limited, registration number 2011/001308/07, a private company incorporated in accordance with the laws of South Africa;

29.10.43 "Listings Requirements" means the JSE Listings Requirements;

Page 44: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

36

29.10.44 "Lock-In Period" means the period commencing on the Implementation Date and terminating on the earlier of:

29.10.44.1 the tenth anniversary of the Implementation Date (both dates included); or

29.10.44.2 the date (if ever) upon which the BEE requirements applicable to Vodacom SA and its subsidiaries have been amended by legislation (or other applicable law or regulation or practice having the effect of law, including without limitation the BEE ICT Code or similar code or charter once it is promulgated as a sectoral code in terms of section 9 of the BEE Act) having the effect (in the sole and absolute discretion of the board of directors of Vodacom Group, after having considered representations which YeboYethu, RBH-CO and Thebe-CO may have made in this regard, but without being bound thereby) that the continued ownership of Vodacom SA Shares by YeboYethu, RBH-CO and Thebe-CO or a person or entity to whom any of the aforementioned shareholders wish to transfer their shareholdings, is no longer required for BEE purposes, and no longer results in a BEE benefit for Vodacom SA and its subsidiaries (whether as a result of a once-empowered always-empowered rule or otherwise),

it being recorded for the avoidance of doubt that this may have the effect that the Lock-In Period expires in respect of certain (but not necessarily all) of the Vodacom SA Shares held by YeboYethu and/or RBH-CO and Thebe-CO;

29.10.45 "Minor" means a Black Person who is younger than 18 years old;

29.10.46 "Off-Market Transfer" means any sale, purchase or other transfer of Shares not reported through an Authorised User;

29.10.47 "Off-Market Transfers Process" means the process of purchasing and/or transferring Shares by a BEE Verified Person pursuant to an Off-Market Transfer, as contemplated in the Off-Market Transfers Process Terms and Conditions;

29.10.48 "Off-Market Transfers Process Terms and Conditions" means the document entitled "YeboYethu Off-Market Transfers Process: Verification Requirements, Terms and Conditions" which shall be made available at www.yeboyethushares.co.za, which document records the terms, conditions, restrictions and limitations applicable to each BEE Verified Person who elects to purchase, holds and/or transfer any Shares in terms of the Off-Market Trading Process, and which are acknowledged and accepted by such BEE Verified Person during the BEE Verification process;

29.10.49 "Order" means an offer made by a buyer or seller through the Transaction Platform to buy or sell Shares;

29.10.50 "OTC Trading Platform" means the over-the-counter trading platform facilitated by YeboYethu specifically for the purposes of facilitating trading in Shares by and among Eligible Persons;

29.10.51 "OTP" means a one-time pin that is sent by us to your, your parent or guardian's (if you are a Minor) or your Authorised Representative's (if you are a Black Group) cell number;

29.10.52 "Own-Broker Trading Process" means the process of purchasing, holding and/or transferring (including by way of trading) Shares from time to time in accordance with the YeboYethu BEE Contract and Own-Broker Trading Process Terms and Conditions (and not, for the avoidance of doubt), in accordance with the Standard Trading Process);

29.10.53 "Own-Broker Trading Process Terms and Conditions" means the document entitled "YeboYethu Own-Broker Trading Process: Verification Requirements, Terms and Conditions" which shall be made available at www.yeboyethushares.co.za, which document records the terms, conditions, restrictions and limitations applicable to each BEE Verified Person who elects to purchase, holds and/or transfer any Shares in terms

Page 45: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

37

of the Own-Broker Trading Process, and which are acknowledged and accepted by such BEE Verified Person during the BEE Verification process;

29.10.54 "Personal Information" has the meaning ascribed to it in the Privacy Policy;

29.10.55 "Privacy Policy" means the privacy policy annexed to these Terms as Annexure 2;

29.10.56 "Rand" or "R" means the South African rand, the official currency of South Africa;

29.10.57 "RBH" means Royal Bafokeng Holdings Proprietary Limited, registration number 2006/006906/07, a private company duly incorporated in accordance with the laws of South Africa;

29.10.58 "RBH-CO" means Lisinfo 209 Investments (Proprietary) Limited, registration number 2008/007293/07, a private company duly incorporated in accordance with the laws of South Africa and, as at the Implementation Date, a wholly-owned subsidiary of RBH-TELCO;

29.10.59 "RBH-TELCO" means RBH Telecom Holdings (Proprietary) Limited, registration number 2006/006958/07, a private company duly incorporated in according with the laws of South Africa;

29.10.60 "Registration Process" means, with regard to the Standard Trading Process, the process which you undertake in accordance with the provisions of this Custody Entity Mandate and Trading Entity Mandate to register to use the Transaction Platform, and "Register" will have a similar meaning;

29.10.61 "Relevant Market Participant" means a JSE Member, registered holder, Central Securities Depository Participant (as per the FM Act) and/or relevant intermediary, as the context may require, that is required to enter into the YeboYethu BEE Contract with you;

29.10.62 "Securities Register" means the record of shareholders of Shares and the details that apply to their shareholding, which is maintained by Strate Proprietary Limited, registration number 1998/022242/07, a private company licensed as a central securities depository in terms of the FM Act, in respect of uncertificated Shares and by the Transfer Secretaries regarding certificated Shares;

29.10.63 "Shareholder Platform Website" means the website established by us for the operation of the platform for trading Shares accessible at: www.yeboyethushares.co.za;

29.10.64 "Shares" means ordinary shares having with a par value of R0.00001 each in the share capital of YeboYethu bearing the rights set out in the YeboYethu MOI;

29.10.65 "South Africa" means the Republic of South Africa;

29.10.66 "Standard Trading Process" means the process of purchasing, selling, holding and/or transferring Shares from time to time in terms of which you enter into a contractual custody arrangement with the Custody Entity (who shall act as registered shareholder) and a contractual trading arrangement with the Trading Entity for the purposes of effecting transfers of your Shares through the JSE's trading processes, as contemplated in these terms and conditions;

29.10.67 "Standard Trading Process Terms and Conditions" means this document, which records the terms, conditions, restrictions and limitations applicable to each Eligible Person who elects to purchase, sell, hold and/or transfer any Shares in terms of the Standard Trading Process, and which are acknowledged and accepted by such Eligible Person during the BEE Verification process;

29.10.68 "Supporting Documents" in relation to the Application Process, the BEE Verification

Page 46: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

38

process and the change of details process, means all documents which we require you to provide. For details on such supporting documents, please refer to Annexure 3 (Supporting Documents) to these Terms or the YeboYethu website (www.yeboyethushares.co.za) or the Transaction Platform Website or you may call the Call Centre (during Business Hours) and request that copies be sent to you;

29.10.69 "Terms" means the terms and conditions set out in this document, together with any Annexures hereto;

29.10.70 "Thebe" means Thebe Investment Corporation (Proprietary) Limited registration number 1992/001846/07, a private company duly incorporated in accordance with the laws of South Africa;

29.10.71 "Thebe-CO" means Main Street 661 (Proprietary) Limited, registration number 2008/003181/07, a private company duly incorporated in accordance with the laws of South Africa;

29.10.72 "Trading Entity" means Velocity;

29.10.73 "Trading Entity Mandate" means the contract between you and the Trading Entity;

29.10.74 "Trading Terms and Conditions" means the terms and conditions, restrictions and limitations applicable to each BEE Verified Person and acknowledged and accepted by such BEE Verified Person during the BEE Verification process, being as the context may require:

29.10.74.1 the Standard Trading Process Terms and Conditions;

29.10.74.2 the Own-Broker Trading Process Terms and Conditions; or

29.10.74.3 the Off-Market Transfers Process Terms and Conditions;

29.10.75 "Transaction Agreements" means the:

29.10.75.1 Shareholders Agreement dated 24 July 2013, in terms of which the relationship between the shareholders of Vodacom SA, being RBH-CO, Thebe-CO, Vodacom Group and YeboYethu, is governed;

29.10.75.2 Relationship Agreement means the agreement entitled "Relationship Agreement" concluded between Vodacom Group, Vodacom SA, RBH, RBH-CO, RBH-TELCO, Thebe, Thebe-CO, the ESOP and YeboYethu on 20 June 2008; and

29.10.75.3 Subscription Agreement executed between Vodacom SA, Vodacom Group and YeboYethu dated 20 June 2008;

29.10.76 "Transaction Platform" means the platform established by the Trading Entity and the Custody Entity, through which they shall render Transaction (order placement) services and custody and settlement services respectively to Eligible Persons who have elected to participate in the Standard Trading Process, comprising the online Transaction Platform Website and the Call Centre, and on which each such Eligible Person shall have a Transaction Platform Account;

29.10.77 "Transaction Platform Account" means the record the Custody Entity keeps of money received from you and paid to you based on your activities and transactions on the Transaction Platform;

29.10.78 "Transaction Platform Website" means the online component of the Transaction Platform which is accessible through the URL: www.yeboyethushares.tradedesk.co.za;

29.10.79 "Transfer Secretaries" means Link Market Services South Africa Proprietary Limited,

Page 47: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

39

registration number 2000/007239/07, a private company incorporated in accordance with the laws of South Africa;

29.10.80 "Velocity" means Velocity Trade Financial Services Proprietary Limited, registration number 2010/010415/07, a private company incorporated in accordance with the laws of South Africa;

29.10.81 "Verification Form" means:

29.10.81.1 for a Black Person, the form called the "Verification Form (Black People)" that we require a Black Person to complete and sign as part of the BEE Verification process; and

29.10.81.2 for a Black Group, the form called the "Verification Form (Black Groups)" that we require a Black Group to complete and sign as part of the BEE Verification process,

which can be obtained on the Shareholder Platform Website or via the Call Centre (during Business Hours), where you can request that a copy of the form be sent to you;

29.10.82 "Vodacom Group" means Vodacom Group Limited, registration number 1993/005461/06, a public company incorporated in accordance with the laws of South Africa;

29.10.83 "Vodacom SA" means Vodacom Proprietary Limited, registration number 1993/003367/07, a private company incorporated in accordance with the laws of South Africa;

29.10.84 "Vodacom SA Shares" shares in the share capital of Vodacom SA;

29.10.85 "YeboYethu" means YeboYethu (RF) Limited, registration number 2008/014734/06, a public company incorporated in accordance with the laws of South Africa;

29.10.86 "YeboYethu BEE Contract" means the contract referred to in the Own-Broker Trading Process Terms and Conditions which an Eligible Person is required to enter into with YeboYethu and the relevant Market Participants should he/she/it choose to hold, purchase and/or transfer Shares in accordance with the Own-Broker Trading Process (this is a bespoke contract required in respect of the Shares and is distinct from the agreement referred to in the Listings Requirements as a "BEE contract"); and

29.10.87 "YeboYethu MOI" means the memorandum of incorporation of YeboYethu.

Page 48: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

40

ANNEXURE 2

PRIVACY POLICY

30 USE OF PERSONAL INFORMATION AND TELEPHONE RECORDINGS

We may use personal information and telephone recordings only for specific reasons set out in this Annexure 2 and in the other ways that the law allows.

30.1 What is Personal Information

"Personal Information" is information about you, your parent or guardian (if you are a Minor), your Authorised Representative, your contact person and members of your Black Group. Personal information includes information about:

30.1.1 identity, name, birth date and gender;

30.1.2 BEE Status;

30.1.3 ID Number or registration number;

30.1.4 bank account details;

30.1.5 financial affairs and business affairs;

30.1.6 dealings in Shares;

30.1.7 physical address, postal address, email address, phone number and other contact details;

30.1.8 country of citizenship;

30.1.9 children;

30.1.10 dependents and family members;

30.1.11 answers to security questions; and

30.1.12 the way you or your Authorised Representative use the Transaction Platform.

30.2 How we get Personal Information

We may receive Personal Information from you, your parent or guardian (if you are a Minor) and your Authorised Representative (if you are a Black Group) may give Personal Information to us or we may receive it from third parties (including from the Trading Entity and/or the Custody Entity). We may receive Personal Information in many ways, these include the information we get when:

30.2.1 you, your parent or guardian (if you are a Minor) or your Authorised Representatives (if you are a Black Group) apply for you to become a BEE Verified Person;

30.2.2 you, your parent or guardian (if you are a Minor) or Your Authorised Representative (if you are a Black Group) give us an Application Form (Black People), an Application Form (Black Groups), a Verification Form (Black Groups) or a Change of Details Form or other information;

30.2.3 you, your parent or guardian (if you are a Minor) or your Authorised Representative (if

Page 49: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

41

you are a Black Group) give us information or Supporting Documents we may ask for; or

30.2.4 you, your parent or guardian (if you are a Minor) or your Authorised Representative (if you are a Black Group) use the Transaction Platform (whether the Transaction Platform Website or the Call Centre) or contact us, the BEE Verification Agent, the Transfer Secretaries or the Custody Entity.

30.3 We may record all telephone calls

You agree that we may record all telephone calls to and from the Call Centre.

30.4 What we can use Personal Information and telephone recordings for

30.4.1 As far as the law allows, you give us permission to use Personal Information and all telephone recordings for all purposes relating to the Standard Trading Process, including the Application Process, the BEE Verification process and the Transaction Platform.

30.4.2 You also give us permission to use Personal Information and telephone recordings in other ways that the law allows.

30.5 Permission and how we use your Personal Information

As far as the law allows, you agree and give us permission to:

30.5.1 check Personal Information against the records of third parties (for example, to check that the bank account details you give are for a bank account in your name);

30.5.2 share the contents of the Securities Register (which includes some Personal Information) with other YeboYethu shareholders or the public;

30.5.3 collect, get, receive, record, organise, collate, store, update, change, retrieve, read, process, use and share all of the Personal Information and telephone recordings. We may do this for all purposes relating to the Standard Trading Process, including the Application Process, the BEE Verification process and the Transaction Platform;

30.5.4 share the Personal Information and telephone recordings with other people when performing any activities related to the Standard Trading Process, including the Application Process, the BEE Verification process and the Transaction Platform (these other people could be people who provide services to us or the BEE Verification Agent as well as the Transfer Secretaries and the Custody Entity);

30.5.5 share the Personal Information and telephone recordings with the Trading Entity and the Custody Entity, and for the Trading Entity and the Custody Entity to share your Personal Information between themselves. The permission you give in this paragraph 30.5.5 is given as a stipulatio alteri in favour of the Trading Entity and the Custody Entity (this means that, if the Trading Entity and the Custody Entity accept the rights under this paragraph, your permission is given in favour of them and that they may enforce their rights pursuant to such permission, even though they are not a party to these Terms);

30.5.6 transfer or store, or both transfer and store, Personal Information and telephone recordings outside South Africa while we are performing the activities referred to above;

30.5.7 do any of the activities above outside of South Africa with Personal Information and telephone recordings;

30.5.8 appoint and allow people who provide goods or services to us or the BEE Verification Agent to perform any of the activities referred to in this Annexure 2 (Privacy Policy) for us. This also includes the Transfer Secretaries we use to maintain the Securities

Page 50: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

42

Register for us and the Custody Entity;

30.5.9 allow Vodacom SA and their advisers to perform any of the activities referred to in this Annexure 2 (Privacy Policy) for all purposes related to the Standard Trading Process, including the Application Process, the BEE Verification process and the Transaction Platform;

30.5.10 share Personal Information and telephone recordings with any Authority when required to do so by law; and

30.5.11 use Personal Information and the telephone recordings in all other ways that the law allows.

30.6 You may ask us to correct your Personal Information

You may ask us at any time to amend or confirm any Personal Information if it is wrong or out of date. Please phone the Call Centre if you need help with this. See also paragraph 14 (Changing, correcting and completing details) contained in Section B (How to Complete the BEE Verification process), for more information about the change of details process.

30.7 You give up your rights

30.7.1 You agree that where the law requires us to make you, your parent or guardian (if you are a Minor), your Authorised Representative (if you are a Black Group) or members of your Black Group aware of something (to inform or notify you) or to do something else, we do not have to do this. This only applies as far as the law allows this.

30.7.2 For example, sometimes the law says that we have a duty to make you aware of some information or other matters, unless you agree that we do not need to do these things (this is called a waiver of rights). Because you agree to this, we will not have this duty anymore and will not need to make you aware of the information or other matters.

30.7.3 You give us this agreement for you, your parent or guardian (if you are a Minor), your Authorised Representatives (if you are a Black Group) and the members of your Black Group.

30.8 Confirmation of your ability

30.8.1 You promise that you have the ability to allow us to do all these things with the Personal Information and telephone recordings on behalf of your Authorised Representatives, and members of your Black Group (this includes all the things that we say we will do and which you give us permission to do in this Annexure 2 (Privacy Policy)).

30.8.2 You also promise that you have the ability to agree to give up your rights and the rights of the Authorised Representative and of the members of your Black Group, in the way set out in paragraph 30.7 (You give up your rights) in this Annexure 2 (Privacy Policy).

PARAGRAPH 30.7 IS IMPORTANT AS IT: - limits or excludes our legal duties to you; - makes you give up or limits rights you have in law; and - makes you take on liability and risks. Because you give up your rights, and we do not have to perform our duties, you may not become aware of information that you may need to protect yourself. You also may not be able to exercise your other rights (such as your right to privacy). You will not be able to make any claim against us if you suffer loss or damages because we did

not give you certain information, or because we did not perform our duties.

Page 51: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

43

30.8.3 As far as the law allows, if your Authorised Representative, contact person or a member of your Black Group claims for loss or damages because you did not have the ability mentioned above, we may recover any loss or damages we suffer because of these claims from you.

PARAGRAPH 30.8 IS IMPORTANT AS IT: - limits or excludes your claims against us; - limits or excludes your rights and remedies against us; and - makes you take on liability and risks You give us permission to collect, get, receive, record, organise, collate, store, update, change, retrieve, read, process, use and share your Personal Information and the Personal Information of your parent or guardian (if you are a Minor), Authorised Representative (if you are a Black Group), and members of your Black Group in the way described above. You know and accept that you are giving up your privacy rights and the privacy rights of your parent or guardian (if you are a Minor), Authorised Representative (if you are a Black Group), contact persons and members of your Black Group. This means that you cannot claim against us for using your Personal Information in the way that you have given us permission, even if you or others suffer loss or damages. You will also be responsible for any loss or damage we suffer because you did not have the ability and where we relied on your promise that you had authority. For example, if your Authorised Representative, or members of your Black Group, take action against us for using or disclosing their Personal Information.

Page 52: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

44

30.9 Limits to your claims against us

30.9.1 As far as the law allows, we are not responsible (liable) if anyone shares or uses your Personal Information or the telephone recordings without our permission or the correct permission.

30.9.2 As far as the law allows, if your Authorised Representative, or a member of your Black Group, claims for loss or damages because anyone shares or uses Personal Information or telephone recordings without our permission or the correct permission, we may recover any loss or damages we suffer because of these claims from you.

PARAGRAPH 30.9 IS IMPORTANT AS IT: - limits or excludes your claims against us; - limits or excludes your rights and remedies against us; and - makes you take on liability and risks. It can be dangerous to share Personal Information and to allow the use of Personal information. You agree to share Personal Information with us and accept the risks involved in this. For example, someone may be able to steal your identity, give your Personal Information to other people, or use your information in a way that could cause loss or damages. You cannot claim from us when these things happen or when Personal Information is used by someone without permission. We may also have claims against you and you might have to pay us for any loss or damages we suffer from claims by your Authorised Representative, or a member of your Black Group, because of the unauthorised use of Personal Information.

Page 53: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

45

ANNEXURE 3

SUPPORTING DOCUMENTS Supporting Documents required for Black People and Black Groups wishing to:

complete the Application Process;

complete the BEE Verification process; and/or

change their details.

B. BLACK PEOPLE

If you are an Applicant (you do not already own Shares and you are applying to confirm whether you are an Eligible Person), refer to paragraph 1 below. Then proceed to the BEE Verification process in paragraph 2 below. Then, depending on the method of transacting chosen, you will be required to submit the Supporting Documents in paragraph 3 below.

If you already hold Shares, refer to paragraph 2 below. Then, depending on the method of transacting chosen, you will be required to submit the Supporting Documents in paragraph 3 below.

If you already hold Shares and wish to change the details that we have for you, refer to paragraph 4 below.

PLEASE NOTE: If you are signing the Application Form, the Verification Form or the Change of Details Form in a representative capacity, you will be required to submit the Supporting Documents in paragraph 5 below.

1. Application Process (Black People)

The Applicant must provide the following Supporting Documents:

Identity document The green bar-coded South African Identity Document or passport reflecting the South African identity number or a certified copy.

Affidavit An affidavit attached as Schedule 1 to the Application Form, signed by a Black Person confirming he/she is a Black Person (or signed by a parent or guardian of the Applicant, confirming that the Applicant is a Black Person).

Bank Account Details If you intend to use the Standard Trading Process, provide details of the Applicant's active transactional bank account into which YeboYethu may pay purchase prices, dividends and any other payments. Obtain a stamp on the Application Form from the Applicant's bank verifying the transactional bank account details.

Proof of physical address Provide a certified copy of any one of the following documents reflecting the Applicant's name and physical address and unless otherwise stated, these documents must be less than 3 months old:

utility bill; current lease or rental agreement reflecting that you are the tenant; bank statement; municipal rates and taxes invoice; current copy of valid television licence; mortgage bond statement; land-line or cellular telephone account; tax return (less than 1 year old);

correspondence from a body corporate or shareblock association reflecting you as owner/tenant/occupant;

payslip or salary advice; or letter from a tribal chief where you live. If the Applicant is a Minor and the proof of residential address is in the name of the parent or guardian, the parent or guardian must provide a declaration stating that the Minor is residing at the relevant address.

2. BEE Verification process (Black People)

All Black People must provide the following Supporting Documents to the extent not already provided as part of the Application Process, or otherwise:

Identity Document Provide a certified copy of any one of the following documents:

the green bar-coded South African identity document;

the South African smart identity card; or

Page 54: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

46

a valid passport reflecting the Black Person's South African identity number. Affidavit An affidavit attached as Schedule 1 to the Verification Form (Black People), signed by

a Black Person confirming he/she is a Black Person (or signed by a parent or guardian of the Black Person, confirming that he/she is a Black Person).

Bank account details If you intend to use the Standard Trading Process, provide details of the Black Person's active transactional bank account into which the Custody Entity (when using the Standard Trading Process) may pay purchase prices, dividends and any other payments. Obtain a stamp on the Verification Form (Black Person) from the Black Person's bank verifying the transactional bank account details.

Proof of residential address

Provide a certified copy of any one of the following documents reflecting the Black Person's name and residential address and unless otherwise stated, these documents must be less than 3 months old:

utility bill, such as water, electricity or rates ("Utility Bill");

current signed lease or rental agreement reflecting that you are the tenant;

bank statement;

municipal rates and taxes invoice;

valid television licence document;

mortgage bond statement;

land-line or cellular telephone account;

official tax return/tax assessment (less than 1 year old);

correspondence from a body corporate or shareblock association reflecting you as the owner/tenant/occupant;

payslip or salary advice; or

letter from a tribal chief where you live.

If the Black Person is a Minor and the proof of residential address is in the name of the parent or guardian, the parent or guardian must provide a declaration stating that the Minor is residing at the relevant address.

3. Additional Supporting Documents required depending on transaction method chosen

All Black People must submit the following Supporting Documents, depending on the selected method of transacting:

Method of transacting Required documents

Standard Trading Process If you have not previously successfully registered to trade on the YeboYethu OTC Platform then we will need to complete a FICA process with you before we can provide you with a trading service. It is important to take note of the requirements and instructions at the top of each form to ensure all supporting documentation is provided and the Form is completed accurately. This will avoid unnecessary delays.

Own-Broker Trading Process The original completed and properly signed YeboYethu BEE Contract (a copy of

which is available on the Shareholder Platform Website or can be requested from the Call Centre) with each of the Relevant Market Participants.

A certified copy of the completed and properly signed contracts which you have concluded with the Relevant Market Participants identified in the YeboYethu BEE Contract (which must be approved by YeboYethu).

Off-Market Transfers Process

Should you wish to do an Off-Market Transfer (i.e. a purchase, sale or transfer other than through the Own-Broker Trading Process) please contact the Call Centre for guidance on the BEE Verification process and the Supporting Documents required for purposes of such Off-Market Transfer.

4. Change of details process (Black People)

The Black Person must provide the following Supporting Documents:

To change banking details The Change of Details Form (Black People) must be stamped by the Black Person's bank verifying its transactional bank account details, alternatively you must provide a bank stamped bank statement not older than 3 months or a letter from the bank (signed and stamped) confirming the Black Person's bank details. Provide a certified copy of the Black Person's green bar-coded South African identity document, the South African smart identity card or valid passport reflecting his/her South African identity number.

Page 55: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

47

To change contact details or postal address details

Provide a certified copy of the Black Person's green bar-coded South African identity document, the South African smart identity card or valid passport reflecting his/her South African identity number.

To change residential address details

Provide a certified copy of any one of the following documents reflecting the Black Person's name and residential address and unless otherwise stated, these documents must be less than 3 months old: utility bill, such as water, electricity or rates ("Utility Bill");

current signed lease or rental agreement reflecting that you are the tenant; bank statement; municipal rates and taxes invoice; valid television licence document; mortgage bond statement; land-line or cellular telephone account; official tax return/tax assessment (less than 1 year old); correspondence from a body corporate or shareblock association reflecting

you as the owner/tenant/occupant;

payslip or salary advice; or a letter from a tribal chief where you live. If the Black Person is a Minor and the proof of residential address is in the name of the parent or guardian, the parent or guardian must provide a declaration stating that the Minor is residing at the relevant address. Provide a certified copy of the Black Person's green bar-coded South African identity document, the South African smart identity card or valid passport reflecting his/her South African identity number.

NB: only one certified copy of the Black Person's green bar-coded South African identity document, the South African smart identity card or valid passport reflecting his/her South African identity number is required per Change of Details Form.

5. Representative capacity

If signing the Application Form, Verification Form or Change of Details Form in a representative capacity, the following Supporting Documents must also be provided by the person signing the applicable form:

Power of attorney To sign under a power of attorney, the following must be provided: the power or attorney together with a certified copy of the Black Person's

identity document; and a certified copy of the representative's Utility Bill.

Where the representative is an attorney or an institution, the representative's letterhead in order to verify the representative's physical address. Alternatively a Utility Bill reflecting the representative's name and residential address which is less than 3 months old.

Minors Minors must be assisted by their parents or guardians. Minors must submit their identity document. The parent or guardian must also submit their identity document.

In the case of a legal guardian a certified copy of the Letters of Guardianship.

Joint holding Where the holding is in more than one name, the signature of the first mentioned YeboYethu shareholder and a certified copy of his/her green bar-coded South African identity document, the South African smart identity card or valid passport reflecting his/her South African identity number.

Deceased YeboYethu shareholders

If signing the Change of Details Form, this must be signed by the executor/s of the deceased estate. If you have not already done so, please provide a certified copy of the Letters of Executorship together with a certified copy of the executor's green bar-coded South African identity document, the South African smart identity card or valid passport reflecting the executor's South African identity number.

YeboYethu shareholder under curatorship

If signing the Change of Details Form, this must be signed by the curator appointed by the Master of the High Court. If you have not already done so, please provide a certified copy of the Letters of Curatorship together with a certified copy of the curator's green bar-coded South African identity document, the South African smart identity card or valid passport reflecting the Curator's South African identity number.

Page 56: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

48

YeboYethu shareholder under liquidation

If signing the Change of Details Form, this must be signed by the liquidator appointed by the Master of the High Court. If you have not already done so, please provide a certified copy of your Letter of Appointment together with a certified copy of the liquidator's green bar-coded South African identity document, the South African smart identity card or valid passport reflecting his/her South African identity number.

C. BLACK GROUPS

If you are an Applicant (do not already own Shares, and you are applying to confirm whether you are an Eligible Person), refer to paragraph 1 below. Then proceed to the BEE Verification process in paragraph 2 below. Then, depending on the method of transacting chosen, you will be required to submit the Supporting Documents in paragraph 3 below.

If you already hold Shares, refer to paragraph 2 below. Then, depending on the method of transacting chosen, you will be required to submit the Supporting Documents in paragraph 3 below.

If you already hold Shares and wish to change the details that we have for you, refer to paragraph 4 below. PLEASE NOTE: if you are signing the Change of Details Form in a representative capacity (ie if the entity is a joint holding or where a YeboYethu shareholder is under liquidation or business rescue), please refer to 5B below.

1. Application Process (Black Groups)

All Black Groups are required to submit the following Supporting Documents and comply with the following requirements:

A BEE Ownership Certificate (subject to the conditions below) or alternatively, BEE Ownership Document;

A valid authorising resolution;

Proof of the Black Group's physical address, as set out below;

The identity document of the Authorised Representative; and

Proof of the physical address of the Authorised Representative as set out below. In addition to the above, different types of Black Groups will need to submit certified copies of the corresponding Supporting Documents listed below:

Entity type Required documents

Companies (Note: References to "CoR" refer to the documents as per the Companies Act whereas references to "CM" refer to documents as per the Companies Act 61 of 1973, which may still be applicable to Black Companies incorporated prior to 1 May 2010 (being the effective date of the Companies Act.)

Certificate of Confirmation issued by CIPC. Registration certificate (CoR14.3) / Certificate of incorporation (CM1). Amended registration certificate reflecting the change of name (CoR14.3) /

Notice of amendment of Memorandum of Incorporation (CoR15.2) / Certificate of change of name of company (CM9).

Notice of change of registered office (CoR21) / Notice of registered office and postal address of company (CM22).

Notice of change of directors (CoR 39) / Contents of register of directors and officers (CM29).

Securities register. A valid authorising resolution. For each individual shareholder who holds more than 25% of the voting rights of

the company: a certified copy of (i) identity document (if a South African national) or (ii) a valid passport (if a foreign national).

For each company or close corporation shareholder who holds more than 25% of the voting rights of the company: a certified copy of the registration certificate (CoR14.3) / certificate of incorporation (CM1) (if a company), Notice of change of registered office (CoR21) / Notice of registered office and postal address of company (CM22) (if a company), Founding statement (CK1) (if a close corporation) and a utility bill, such as water, electricity or rates to verify the trade name and physical address of such company or close corporation shareholder.

For each other legal entity shareholder who holds more than 25% of the voting rights of the company: a certified copy of the constitutional documents of such other legal entity shareholder.

For each trust shareholder who holds more than 25% of the voting rights of the company: a certified copy of the trust deed and the letters of authority issued by the Master of the High Court.

Physical address and contact particulars for each shareholder who holds more than 25 % of the voting rights of the company.

Page 57: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

49

Trusts Trust deed or other founding document, as currently in force. Letters of authority issued by the Master of the High Court in respect of the

current trustees. Certified copies of the identity documents for all the current trustees.

Partnerships Partnership agreement, as currently in force. A valid authorising resolution.

Close Corporations Founding statement and certificate of incorporation (CK1), as currently in force. Amended founding statement (CK2), if applicable, as currently in force. A valid authorising resolution. For each individual shareholder who holds more than 25% of the voting rights of

the company: a certified copy of (i) the identity document (if a South African national) or (ii) a valid passport (if a foreign national).

For each company or close corporation shareholder who holds more than 25% of the voting rights of the company: a certified copy of the registration certificate (CoR14.3) / certificate of incorporation (CM1) (if a company), Notice of change of registered office (CoR21) / Notice of registered office and postal address of company (CM22) (if a company), Founding statement (CK1) (if a close corporation) and a utility bill, such as water, electricity or rates to verify the trade name and physical address of such company or close corporation shareholder.

For each other legal entity shareholder who holds more than 25% of the voting rights of the company: a certified copy of the constitutional documents of such other legal entity shareholder.

For each trust shareholder who holds more than 25% of the voting rights of the company: a certified copy of the trust deed and the letters of authority issued by the Master of the High Court.

Physical address and contact particulars for each shareholder who holds more than 25 % of the voting rights of the company.

Black Entities such as Stokvels

Constitutional documents, founding documents or other such documents, as currently in force.

Any rules or regulations governing the operation and management of the Black Entity.

A valid authorising resolution. Certified copies of the identity document (if a South African national) or a valid

passport (if a foreign national) of the representatives of the governing body (if any) of the Black Entity.

Proof of physical address in respect of the Black Group and the Authorised Representative

Provide the original or a certified copy of any one of the following documents reflecting the Black Group or the Authorised Representative's (as the case may be) name and physical address and unless otherwise stated, these documents must be less than 3 months old:

Utility Bill; current signed lease or rental agreement reflecting the Black Group or the

Authorised Representative as the tenant; bank statement; municipal rates and taxes invoice; valid television licence document;

mortgage bond statement; land-line or cellular telephone account; official tax return/tax assessment (less than 1 year old); correspondence from a body corporate or shareblock association reflecting the

Black Group or the Authorised Representative as the owner/tenant/occupant; payslip or salary advice; or a letter from a tribal chief where the Black Group is situated or where the

Authorised Representative lives. If none of the above are applicable or available in respect of a Black Group, a copy of a letterhead of the Black Group showing its operating address.

Obtaining a BEE Ownership Certificate

An existing BEE Ownership Certificate may be submitted provided that: it was obtained from a South African National Accreditation System or the

Independent Regulatory Board of Auditors approved BEE Verification Agency;

it shows that at least 50.1% of the Effective Interest of the Black Group is owned by Black People or Black Groups;

specifically makes reference to the Flow-Through Principle (as defined in the BEE Codes) having been utilised in the determination of the BEE Status of the Black Group;

it is not older than 12 months;

Page 58: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

50

it contains the following information as defined in the Codes: o % voting rights of Black People; o % voting rights of Black women (if known); o % voting rights of Black new entrants (if known); o % economic interest of Black People; o % economic interest of Black women (if known); and o % economic interest of Black new entrants (if known);

It may also contain the following information as defined in the BEE Codes: % economic interest of black designated groups; % economic interest of employee ownership schemes, broad-based ownership

schemes and co-operatives; and the net value for all Black People.

The Black Group must also submit written confirmation, in the form of a written declaration signed by the relevant signatory/ies, that its ownership structure has not changed after obtaining the existing BEE Ownership Certificate and that the information recorded therein remains true and correct in all material respects.

2. BEE Verification process (Black Groups)

All Black Groups are required to submit the following Supporting Documents and comply with the following requirements:

A BEE Ownership Certificate (subject to the conditions below) or alternatively, BEE Ownership Documents;

A valid authorising resolution;

Proof of the Black Group's physical address, as set out below;

The identity document of the Authorised Representative; and

Proof of the physical address of the Authorised Representative as set out below. In addition to the above, different types of Black Groups will need to submit certified copies of the corresponding Supporting Documents listed below:

Entity type Required documents

Companies (Note: References to "CoR" refer to the documents as per the Companies Act whereas references to "CM" refer to documents as per the Companies Act 61 of 1973, which may still be applicable to Black Companies incorporated prior to 1 May 2010 (being the effective date of the Companies Act.)

Certificate of Confirmation issued by CIPC.

Registration certificate (CoR14.3) / Certificate of incorporation (CM1). Amended registration certificate reflecting the change of name (CoR14.3) /

Notice of amendment of Memorandum of Incorporation (CoR15.2) / Certificate of change of name of company (CM9).

Notice of change of registered office (CoR21) / Notice of registered office and postal address of company (CM22).

Notice of change of directors (CoR 39) / Contents of register of directors and officers (CM29).

Securities register. A valid authorising resolution. For each individual shareholder who holds more than 25% of the voting rights of

the company: a certified copy of (i) identity document (if a South African national) or (ii) a valid passport (if a foreign national).

For each company or close corporation shareholder who holds more than 25% of the voting rights of the company: a certified copy of the registration certificate (CoR14.3) / certificate of incorporation (CM1) (if a company), Notice of change of registered office (CoR21) / Notice of registered office and postal address of company (CM22) (if a company), Founding statement (CK1) (if a close corporation) and a utility bill, such as water, electricity or rates to verify the trade name and physical address of such company or close corporation shareholder.

For each other legal entity shareholder who holds more than 25% of the voting rights of the company: a certified copy of the constitutional documents of such other legal entity shareholder.

For each trust shareholder who holds more than 25% of the voting rights of the company: a certified copy of the trust deed and the letters of authority issued by the Master of the High Court.

Physical address and contact particulars for each shareholder who holds more than 25 % of the voting rights of the company.

Trusts Trust deed or other founding document, as currently in force. Letters of authority issued by the Master of the High Court in respect of the

current trustees. Certified copies of the identity documents for all the current trustees.

Partnerships Partnership agreement, as currently in force. A valid authorising resolution.

Page 59: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

51

Close Corporations Founding statement and certificate of incorporation (CK1), as currently in force. Amended founding statement (CK2), if applicable, as currently in force. A valid authorising resolution. For each individual shareholder who holds more than 25% of the voting rights of

the company: a certified copy of (i) the identity document (if a South African national) or (ii) a valid passport (if a foreign national).

For each company or close corporation shareholder who holds more than 25% of the voting rights of the company: a certified copy of the registration certificate (CoR14.3) / certificate of incorporation (CM1) (if a company), Notice of change of registered office (CoR21) / Notice of registered office and postal address of company (CM22) (if a company), Founding statement (CK1) (if a close corporation) and a utility bill, such as water, electricity or rates to verify the trade name and physical address of such company or close corporation shareholder.

For each other legal entity shareholder who holds more than 25% of the voting rights of the company: a certified copy of the constitutional documents of such other legal entity shareholder.

For each trust shareholder who holds more than 25% of the voting rights of the company: a certified copy of the trust deed and the letters of authority issued by the Master of the High Court.

Physical address and contact particulars for each shareholder who holds more than 25 % of the voting rights of the company.

Black Entities such as Stokvels

Constitutional documents, founding documents or other such documents, as currently in force.

Any rules or regulations governing the operation and management of the Black Entity.

A valid authorising resolution. Certified copies of the identity document (if a South African national) or a valid

passport (if a foreign national) of the representatives of the governing body (if any) of the Black Entity.

Proof of physical address in respect of the Black Group and the Authorised Representative

Provide the original or a certified copy of any one of the following documents reflecting the Black Group or the Authorised Representative's (as the case may be) name and physical address and unless otherwise stated, these documents must be less than 3 months old:

Utility Bill; current signed lease or rental agreement reflecting the Black Group or the

Authorised Representative as the tenant; bank statement; municipal rates and taxes invoice; valid television licence document; mortgage bond statement;

land-line or cellular telephone account; official tax return/tax assessment (less than 1 year old); correspondence from a body corporate or shareblock association reflecting the

Black Group or the Authorised Representative as the owner/tenant/occupant; payslip or salary advice; or a letter from a tribal chief where the Black Group is situated or where the

Authorised Representative live. If none of the above are applicable or available in respect of a Black Group, a copy of a letterhead of the Black Group showing its operating address.

Obtaining a BEE Ownership Certificate

An existing BEE Ownership Certificate may be submitted provided that: it was obtained from a South African National Accreditation System or

Independent Regulatory Board of Auditors approved BEE Verification Agency; it shows that at least 50.1% of the Effective Interest of the Black Group is owned

by Black People or Black Groups; specifically makes reference to the Flow-Through Principle (as defined in the

BEE Codes) having been utilised in the determination of the BEE Status of the Black Group;

it is not older than 12 months; it contains the following information as defined in the Codes: o % voting rights of Black People; o % voting rights of Black women (if known); o % voting rights of Black new entrants (if known); o % economic interest of Black People; o % economic interest of Black women (if known); and

Page 60: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

52

o % economic interest of Black new entrants (if known); It may also contain the following information as defined in the BEE Codes:

% economic interest of black designated groups;

% economic interest of employee ownership schemes, broad-based ownership schemes and co-operatives; and

the net value for all Black People. The Black Group must also submit written confirmation, in the form of a written declaration signed by the relevant signatory/ies, that its ownership structure has not changed after obtaining the existing BEE Ownership Certificate and that the information recorded therein remains true and correct in all material respects.

3. Additional documents required depending on transaction method chosen

All Black Groups must submit the following Supporting Documents, depending on the selected method of transacting:

Method of transacting Required documents

Standard Trading Process A certified copy of the completed and properly signed Trading Entity Mandate (a copy of which is available on the Shareholder Platform Website or can be requested from the Call Centre).

A certified copy of the completed and properly signed Custody Entity Mandate (a copy of which is available on the Shareholder Platform Website or can be requested from the Call Centre).

If you have provided your bank account details above, provide details of the Black Group's transactional bank account into which the Trading Entity and/or the Custody Entity (when using the Standard Trading Process) may pay purchase prices, dividends and any other payments.

If you have provided your bank account details above, obtain a stamp on the Verification Form from the Black Group's bank verifying the transactional bank account details.

Own-Broker Trading Process

The original completed and properly signed YeboYethu BEE Contract (a copy of which is available on the Shareholder Platform Website or can be requested from the Call Centre) with each of the Relevant Market Participants.

A certified copy of the completed and properly signed contracts which you have concluded with the Relevant Market Participants identified in the YeboYethu BEE Contract (which must be approved by YeboYethu).

Off-Market Transfers Process

Should you wish to do an Off-Market Transfer (i.e. a purchase, sale or transfer other than through the Own-Broker Trading Process) please contact the Call Centre for guidance on the BEE Verification process and the Supporting Documents required for purposes of such Off-Market Transfer.

4. Change of details process (Black Groups)

The Black Group must provide the following Supporting Documents:

To change banking details The Change of Details Form must be stamped above by the Black Group's bank verifying its transactional bank account details, alternatively you must provide a bank stamped bank statement not older than 3 months or a letter from the bank (signed and stamped) confirming the Black Group's bank details.

Page 61: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

53

To change physical address details Provide the original or a certified copy of any one of the following documents reflecting the Black Group's name and physical address and unless otherwise stated, these documents must be less than 3 months old:

utility bill, such as water, electricity or rates; current signed lease or rental agreement reflecting the Black Group as

the tenant; bank statement; municipal rates and taxes invoice; valid television licence document; mortgage bond statement; land-line or cellular telephone account;

official tax return/tax assessment (less than 1 year old); correspondence from a body corporate or shareblock association

reflecting the Black Group as the owner/tenant/occupant; payslip or salary advice; or a letter from a tribal chief where the Black Group is situated. If none of the above are applicable or available in respect of a Black Group, a copy of a letterhead of the Black Group showing its operating address.

To change BEE Status Provide any one of the following documents: 1. BEE Ownership Documents; 2. Provide certified copy of current BEE Ownership Certificate; or 3. An existing BEE Ownership Certificate may be submitted provided that:

It was obtained from a Valid BEE Verification Agency. It is not older than 12 months. It contains the following information as defined in the Codes:

o % voting rights of Black People. o % voting rights of Black women (if known). o % voting rights of Black new entrants (if known). o % economic interest of Black People. o % economic interest of Black women (if known). o % economic interest of Black new entrants (if known).

It may also contain the following information as defined in the Codes: % economic interest of black designated groups. % economic interest of employee ownership schemes, broad-based

ownership schemes and co-operatives.

the net value for all Black People. The Black Group must also submit written confirmation, in the form of a written declaration signed by the relevant signatory/ies, that its ownership structure has not changed after obtaining the existing BEE Ownership Certificate and that the information recorded therein remains true and correct in all material respects.

To change the Authorised Representative details

A certified copy of the Authorised Representative's green bar-coded South African identity document, South African smart identity card or valid passport reflecting the Authorised Representative's South African identity number.

Authorising Resolution (attached as Schedule 1 to the Change of Details Form).

Proof of the Authorised Representative's residential address (refer to section on changing physical address details above for list of relevant documents which apply equally to the Authorised Representative).

4A. Representative capacity in a joint holding or a where a YeboYethu shareholder is under

liquidation or business rescue

If the Change of Details Form will be signed in a representative capacity, you must comply with the following and provide the following additional Supporting Documents:

Joint holding: Where the holding is in more than one name, the signature of the first mentioned YeboYethu shareholder is required.

YeboYethu shareholder under liquidation or business rescue

The Change of Details Form must be signed by the liquidator appointed by the Master of the High Court or business rescue practitioner. If you have not already done so, please provide a certified copy of your Letter of Appointment.

Page 62: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

54

Page 63: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

55

ACCEPTANCE FORM TO CLIENT AGREEMENT (FOR BLACK GROUPS)

You have received this document because you are applying to YeboYethu (RF) Ltd

("YeboYethu") to become eligible to hold, purchase and sell shares in YeboYethu and to

register to use the trading platform made available by Velocity Trade Financial Services

(Pty) Ltd ("Velocity") for this purpose.

As part of the aforementioned BEE verification process and our registration process you

must agree to the Client Agreement.

The Client Agreement is constituted of the following documents –

Client Agreement Terms and Conditions – Schedule 1 to this Acceptance Form

Privacy Policy – Schedule 2 to this Acceptance Form

Risk Disclosure Statement – Schedule 3 to this Acceptance Form

Intermediary Disclosure Statement – Schedule 4 to this Acceptance Form.

These documents are jointly referred to as the Client Agreement.

When you complete and sign this Acceptance Form, you are confirming and agreeing that –

you accept and are bound by all of the terms of the Trading Terms and

Conditions;

you have read and understood all documents of the Client Agreement; and

you accept and are bound by all of the terms of the Client Agreement.

It is important that you read and understand all documents forming part of the Client

Agreement. If you have not received a copy of the any document forming part of the Client

Agreement you can get a copy:

on the YeboYethu website (yeboyethushares.co.za) or the Velocity Transaction

Platform Website (yeboyethushares.tradedesk.co.za);

by contacting our Call Centre on 082 241 0001 or 010 285 0090;

by asking in an e-mail to [email protected]

By signing this Acceptance Form –

you agree that Velocity is allowed to verify (check) your details (including

asking other people and companies) and you will also help Velocity to do

this when we ask for your help;

you confirm that you have read and, understood all documents forming

part of the Client Agreement; and

Page 64: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

56

you accept and are bound by all of the terms of the Client Agreement.

IMPORTANT: By signing this Acceptance Form you confirm that the details

contained herein are true and correct. Once you have signed this Acceptance Form,

you will not be able to say later that the details that you put in this Acceptance

Form were not true and correct when you gave us this Acceptance Form. We may

also have claims and rights against you because of the details that you put in this

Acceptance Form.

Full Name of Black Group:

Registration Number of Black Group:

Signature of Authorised Representative:

Name of Authorised Representative:

Date:

Place:

Page 65: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

57

AUTHORISING RESOLUTION FOR BLACK GROUPS

Resolutions of the directors, trustees, partners or members of ______________________

(insert name of Black Group) with registration number: __________________ (insert

registration number) (the "Black Group")

The directors, trustees, members or partners, as the case may be, ("we") have resolved as set out

herein.

We resolve that the Black Group is authorised to enter into the client agreement with Velocity

Trade Financial Services (Pty) Ltd ("Velocity") in terms whereof the Black Group appoints Velocity

to render services to the Black Group in respect of the use by the Black Group of the platform

made available by Velocity ("the Transaction Platform") for the purpose of buying and selling

ordinary shares in YeboYethu (RF) Limited ("YeboYethu"), and the terms and conditions of such

client agreement be and are hereby approved.

We resolve that the Black Group shall be entitled to buy and sell ordinary shares from time to

time in YeboYethu ("YeboYethu Ordinary Shares") and shall be entitled to deal with the

YeboYethu Ordinary Shares held by the Black Group from time to time in any way whatsoever. We

resolve that the Black Group be and is authorised to use the Transaction Platform to take any

other action in respect of the YeboYethu Ordinary Shares, including but not limited to :

complete, sign and implement all forms, documents and agreements for and related to

the registration and verification processes required to be completed prior to conclusion of

the Client Agreement;

the issuing of any instructions to Velocity in respect of the Transaction Platform,

specifically for the purposes of facilitating trading in YeboYethu Ordinary Shares; and

otherwise engaging with, or issuing instructions to Velocity for the purpose of and in

connection with the Client Agreement, the Transaction Platform and the YeboYethu

Ordinary Shares.

We resolve that ______________________________________ (insert name) with ID

number _________________________________ (insert ID number) is hereby appoint as

the "Authorised Representative" of the Black Group. The Authorised Representative be and is

hereby authorised to do all such things and sign all such documents to give effect to the

agreements, actions and transactions contemplated in the resolutions set out above. Without

limiting the generality of the aforegoing, the Authorised Representative be and is hereby

authorised to represent the Black Group in all respects for the purpose of the Client Agreement,

Page 66: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

58

the Transaction Platform and the YeboYethu Ordinary Shares.

This is done and signed at ________________ on the ___ day of ______________ 20__

________________________ _____________________ _______________

Full name Identity Number Signature

________________________ _____________________ _______________

Full name Identity Number Signature

________________________ _____________________ _______________

Full name Identity Number Signature

________________________ _____________________ _______________

Full name Identity Number Signature

________________________ _____________________ _______________

Full name Identity Number Signature

Page 67: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

59

Schedule 1

CLIENT AGREEMENT

This Client Agreement is entered into between you and Velocity, duly registered as a

financial services provider under the FAIS Act, and sets out the terms and conditions

which will govern our relationship in respect of the use of the Transaction Platform.

The entering into of this Client Agreement forms part of the Registration Process and

consists of the following documentation —

1 Terms and Conditions

2 Privacy Policy

3 Risk Disclosure Statement

4 Intermediary Disclosure Statement

You must accept and agree to the Privacy Policy, the Risk Disclosure Statement and

Intermediary Statement where indicated on the Transaction Platform Website or by signing the

relevant document itself, as the case may be. You can download and print these documents

from the YeboYethu website (yeboyethushares.co.za) or the Transaction Platform Website

yeboyethushares.tradedesk.co.za or you may call the Call Centre (during Call Centre Hours) on

082 241 0001 or 010 285 0090 and request that copies be sent to you.

Page 68: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

1

TERMS AND CONDITIONS

PART 1 – INTRODUCTORY PROVISIONS

INTERPRETATION AND DEFINITIONS

o In this Client Agreement and its Appendices, unless otherwise stated or the

context otherwise indicates, words and phrases that are defined will start with a

capital letter and the following words and phrases bear the following meaning –

"Appendix" means an appendix attached to this Client Agreement;

"Authorised Representative" means the individual appointed and

authorised by the Black Group in accordance with clause to act on

behalf of the Black Group;

"Authorised User" has the meaning given to this term in the FM

Act;

"Authorised Velocity Representative" means a person or juristic

entity authorised, as contemplated by the FAIS Act, to represent us in

providing financial services; subject to the provisions of this Client

Agreement and the applicable law;

"BBBEE Act" means the Broad-Based Black Economic

Empowerment Act, 53 of 2003 and any regulations and codes of good

practice published thereunder (including the Codes);

"BEE" means black economic empowerment as contemplated in the

BBBEE Act, the BEE Codes and BEE ICT Charter;

"BEE Codes" means the Broad-Based Black Economic

Empowerment Codes of Good Practice gazetted under the BBBEE

Act;

''BEE Compliant Persons'' means, during the BEE Listing Period,

any Eligible Person which YeboYethu (or its Nominee, delegate or

agent) has notified as having successfully completed the BEE

Verification, and whose BEE Status has not expired or been

withdrawn in accordance with the YeboYethu Standard Trading

Page 69: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

2

Terms and Conditions;

"BEE ICT Charter" means the Information and Communication

Technology Sector Code published in terms of Section 9(1) of the

BBBEE Act;

"BEE Listing Period" means the period commencing on the date

upon which the YeboYethu Ordinary Shares are listed on the BEE

Segment and ending on the date on which the BEE Listing

terminates for any reason;

"BEE Securities" has the meaning given to this term in the JSE

Listings Requirements;

"BEE Segment" means a segment of the JSE's main board where

an issuer may list its BEE Securities and where trading in such BEE

Securities is restricted to BEE Compliant Persons;

"BEE Status" means in relation to a Black Group, the Black

Group’s percentage ownership and percentage economic interest by

Black People (by shareholding, membership, beneficiary interest or other

comparable interest, as the case may be, having regard to the juristic

nature of the relevant Black Group) and the Black Group’s percentage

representation by Black People at board or trustee or other similar

governing body and, in relation to a natural person, whether or not that

person qualifies as a Black Person;

"BEE Verification" the verification of a person by the BEE

Verification Agent, which verification must conclude, inter alia, that –

the person is an Eligible Person; and

such Eligible Person has been notified of the necessary

restrictions, limitations and requirements applicable to such

YeboYethu Ordinary Shares from time to time as set out in

the YeboYethu MOI and the Transaction Agreements, and

has agreed to be bound by the provisions thereof; and

such Eligible Person has accepted the YeboYethu Standard

Page 70: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

3

Trading Terms and Conditions and has signed all

documents and contracts required in terms of the Trading

Terms and Conditions;

"BEE Verification Agent" means Velocity;

"BEE Verification Call Centre" means the call centre established

and operated by the BEE Verification Agent for purposes of providing

services related or incidental to the BEE Verification which can be

contacted at the phone number: [●];

"BEE Verification Call Centre Agent" means the person that helps

you when you phone the BEE Verification Call Centre;

"Best Industry Practice" includes, in relation to an obligation,

undertaking, activity or a service, the exercise of the degree of skill,

speed, care, diligence, judgment, prudence and foresight and the use of

practices, controls, systems, technologies and processes, which would be

expected from a skilled, experienced and market leading service provider

that is an expert in performing the same or similar obligation,

undertaking, activity or service and utilising and applying skilled resources

with the requisite level of expertise;

"Black Company" means a BEE-owned Company and a BEE-controlled

Company as defined in the BEE Codes;

"Black Entity" means a vesting trust which qualifies for recognition

under the BEE Codes, a broad-based ownership scheme, a close

corporation, or an unincorporated entity or association, including a

partnership, joint venture, syndicate or stokvel, as may be determined by

Vodacom SA in its sole discretion as an entity or association which may

enable Vodacom SA to claim BEE scorecard points pursuant to the BEE

Codes;

"Black Group" means a Black Company or a Black Entity;

"Black Public" means individually and collectively, Black People and

Black Groups;

Page 71: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

4

"Black People" or "Black Person" has the meaning ascribed to it

under Code 000 of the BEE Codes, which current meaning is summarised

as follows for convenience, and should not be construed as an

interpretation of the BEE Codes: Africans, Coloureds, Indians and Chinese

who are natural persons and who are South African citizens by: (i) birth or

descent; or (ii) naturalisation occurring (a) prior to 27 April 1994, being

the commencement date of the Constitution of the Republic of South

Africa of 1993; or (b) after that date but who would have qualified for

naturalisation prior to that date if it were not for the apartheid policies in

place in South Africa, and "Black" shall be construed accordingly;

"Business Day" means any day other than a Saturday, Sunday or

gazetted national public holiday in South Africa;

"Change of Details Form" means –

for a Black Person, the form called the "Change of Details

Form (Black People)" that we require a Black Person to sign in

accordance with clause o; and

for a Black Group, the form called the "Change of Details

Form (Black Groups)" that we require a Black Group to sign in

accordance with clause o;

"Client Agreement" means the agreement constituted by these

Terms and Conditions, the Privacy Policy, the Risk Disclosure Statement

and the Intermediary Disclosure Statement and accepted by you. For the

avoidance of doubt, this Client Agreement constitutes the "Trading Entity

Mandate" as referred to in the YeboYethu Standard Trading Terms and

Conditions;

"Custody Entity" means LIS, acting through its nominee, Pacific

Custodians (Nominees) (RF) Proprietary Limited, registration number

2014/113298/07, a private company incorporated in accordance with the

laws of South Africa and being a wholly-owned subsidiary of LIS;

"Custody Entity Bank Account" means the bank account used by the

Custody Entity to receive payments from you and make payments to you;

Page 72: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

5

"Custody Entity Mandate" means the agreement entered into

between you and the Custody Entity in respect of the services rendered

by the Custody Entity to you relating to your YeboYethu Ordinary Shares;

"EC Act" means the Electronic Communications Act, 36 of 2005;

"Eligible Person" means the Black Public;

"Encumbrance", in relation to any property, includes any pledge, security

cession, charge, hypothecation, lien, subordination, mortgage, option

over, right of retention or any other encumbrance whatsoever, or any

form of hedging or similar derivative instrument of any nature

whatsoever of or over or in respect of that property or class of property

(or any part or proceeds thereof), or any lending of that property, and,

the words "Encumber", "Encumbered" and "Encumbering" shall have

corresponding meanings;

"Event of Default" means an event as contemplated under clause

o;

"FAIS Act" means the Financial Advisory and Intermediary Services

Act, 37 of 2002;

"FSB" means the Financial Services Board, established by section

2 of the Financial Services Act, 97 of 1990;

"FM Act" means the Financial Markets Act, 19 of 2012;

"Force Majeure Event" means an event of fire, lightning, explosion,

flood, hurricane, act of God, war, terrorism, civil disorder, epidemics,

plagues, strikes; boycotts, and lock-outs of all kinds and go-slows

(excluding boycotts, strikes, lock-outs and go-slows by or of the affected

Party's own personnel), a telecommunications, network, power or

equipment failure or damage, or power or water shortage, which is

outside of the control of the affected Party or any other event beyond the

control of the affected Party, provided in all cases that the affected Party

has taken all steps and precautions which could reasonably be expected

for it to have taken in order to prevent such act or event occurring and in

Page 73: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

6

order to mitigate and minimise the effects of the event and furthermore

that the affected Party is not at fault;

"ICASA" means the Independent Communications Authority of

South Africa, a regulatory body established in terms of section 3 of the

Independent Communications Authority of South Africa Act, 13 of 2000;

"Implementation Date" means [1 October 2008];

"Intellectual Property Rights" means all patents, copyrights, trade

secrets, trademarks, service marks, trade names and all other

intellectual property rights;

"Intermediary Disclosure Statement" means a document

containing important information about your financial services provider

and general information about your rights and the financial services

provider's duties in terms of the FAIS Code of Conduct. It also provides

information about the process to resolve disputes with your financial

services provider;

"Shareholder Number" means the unique number issued to you if

you are a an Eligible Person;

"JSE" means as the context requires, either JSE Limited,

registration number 2005/022939/06, a public company incorporated in

accordance with the laws of South Africa and licensed to operate an

exchange under the FM Act, or the securities exchange operated by that

company;

"JSE Member" means an equities member, which is a category of

Authorised User admitted to membership of the JSE;

"Legal Capacity" means the right and ability to enter into valid

agreements, considering things like age, marriage status, mental status

and financial status;

"Licenses" means any license or other form of regulatory right or

permission issued or granted by or under any Public Authority,

including telecommunications licenses issued pursuant to the EC Act;

Page 74: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

7

"LIS" means Link Investor Services South Africa Proprietary

Limited, registration number 2011/001308/07, a private company

incorporated in accordance with the laws of South Africa;

"Lock-In Period" means the period commencing on the Implementation

Date and terminating on the earlier of:

the tenth anniversary of the Implementation Date (both dates

included); or

the date (if ever) upon which the BEE requirements applicable to

Vodacom SA and its subsidiaries have been amended by

legislation (or other applicable law or regulation or practice

having the effect of law, including without limitation the BEE ICT

Charter or similar code or charter once it is promulgated as a

sectoral code in terms of section 9 of the BBBEE Act) having the

effect (in the sole and absolute discretion of the board of

directors of Vodacom Group, after having considered

representations which YeboYethu and the Strategic Partners may

have made in this regard, but without being bound thereby) that

the continued ownership of Vodacom SA Shares by YeboYethu,

the Strategic Partners or a person or entity to whom any of the

aforementioned shareholders wish to transfer their

shareholdings, is no longer required for BEE purposes, and no

longer results in a BEE benefit for Vodacom SA and its subsidiaries

(whether as a result of a once-empowered always-empowered

rule or otherwise),

it being recorded for the avoidance of doubt that this may have the effect that the

Lock-In Period expires in respect of certain (but not necessarily all) of the Vodacom

SA Shares held by YeboYethu and/or the Strategic Partners;

"Loss" means any direct loss and direct damage (including legal

fees on an attorney and own client scale), whatsoever and howsoever

arising;

"Minor" means a Black Person who is younger than 18 years old;

Page 75: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

8

"Normal Trading Hours" means official trading times set by the

JSE from time to time;

"Off-Market Transfer" means any sale, purchase or transfer of YeboYethu

Ordinary Shares not reported through an Authorised User;

"Order to Buy" means an offer made by a buyer through the Transaction

Platform to buy YeboYethu Ordinary Shares;

"Order to Sell" means an offer made by a seller through the Transaction

Platform to sell YeboYethu Ordinary Shares;

"Partial Sale" means a sale of some but not all of the YeboYethu Ordinary

Shares in an Order to Buy or Order to Sell;

"Partial Transaction" means a purchase or sale of some but not all

of the YeboYethu Ordinary Shares in an Order to Buy or Order to Sell;

"Parties" means us and you, and "Party" means either one of us,

as applicable;

"Password" means the password you choose for using the

Transaction Platform or, if you are a Black Group, the password that

your Authorised Representative chooses for you;

"Public Authority" means –

the FSB;

ICASA;

any government or governmental, administrative, fiscal or

judicial authority, body, court, department, commission,

tribunal, registry or any state owned, controlled or legislatively

constituted authority which principally performs public,

governmental or regulatory functions and/or which is responsible

for applying national security, foreign investment, exchange

control, telecommunications, merger control or other

competition or antitrust legislation or regulations, in South Africa;

Page 76: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

9

and

any minister, department, office, commission, delegate,

instrumentality, agency, board, authority or organisation of any

government or any state-owned enterprise in South Africa;

"Rand" or "R" means the South African rand, the official currency of

South Africa;

"Registration Process" means, with regards to the YeboYethu

Standard Trading Process, the process which you undertake in

accordance with the provisions of this Client Agreement to register to use

the Transaction Platform, and "Register" will have a similar meaning;

"RBH" means Royal Bafokeng Holdings Proprietary Limited,

registration number 2006/006906/07, a private company duly

incorporated in accordance with the laws of South Africa;

"RBH-CO" means Lisinfo 209 Investments (Proprietary) Limited,

registration number 2008/007293/07, a private company duly

incorporated in accordance with the laws of South Africa and, as at

the Implementation Date, a wholly-owned subsidiary of RBH-

TELCO;

"RBH-TELCO" means RBH Telecom Holdings (Proprietary)

Limited, registration number 2006/006958/07, a private company

duly incorporated in according with the laws of South Africa;

"Relationship Agreement" means the agreement entitled

"Relationship Agreement" concluded between Vodacom Group,

Vodacom SA, RBH, RBH-CO, RBH-TELCO, Thebe, Thebe-CO, the

ESOP and YeboYethu on 20 June 2008;

"Risk Disclosure Statement" means the document setting out

general information in respect of the risks associated with utilising our

financial products;

"Securities Transfer Tax" means the securities transfer tax levied

in terms of Securities Transfer Tax Act, 25 of 2007, which is payable by

Page 77: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

10

the buyer when buying YeboYethu Ordinary Shares. The Custody Entity

deducts the Securities Transfer Tax from your Transaction Platform

Account at the time of a purchase Transaction. Strate settlement

processes facilitates the payment of Securities Transfer Tax for

your purchase to the South African Revenue Service;

"Shareholders Agreement" means the agreement titled "Shareholders

Agreement", dated 24 July 2013, in terms of which the relationship

between the shareholders of Vodacom SA, being RBH-CO, RBH-TELCO,

Vodacom Group and YeboYethu is governed;

"South Africa" means the Republic of South Africa;

"Supporting Documents" in relation to the BEE Verification

process and the Change of Details process, all documents which we

require you to provide. For details on such supporting documents, please

refer to the relevant forms at the YeboYethu website

(yeboyethushares.co.za) or the Transaction Platform Website

(yeboyethushares.tradedesk.co.za) or you may call the Call Centre (during

Call Centre Hours) on 082 241 0001 or 010 285 0090 and request that

copies be sent to you;

"STRATE" means a Central Securities Depository operated by Strate

Proprietary Limited, registration number 1998/022242/07, a private

company incorporated in accordance with the laws of South Africa.;

"Strategic Partners" means collectively RBH-CO and Thebe-CO;

"Subscription Agreement" means the agreement entitled "Subscription

Agreement" executed between Vodacom SA, Vodacom Group and

YeboYethu dated 20 June 2008;

"Terms and Conditions" means these terms and conditions,

together with any Appendices hereto;

"Thebe" means Thebe Investment Corporation (Proprietary) Limited

registration number 1992/001846/07, a private company duly

incorporated in accordance with the laws of South Africa;

Page 78: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

11

"Thebe-CO" means Main Street 661 (Proprietary) Limited, registration

number 2008/003181/07, a private company duly incorporated in

accordance with the laws of South Africa;

"Trading Entity" means Velocity;

"Trading Terms and Conditions" means the terms and conditions,

restrictions and limitations applicable to each BEE Compliant

Person and acknowledged and accepted by such BEE Compliant

Person during the BEE Verification process, being as the context

may require:

the YeboYethu Standard Trading Terms and Conditions;

the YeboYethu Own-Broker Trading Terms and Conditions;

and

the YeboYethu Off-Market Trading Terms and Conditions;

"Trading Section of the Transaction Platform" means that

section of the Transaction Platform owned and operated by the

Trading Entity for the purposes of processing trading orders in

respect of YeboYethu Ordinary Shares;

"Transaction" means a contract of purchase and sale of

YeboYethu Ordinary Shares and "Transact" and "Transacting"

shall have a corresponding meaning;

"Transaction Agreements" means Shareholders Agreement,

Relationship Agreement and Subscription Agreement;

"Transaction Fee" means the Transaction Fee payable by you to

the Custody Entity in terms of clause o ;

"Transaction Platform" means the platform established by the

Trading Entity and the Custody Entity, through which they shall render

Transaction (order placement) services and custody and settlement

services respectively to Eligible Persons who have elected to participate in

the YeboYethu Standard Trading Process, comprising the online

Transaction Platform Website and the Transaction Platform Call Centre,

Page 79: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

12

and on which each such Eligible Person shall have a Transaction Platform

Account;

"Transaction Platform Account" means the record the Custody

Entity keeps of money received from you and paid to you or you

activities and transactions on the Transaction Platform;

"Transaction Platform Call Centre" means the call centre

established and operated by the Trading Entity for purposes of the

YeboYethu Standard Trading Process and for the Transaction

Platform which can be contacted at the phone number: [●];

"Transaction Platform Call Centre Agent" means the person that

helps you when you phone the Transaction Platform Call Centre;

"Transaction Platform Call Centre Hours" means the time from 9h00 to

17h00 on a Business Day, or any extended time period that we decide;

"Transaction Platform Services" means the services which will be

provided to you by us in respect of your use of the Transaction Platform

as set out in this Client Agreement;

"Transaction Platform Website" means the online component of

the Transaction Platform which is accessible through the URL: [●];

"VAT" means value added tax levied in terms of the Value-added Tax Act,

89 of 1991;

"Velocity" means Velocity Trade Financial Services Proprietary Limited,

registration number 2010/010415/07, a private company incorporated in

accordance with the laws of South Africa;

"Velocity Group" means each and all of (i) Velocity, (ii) Velocity

Trade Capital Proprietary Limited (iii) Velocity Trade International

Limited and (iv) each of their subsidiaries and associates, including joint

ventures where appropriate, from time to time;

"Vodacom Group" means Vodacom Group Limited, registration

number 1993/005461/06, a public company incorporated in

accordance with the laws of South Africa;

Page 80: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

13

"Vodacom SA" means Vodacom Proprietary Limited, registration

number 1993/003367/07, a private company incorporated in

accordance with the laws of South Africa;

"Vodacom SA Shares" shares in the share capital of Vodacom SA;

"YeboYethu" means YeboYethu (RF) Limited, registration number

2008/014734/06, a public company incorporated in accordance with the

laws of South Africa;

"YeboYethu MOI" means the memorandum of incorporation of

YeboYethu;

"YeboYethu Off-Market Trading Process" means the process of

purchasing and/or transferring YeboYethu Ordinary Shares by a BEE

Compliant Person pursuant to an Off-Market Transfer, as contemplated in

the YeboYethu Off-Market Trading Terms and Conditions;

"YeboYethu Off-Market Trading Process Terms And Conditions" means

the document entitled "YeboYethu Off-Market Trading Process:

Verification Requirements, Terms and Conditions" which shall be made

available at yeboyethushares.co.za, which document records the terms,

conditions, restrictions and limitations applicable to BEE Compliant

Persons who elect to hold, buy, sell or otherwise transfer any YeboYethu

Ordinary Shares pursuant to an Off-Market Transfer, and which are

acknowledged and accepted by such BEE Compliant Person during the

BEE Verification process;

"YeboYethu Ordinary Shares" means ordinary shares with a par value of

R0.00001 each in the share capital of YeboYethu, bearing the rights set

out in the YeboYethu MOI;

"YeboYethu Ordinary Shareholders" means registered holders of

YeboYethu Ordinary Shares;

"YeboYethu Own-Broker Trading Process" means the process of

purchasing, holding and/or transferring (including by way of trading)

YeboYethu Ordinary Shares from time to time in accordance with the

Page 81: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

14

YeboYethu BEE Contract (and not, for the avoidance of doubt, in

accordance with the YeboYethu Standard Trading Process);

"YeboYethu Own-Broker Trading Terms and Conditions" means the

document entitled "YeboYethu Own-Broker Trading Process: Verification

Requirements, Terms and Conditions" which shall be made available at

yeboyethushares.co.za, which document records the terms, conditions,

restrictions and limitations applicable to each BEE Compliant Person who

elects to purchase, holds and/or transfer any YeboYethu Ordinary Shares

in terms of the YeboYethu Own-Broker Process, and which are

acknowledged and accepted by such BEE Compliant Person during the

BEE Verification process;

"YeboYethu Standard Trading Process" means the process of

purchasing, selling, holding and/or transferring YeboYethu Ordinary

Shares from time to time in terms of which you enter into a contractual

custody arrangement with the Custody Entity (who shall act as registered

shareholder) and this Client Agreement for the purposes of effecting

transfers of your YeboYethu Ordinary Shares through the JSE's trading

processes, as contemplated in the YeboYethu Standard Trading Terms

and Conditions;

"YeboYethu Standard Trading Terms and Conditions" means

the document titled "YeboYethu Standard Trading Process: Verification

Requirements, Terms and Conditions", which records the terms,

conditions, restrictions and limitations applicable to each Eligible Person

who elects to purchase, sell, hold and/or transfer any YeboYethu Ordinary

Shares in terms of the YeboYethu Standard Trading Process, and which

are acknowledged and accepted by such Eligible Person during the BEE

Verification process; and

"Your Bank Account" means the bank account where you will receive the

payments from the Custody Entity.

o Any reference to "we", "us" or "our" shall refer to the Trading Entity.

o Any reference to "you" and "your" shall refer to the Eligible Person who

Page 82: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

15

has accepted this Client Agreement.

o The words "written" and "writing" include facsimile communications and

electronic mail and any other means of communication resulting in a

permanent visible reproduction.

o The clause headings of this Client Agreement have been inserted for

convenience only and shall not be taken into consideration in its

interpretation.

o Any references to the singular includes the plural and vice versa and any

reference to natural persons includes legal persons and vice versa and

reference to any gender includes reference to the other gender.

o Any reference in this Client Agreement to a Party shall include a reference

to that Party’s assigns expressly permitted under this Client Agreement and, if

such Party is liquidated or sequestrated, be applicable also to and binding upon

that Party’s liquidator or trustee, as the case may be.

o A reference to a statute or other law includes regulations and other

instruments under it and consolidations, amendments, re-enactments or

replacements of any of them (whether before, or after the date of this Client

Agreement).

o If any provision in a definition is a substantive provision conferring rights or

imposing obligations on any Party, notwithstanding that it is only in the

definition clause, effect shall be given to it as if it were a substantive provision

in the body of this Client Agreement.

o The expiry or termination of this Client Agreement shall not affect such of

the provisions of this Client Agreement as expressly provide that they will

operate after any such expiry or termination or which of necessity must continue

to have effect after such expiry or termination, notwithstanding that the clauses

themselves do not expressly provide for this.

o The words "include", "including" and "in particular" shall be construed as

being by way of example or emphasis only and shall not be construed as,

nor shall they take effect as, limiting the generality of any preceding word/s.

Page 83: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

16

o Terms other than those defined in these Terms and Conditions will be

given their plain English meaning, and those terms, acronyms, and phrases

generally known in the financial services industry will be interpreted in

accordance with their generally known meanings.

o Words and expressions defined in any sub-clause shall, for the purpose of

the clause of which the sub-clause forms part, bear the meaning assigned

to such words and expressions in that sub-clause.

o If any period is referred to in this Client Agreement by way of reference to a

number of days, the days shall be reckoned exclusively of the first and

inclusively of the last day unless the last day falls on a day which is not a Business

Day, in which case the day shall be the next succeeding Business Day.

o The rule of construction that a contract shall be interpreted against the

Party responsible for the drafting or preparation thereof, shall not apply to

this Client Agreement.

o These Terms and Conditions shall be governed by and construed and

interpreted in accordance with the laws of South Africa.

o A reference to a person includes a reference to the person’s executors,

administrators, successors, substitutes (including persons taking by novation)

and permitted assignees.

PART 2 — OUR APPOINTMENT AND SERVICES

APPOINTMENT

o By entering into this Client Agreement you appoint us to act as the Trading

Entity to place orders to buy and/or sell YeboYethu Ordinary Shares in

accordance with this Client Agreement and to render the Transaction Platform

Services set out herein.

o As your Trading Entity we shall provide the Transaction Platform Services,

which shall include and be limited to –

processing instructions made by you to place, amend or remove

orders to buy and/or sell YeboYethu Ordinary Shares;

Page 84: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

17

processing instructions to withdraw funds from your Transaction

Platform Account;

providing you with access to live, delayed and end-of-day market

data in respect of the YeboYethu Ordinary Shares on the Transaction

Platform;

reporting orders that have been filled in the market constituting a

Transaction;

providing you with access to details of your Transaction Platform

Account such as the cash available for Transacting, the YeboYethu

Ordinary Shares available for Transacting, indicative portfolio value,

history of Transactions and other such related information;

such other services specifically set out in this Client Agreement

from time to time; and

such other services specifically agreed to between us from time to

time,

all of which shall be provided via the Transaction Platform.

o You hereby acknowledge and accept that we will appoint one or more

Authorised Velocity Representatives to represent us in the performance of our

obligations under this Client Agreement and delegate all or any of our powers in

terms of this Client Agreement to such Authorised Velocity Representative.

o You hereby acknowledge and accept that the minimum requirements to

access the Trading Section of the Transaction Platform are:

you must have a working cell phone in order to receive OTP's

otherwise we cannot provide you with a service from the Transaction

Platform;

if you are choosing to access the Transaction Platform Website

rather than the Transaction Platform Call Centre, you will need a device

that has the capability to access the internet and browse;

your device needs to permit the following internet browsers: Internet

Page 85: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

18

Explorer version IE 10 (even though Internet Explorer 7, 8, 9 and later,

are supported by the Transaction Platform Website, it is recommend that

the latest version of this browser or any browser be used as this gives the

user a better level of security and access to enhanced features such as

auto resizing). If using browsers such a Google Chrome, Safari or Firefox

you acknowledge that some features are not supported; and

a suggested connection is via a standard 3G (256mb) or ADSL

(1mb) connection for maximum efficiency and to ensure minimisation of

latency issues.

o You acknowledge that in rendering the Transaction Platform Services set

out herein we –

will at all times have a non-discretionary mandate; and

do not provide any advice, recommendation, opinion or guidance in

relation to the conclusion of the Client Agreement or Transactions.

o We undertake to render the Transaction Platform Services, maintain and

operate the Transaction Platform and otherwise perform our obligations under

this Client Agreement in accordance with Best Industry Practice.

LEGAL AND REGULATORY REQUIREMENTS

o Notwithstanding any other provision of this Client Agreement, we may take

any action we consider necessary or desirable in our absolute discretion to

ensure compliance with all applicable laws.

o We undertake to comply with all applicable laws including the terms and

conditions of any authorisation granted under the FAIS Act and the FM Act.

o You undertake to comply with all applicable laws.

PART 3 — USING THE TRANSACTION PLATFORM

REGISTRATION ON THE TRANSACTION PLATFORM

You can Register with us and the Custody Entity to use the Transaction Platform only after

you have accepted the YeboYethu Standard Trading Terms and Conditions and all other

Page 86: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

19

required documents for BEE Verification in respect of the YeboYethu Standard Trading

Process.

o Black Persons

Step 1: Agree to this Client Agreement and the Custody Entity

Mandate

You must agree to this Client Agreement and the Custody

Entity Mandate.

You can do this –

o through the Transaction Platform by clicking on the

checkbox next to the words "By ticking this box, I

confirm that I have read, understand and agree to the

Terms and Conditions, the Risk Disclosure Statement, the

Intermediary Disclosure Statement and the Privacy Policy

and the Custody Entity Mandate, when you are asked to

do so; or

o through the Transaction Platform Call Centre by

confirming to the Transaction Platform Call Centre Agent

over the phone that you have read, understand and agree

to the Terms and Conditions, the Risk Disclosure

Statement, the Intermediary Disclosure Statement, our

Privacy Policy and the Custody Entity Mandate.

You further accept that all Transaction Platform Services are

governed by the Client Agreement.

Step 2: Check your details.

Your details will be displayed on the Transaction Platform

Website screen or the Transaction Platform Call Centre Agent

will give your details to you over the phone. Check your details

and make sure they are correct.

If your details are wrong or incomplete, you must click on

Page 87: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

20

"These details are incorrect!" or inform the Transaction

Platform Call Centre Agent. You will need to complete a Change

of Details Form for changes, corrections or additions to any of

your details.

Step 3: Set up your password

After you have checked your details, you must then choose from

a list of security questions and give us the answer to the one you

chose. You can then set up your Password. Note that you can

only set up the Password on the Transaction Platform Website

and not through the Transaction Platform Call Centre.

There may be rules for Passwords (for example, how long they

must be and the kinds of letters, numbers and symbols you must

use). These will be displayed on the Transaction Platform Website

when you set up your Password.

Make sure that you do not allow anyone to see or get your

Password, to avoid any one else Transacting on the Transaction

Platform under your name, without your permission.

o Black Groups

Step 1: Agree to this Client Agreement and the Custody Entity

Mandate

You must agree to this Client Agreement and the Custody

Entity Mandate. You must do this by completing and submitting

the Verification Form (Black Groups) in accordance with the

YeboYethu Standard Trading Terms and Conditions.

You further accept that all Transaction Platform Services are

governed by the Client Agreement.

Step 2: Check your details

After your Authorised Representative has received

confirmation that the BEE Verification process is complete the

Page 88: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

21

Authorised Representative can access the Transaction Platform

Website at yeboyethushares.tradedesk.co.za or the Transaction

Platform Call Centre on 082 241 0001 or 010 285 0090. After

providing the necessary security information your details will be

displayed on the Transaction Platform Website or the Transaction

Platform Call Centre Agent will give your details to you over the

phone.

You must check your details and make sure they are correct

and complete. If your details are wrong or incomplete, the

Authorised Representative must click on "These details are

incorrect!" or inform the Transaction Platform Call Centre Agent.

The Authorised Representative will need to complete a Change of

Details Form for changes, corrections or additions to any of your

details.

Step 3: Set up your Password

After the Authorised Representative confirms your details

are correct, they must then choose from a list of security

questions and give us the answer to the one they choose.

The Authorised Representative can then set up your

Password. The Authorised Representative can only set up

the Password on the Transaction Platform Website and not

through the Transaction Platform Call Centre.

There may be rules for Passwords (for example, how long

they must be and the kinds of letters, numbers and symbols you

must use). These rules will be reflected on the Transaction

Platform Website when the Password is being set up.

Make sure that you and the Authorised Representative do

not allow anyone to see or get your Shareholder Number, the

Authorised Representative's identity number or the Password, to

avoid any one else using the Transaction Platform under your

name, without your permission.

Page 89: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

22

AUTHORISED REPRESENTATIVES

o Black Groups must have an Authorised Representative

Black Groups must appoint a person to be their Authorised Representative. If you are a

Black Group, an Authorised Representative is the individual you appoint to use the

Transaction Platform for you.

o Your Authorised Representative's instructions

Only the Authorised Representative will be able to access the Trading

Section of the Transaction Platform on behalf of the Black Group, or give

us instructions on behalf of the Black Group.

If the Black Group changes its Authorised Representative, the old

Authorised Representative will not be able to act for the Black Group on

the Trading Section of the Transaction Platform anymore.

You give us permission to carry out instructions given by your

Authorised Representative. We will treat instructions given by your

Authorised Representative as if they are instructions given by you. You

are responsible for what your Authorised Representative does.

JSE MARKET DATA

You acknowledge that it is a requirement of the JSE that we inform the JSE whether you are

enabled to view "Market Information" (as defined in clause o) for YeboYethu Ordinary

Shares listed on the JSE.

MINORS AND PERSONS WITHOUT LEGAL CAPACITY

o Your parent or guardian acts for you

If you are a Minor –

your parent or guardian must use the Transaction Platform for you;

your parent or guardian will be required to Register for you and

complete the Registration Process that we have for Minors;

your parent or guardian must phone the Transaction Platform Call

Page 90: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

23

Centre and a Transaction Platform Call Centre Agent will tell your parent

or guardian what information we need and the Registration Process to

follow before they can use the Transaction Platform for you;

only your parent or guardian will be able to access the Trading

Section of the Transaction Platform on your behalf, in particular to give

us instructions on your behalf; and

in this Client Agreement and the Change of Details Form, when we

refer to 'you' or 'your or 'yourself' or 'I', this means both you, the Minor

and also the parent or guardian that uses the Transaction Platform on

your behalf or that signs any Change of Details Form on your behalf, but

this does not apply when the situation requires or suggests that we are

only referring to the Minor and not also to the parent or guardian.

o When you turn 18

When you turn 18 years old, your parent and guardian will no longer be able to use the

Transaction Platform for you. You will need to call the Transaction Platform Call Centre

and follow our instructions before you can start using the Transaction Platform.

o Other Black Persons without Legal Capacity

There may be other terms and conditions that apply to Black Persons who do not have

Legal Capacity (this is the right and ability to enter into valid agreements, considering

factors like age, marriage status, mental status and financial status). For more

information about this, please contact the Transaction Platform Call Centre.

CHANGING, CORRECTING AND COMPLETING DETAILS

o New, incorrect and incomplete details

You must inform us if the details we have for you have changed, or if they are incorrect

or incomplete.

o Change of Details Form

You must properly complete and give us a Change of Details Form

and give us the Supporting Documents that we may ask for. The

Page 91: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

24

Supporting Documents we need will depend on the details that you are

changing.

You can get this Change of Details Form and the list of Supporting

Documents that we will need, from the Transaction Platform Website or

you can phone the Transaction Platform Call Centre and we will send it to

you.

After we have received and checked the Change of Details Form

and the Supporting Documents we have asked for, we will send

confirmation by SMS to you or, in the case of a Black Group, to your

Authorised Representative.

o Suspending or stopping use of the Transaction Platform

We will stop or suspend your use of the Transaction Platform at any

time should we be required by YeboYethu or Vodacom SA to do so.

We can stop or suspend your use of the Transaction Platform if we

reasonably think that your details have changed, that your details are

incomplete or incorrect or we are required to by law. If this happens, you

must properly complete and give us the Change of Details Form and

Supporting Documents we ask for.

We can stop or suspend your use of the Transaction Platform if the

BEE Verification Agent, YeboYethu or Vodacom SA notifies us that you

no longer qualify to as an Eligible Person or a BEE Compliant Person. We

can only reinstate your access to the Transaction Platform once the BEE

Verification Agent, YeboYethu or Vodacom SA notifies us that you are an

Eligible Person or a BEE Compliant Person.

We may allow you to continue to use the Transaction Platform and

to Register on the Transaction Platform, after we have received and

checked the Change of Details Form and the required Supporting

Documents. We will send confirmation by SMS to you or, in the case of a

Black Group, to your Authorised Representative. This may take a few

days.

Page 92: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

25

USING THE TRANSACTION PLATFORM

o Use of the Transaction Platform

You agree to access and use the Transaction Platform in accordance with, and solely for

the purposes set out in this Client Agreement.

o Unavailability of the Transaction Platform Website

Where, for any reason, you are unable to access and use the

Transaction Platform Website, you may use the Transaction Platform

Call Centre to access the Transaction Platform.

We will, where possible, provide you with timely notice, in writing, of

any unavoidable delay in the performance of the rectification of the

Transaction Platform Website and will advise you of other means of

Transacting, if applicable.

o Acknowledgments and agreements

You –

acknowledge and agree that the Transaction Platform is provided

on an "as is" basis;

acknowledge and agree that there are significant risks associated

with using and relying on the Transaction Platform, including risks

related to the use of software and/or telecommunications systems, such

as software errors and bugs, delays in telecommunications systems,

interrupted service, data supply errors, faults or inaccuracies and security

breaches;

acknowledge and agree that you have no recourse against us, save

in respect of our gross negligence and wilful default or that of the

Licensor, in relation to your use or the availability of the Transaction

Platform; and

acknowledge and agree that, as the Transaction Platform and the

Transaction Platform Services are provided to you by us, you have no

recourse whatsoever against YeboYethu or Vodacom SA in relation to

Page 93: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

26

your use or availability of the Transaction Platform. The provisions of this

clause o constitute a stipulatio alteri in favour of YeboYethu and

Vodacom SA which may be accepted by any of them at any time without

notice.

o Support and maintenance of Transaction Platform

We will –

inform you of any difficulties that we experience in relation to

use of or access to the Transaction Platform; and

take any action in relation to those difficulties.

o Your obligation to provide information

You –

must maintain, for the duration of this Client Agreement, and for a

period of 3 years thereafter, accounting and computer records that

enable us to determine your compliance with this Client Agreement; and

must permit us to audit your access to and use of the Transaction

Platform (including your records in this regard).

o Restrictions on use of Transaction Platform

You agree that you will not —

access or use the Transaction Platform for any purpose

other than to access the Transaction Platform Services;

use, copy, merge, make derivative works of or transfer

copies of any software;

use or disclose to any third party any information obtained

through or from the Transaction Platform other than for the

purposes expressly set out in this Client Agreement;

allow any access to or use of the Transaction Platform by

any third party, except an Authorised Representative of a Black

Page 94: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

27

Group;

reverse engineer, disassemble or decompile any software;

copy any manuals related to the Transaction Platform;

remove any statutory copyright notice, or other notice

included in the Transaction Platform or software or on any

medium containing that software;

transmit or receive using the Transaction Platform (or cause

to transmit or receive) any information or material which is

pornographic, obscene, abusive, profane, offensive, misleading,

deceptive, disparaging or defamatory; or

use the Transaction Platform after the expiry, termination or

cancellation of this Client Agreement.

PROVISION OF MARKET INFORMATION

o You acknowledge and agree that the market data (such as delayed, live

and end-of-day pricing) and other purely factual information

(collectively "Market Information") displayed on the Transaction Platform will be

limited to the YeboYethu Ordinary Shares. We are under no obligation to provide

you with any further Market Information in respect of any other securities,

transactions or opportunities.

o You acknowledge and agree that, where the Transaction Platform displays

Market Information –

we do not endorse or approve the Market Information and make it

available to you only as a service and convenience;

we do not guarantee the accuracy, timeliness, completeness or

correct sequencing of the Market Information;

we do not warrant any results from your use or reliance on the

Market Information;

we are not obligated to update any information or opinions

Page 95: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

28

contained in any Market Information;

we may discontinue offering Market Information at any time;

we will not be liable in any way for the termination, interruption,

delay or inaccuracy of any Market Information; and

you will not redistribute or facilitate the redistribution of Market

Information to any third party.

PART 4 — SECURITY

KEEPING YOUR TRANSACTION PLATFORM ACCOUNT SECURE

o Security information

Your Transaction Platform Account is the record of your activities and

transactions on the Transaction Platform. You can get details of your

Transaction Platform Account through the Transaction Platform Call

Centre or when you log-in to the Transaction Platform Website.

We use different security measures to ensure that only you or your

Authorised Representative (in the case of a Black Group) can use your

Transaction Platform Account. This includes asking you to choose a

security answer and a Password (if you use the Transaction Platform

Website) when you Register to use the Transaction Platform.

When you log-in to the Transaction Platform Website or phone the

Transaction Platform Call Centre to give us instructions, we also send

you a one-time pin that you must enter on the Transaction Platform

Website or give to the Transaction Platform Call Centre Agent. We can

refuse to let you use the Transaction Platform Call Centre if you do not

give us the correct one-time pin that we send you.

Your "Security Information" is made up of your answer to your

security question, your Password, the one-time pin we send you and:

your Shareholder Number and identity number if you are a

Black Person;

Page 96: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

29

your Shareholder Number and the identity number of your

Authorised Representative if you are a Black Group; or

if you are a Minor, your Shareholder Number, your identity

number and your guardian’s or parent's identity number and

cell phone number.

o Your security answer

When you Register to use the Transaction Platform, you must

choose one of six available security questions to answer.

Each time you use the Transaction Platform Call Centre, after you

have set your security answer, we will ask you for the answer to your

security question. If you do not give us the right security answer, we may

refuse to carry out your instructions.

o Using your Password

You must only use your Password when we ask you on the Transaction Platform

Website. Never tell anybody what your Password is and never give your Password to the

Transaction Platform Call Centre or to a Transaction Platform Call Centre Agent. The

Transaction Platform Call Centre Agent is not permitted to request your Password.

o Using your other Security Information

You will need your Security Information each time you or your Authorised

Representative –

call the Transaction Platform Call Centre, provided that you must never

give your Password to the Transaction Platform Call Centre or to a

Transaction Platform Call Centre Agent; or

use the Transaction Platform Website.

o Keep your Security Information secret

Do not give anyone your Security Information. Keep your Security

Information in a safe place and keep the Security Information a secret, to

avoid your Transaction Platform Account being used without your

Page 97: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

30

permission.

If you think that someone else has got any of your Security Information or

you think that any of your Security Information has been lost or stolen,

you must immediately call the Transaction Platform Call Centre and ask

them to lock your Transaction Platform Account. You must then follow

the steps explained by the Transaction Platform Call Centre Agent or set

out on the Transaction Platform Website.

o Lost, stolen or changed phone or SIM Card

You must keep your phone and SIM Card safe. If your phone or SIM Card

is changed, given to somebody else or is stolen or lost, then you must

immediately call the Transaction Platform Call Centre and ask them to

lock your Transaction Platform Account.

If you are a Black Group, your Authorised Representative must keep their

phone and SIM card safe. If the phone or SIM card of the Authorised

Representative has changed, is given to somebody else or is stolen or lost,

then the Authorised Representative must immediately call the

Transaction Platform Call Centre and ask them to lock your Transaction

Platform Account.

You must follow the steps explained by the Transaction Platform Call

Centre Agent or set out on the Transaction Platform Website. You must

also complete and send us a Change of Details Form with all the

Supporting Documents we may request.

o How to get a new Password

You can get a new Password by contacting the Transaction Platform Call Centre and

following the instructions that the Transaction Platform Call Centre Agent gives you, or

in the way described on the Transaction Platform Website.

o Our responsibilities

We must check that any person who gives us instructions on your

Transaction Platform Account uses the correct Security Information for

Page 98: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

31

your Transaction Platform Account, except when you contact us through

the Transaction Platform Call Centre, in which case we will not ask for the

Password.

If these are correct, we may accept instructions from that person.

o Changes to Security Information

If we determine that the security surrounding the Transaction Platform or the security

or confidentiality of your Security Information is or has been breached, we may

terminate, revoke, suspend, modify or change any or all of the Security Information at

any time with or without prior notice.

o Securing your operating environment

You are responsible for ensuring the adequacy of the operating environment and the

security of the environment, both physical and electronic, of your access to and use of

the Transaction Platform, including –

maintaining appropriate security measures to prevent unauthorised

access to, use of or damage to the Transaction Platform and any

information systems accessible through the Transaction Platform; and

complying with all reasonable operational and security procedures

notified by us from time to time and to inform us immediately of any

breach of security.

VIRUSES AND OTHER HARMFUL FEATURES OR CONTENT

We will take reasonable steps to keep the Transaction Platform free of viruses and other

harmful features and content. We do not promise that we will always be able to achieve

this.

RECORDING

You acknowledge and agree that we may –

o record all telephone conversations between us; and

o submit the recording, or a transcript from the recording, as evidence to any court

Page 99: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

32

or in any proceeding for the purpose of establishing any matters pertinent to this

Client Agreement or any Transaction.

PART 5 — BUYING AND SELLING YEBOYETHU ORDINARY SHARES

WHERE TO BUY AND SELL YEBOYETHU ORDINARY SHARES

You can place Orders to Sell and Orders to Buy during Normal Trading Hours by using either

the Transaction Platform Website or the Transaction Platform Call Centre. You will still be

able to contact the Transaction Platform Call Centre during Transaction Platform Call Centre

Hours that are not Normal Trading Hours, but you will not be able place Orders to Sell or

Orders to Buy if it is not Normal Trading Hours.

HOW TO MAKE AN ORDER TO BUY

o Make sure you have enough money in your Transaction Platform Account

Before you can place an Order to Buy, you must make sure that you have

enough money allocated to your Transaction Platform Account to pay for

YeboYethu Ordinary Shares;

the Transaction Fees;

VAT on the Transaction Fees; and

Securities Transfer Tax.

You also cannot place an Order to Buy, or have an open Order to Buy

after a Partial Transaction has settled, if you do not have enough money

allocated to your Transaction Platform Account to pay the purchase

prices and Transaction Fee and taxes for all of your Orders (includes open

Order after a Partial Transaction) to Buy which have not yet resulted in a

Transaction.

If you do not have enough money allocated to your Transaction Platform

Account, you must deposit the money needed to buy the YeboYethu

Ordinary Shares into the Custody Entity Bank Account in accordance with

Page 100: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

33

the Custody Entity Mandate.

You acknowledge and agree that, if after the market has closed and we

have allocated the minimum Transaction Fee to your Transaction

Platform Account in terms of clause o of this Client Agreement and there

are insufficient funds to settle the remaining portion of your open Order

to Buy, then we are entitled to cancel the remainder of your Order to Buy

so that your Transaction Platform Account cash balance does not become

negative. We will notify you of this cancellation via SMS, email and or

phone.

o Place an Order to Buy

If you have enough money allocated to your Transaction Platform Account, you can

place your Order to Buy through the Transaction Platform Website or Transaction

Platform Call Centre during Normal Trading Hours.

o Limits to the size of your Order to Buy

We may limit the minimum number of YeboYethu Ordinary Shares in an Order to Buy

from time to time.

HOW TO MAKE AN ORDER TO SELL

o Place an Order to Sell

You can place an Order to Sell through the Transaction Platform Website or through the

Transaction Platform Call Centre during Normal Trading Hours.

o Limits to the size of your Order to Sell

We may limit the minimum number of YeboYethu Ordinary Shares in an Order to Sell

from time to time.

SELLERS WHO TRADE YEBOYETHU ORDINARY SHARES IN THE ORDINARY COURSE OF

BUSINESS

Any seller who uses the Transaction Platform to Transact in YeboYethu Ordinary Shares in

the ordinary course of business –

Page 101: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

34

accepts all responsibility to comply with the law, including the Consumer

Protection Act, 68 of 2008, towards the buyers of such YeboYethu

Ordinary Shares and accepts that we do not share this responsibility;

accepts that you cannot have an open Order to Sell after a Partial

Transaction has settled, if the proceeds from the sale will not fund the

Transaction Fee and taxes applicable to that Transaction;

accepts that If after the market has closed and we have allocated the

minimum Transaction Fee to your Transaction Platform Account in terms

of clause o of this Client Agreement and there are insufficient funds to

pay Transaction Fees and taxes of the remaining portion of your open

Order to Sell, then we are entitled to cancel the remainder of your Order

to Sell so that your Transaction Platform Account cash balance does not

become negative. We will notify you of this cancellation via SMS, email

and or phone;

cannot rely on us to help them comply with the law;

agrees that, as far as the law allows, we may recover from the seller any

loss or damages we may suffer because of any claim from buyers; and

agrees that we may suspend all Transactions made by the seller and

suspend the seller’s use of the Transaction Platform without notice if we

are legally required to do so.

VALIDITY, CHANGES AND CANCELLING ORDERS

o How long Orders to Buy and Orders to Sell stay open

Unless you give a shorter period of time when you place an Order to Buy

or an Order to Sell, all Orders to Buy and Orders to Sell are valid for 10

calendar days from the time that you confirm your Order ("the Validity

Period"). The Validity Period ends at the end of Normal Trading Hours on

the last day of the Validity Period. If the last day of the Validity Period is

not a Business Day, then the Validity Period will end at the end of Normal

Trading Hours on the last Business Day in the Validity Period.

Page 102: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

35

If you want the Validity Period to be shorter or longer, you must give a

shorter or longer period at the time that you are placing the Order to Buy

or Order to Sell. You cannot make the Validity Period longer than 90

calendar days. When the Validity Period ends, the Order to Buy or Order

to Sell ends.

We will send you a notice through SMS to let you know if your Order to

Buy or Order to Sell has ended. If you are a Black Group, this notice will

be sent by SMS to your Authorised Representative.

o Changing Orders to Buy or Orders to Sell

You cannot change an Order to Buy or an Order to Sell that you have placed. If you are

not happy with an Order to Buy or Order to Sell that you have placed, you must cancel it

before a Transaction occurs.

o Cancelling an Order to Buy or Order to Sell

You must do a cancellation before a Transaction occurs. As long as it is before a

Transaction occurs, you can cancel an Order to Buy or Order to Sell that you have

placed. You can cancel an Order to Buy or an Order to Sell:

on the Transaction Platform Website during Normal Trading Hours; or

by contacting the Transaction Platform Call Centre during Normal Trading

Hours.

IMPLEMENTATION OF TRANSACTIONS

It is recorded that the settlement of a Transaction which occurs pursuant to an Order to

Buy or Order to Sell shall be governed by the Custody Entity Mandate.

DEEMED OFFER IN FAVOUR OF YEBOYETHU AND OBLIGATION TO TRANSFER

YEBOYETHU ORDINARY SHARES PURSUANT THERETO

o In terms of the YeboYethu MOI, a deemed offer ("Deemed Offer Event") to

YeboYethu will arise upon the occurrence of certain specified circumstances or

events. If such a Deemed Offer Event occurs in respect of you, and for so long as it

continues, YeboYethu may (but is not obliged to) give written notice to you and us

Page 103: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

36

stating that such Deemed Offer Event has occurred ("Deemed Offer Notice"),

which notice may require you to sell to YeboYethu all of your YeboYethu Ordinary

Shares (the "Offer Shares"). The Deemed Offer Notice will specify the terms and

conditions of such sale as regulated by the provisions of the YeboYethu MOI

(including, without limitation, the relevant purchase price in respect of such sale

and the date upon which such sale shall take effect). You have agreed in terms of

the YeboYethu MOI that in such circumstances, you must sell the Offer Shares to

YeboYethu upon the specified terms and conditions.

o We acknowledge and accept that we shall be bound, to the extent applicable,

upon receipt of a Deemed Offer Notice from YeboYethu to act in accordance with

any instructions therein to give effect to the sale of the Offer Shares to

YeboYethu. In addition, you are obliged, upon receipt of the Deemed Offer Notice

from YeboYethu, to instruct us to effect transfer of the Offer Shares out of the

account in the name of the Custody Entity into an account in the name of

YeboYethu.

o You hereby irrevocably and unconditionally instruct us to act in accordance with

the terms and conditions of the Deemed Offer Notice, and further agree that

notwithstanding any provision to the contrary, we shall, notwithstanding that the

Deemed Offer Notice is issued by YeboYethu, deem the Deemed Offer Notice to

constitute such an instruction by you in accordance with the terms and conditions

set out therein. We hereby acknowledge and agree that such instruction by

YeboYethu in the Deemed Offer Notice shall be deemed to constitute an

instruction by you as contemplated under this clause .

ENCUMBRANCES

o You acknowledge that you may not, at any time during the Lock-In Period,

Encumber your YeboYethu Ordinary Shares or permit your YeboYethu Ordinary

Shares to be Encumbered.

o We may not, at any time during the Lock-In Period, grant, acknowledge, accept or

record, in whatsoever form, any Encumbrance over or in respect of your

YeboYethu Ordinary Shares (or give any instruction with a view to achieving any

of the aforegoing).

Page 104: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

37

TRANSACTIONS THAT CANNOT HAPPEN ON THE TRANSACTION PLATFORM

Some transfers of YeboYethu Ordinary Shares from a YeboYethu Shareholder to someone

else cannot happen on the Transaction Platform. These include transfers from deceased

estates, transfers as a result of divorce and donations or Transactions that are not reported

through an Authorised User.

TRANSFERRING RIGHTS IN YEBOYETHU ORDINARY SHARES TO OTHERS

When you agree to this Client Agreement, you warrant that —

o you are the beneficial owner of the YeboYethu Ordinary Shares that you sell or try

to sell by means of an Order to Sell;

o nobody else has any rights to or over your YeboYethu Ordinary Shares;

o you are not holding the YeboYethu Ordinary Shares for somebody else; and

o you will not try to sell YeboYethu Ordinary Shares belonging to someone else.

PART 6 — FEES

FEES AND TAXES

o Fees and taxes you must pay

There are fees and taxes for using the Transaction Platform. You will only be charged a

fee once the Transaction has occurred. The fees and taxes which you are liable to pay

are the following:

Transaction Fee

You must pay a Transaction Fee to the Custody Entity. The

Transaction Fee paid covers both our and the Custody Entity's

costs for the Transaction. The Transaction Fee which you must

pay will be the higher of R115 per day (ie R115 per Transactions

for that day) or 0.35% of the value of the Transaction.

The Transaction Fee is deducted from your Transaction Platform

Account each time your Order to Buy or Order to Sell results in a

Page 105: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

38

Transaction.

These are the only fees for the Transaction, and the Transaction

Fee covers all other costs related to this Transaction (including

Strate settlement fees, the FSB levy, JSE Member transaction fees

and bank costs for payment of settlement proceeds if you have

chosen to be paid out on settlement date after your order results

in a Transaction).

Examples of how Transaction Fees and taxes are calculated can

be seen at Appendix A to this Client Agreement.

o Fees for Partial Transactions

During Normal Trading Hours the Transaction Fee deducted from your

account for each Partial Transaction is 0.35% multiplied by the value of

the Transaction. If the total Transaction Fee deducted from your

Transaction Platform Account during the day for a Partial Transaction is

less than R115then the difference between this total and R115 will be

deducted from your Transaction Account after Normal Trading Hours.

If only part of the Order to Buy or Order to Sell is cancelled or ends, we

still charge the Transaction Fee and taxes on the part of the Order to Buy

and the Order to Sell that results in a Transaction.

If you cancel your remaining open Order after a Partial Transaction on any

following day and there have been no Transactions for this open Order

you will not be charged a fee.

VAT

Both the buyer and the seller must also pay VAT on the Transaction Fee only. VAT is

not payable on Securities Transfer Tax. VAT is currently calculated at 14% of the

Transaction Fee. This percentage is set by government and may change. VAT is

deducted from your Transaction Platform Account at the time the Transaction occurs

either during the day or if the remainder of the minimum Transaction Fee is applied

after the JSE closes in terms of clause o above.

Page 106: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

39

Securities Transfer Tax

The buyer must also pay an extra tax to the government called Securities Transfer

Tax on the transfer of YeboYethu Ordinary Shares. This is currently calculated at

0,25% of the value of the Transaction. This percentage is set by government and may

change. The Custody Entity deducts the Securities Transfer Tax from your Transaction

Platform Account at the time the Transaction occurs. The Custody Entity pays the

Securities Transfer Tax as part of settlement obligations for Strate settlement

processes which process facilitates your compliance with your obligations to the

South African Revenue Services in this regard. You have no obligations to ensure that

your Securities Transfer Tax is paid on any purchase as this is collectively the

responsibility of the Custody Entity, Strate and the relevant JSE member.

o Fees if Orders to Buy or Orders to Sell are cancelled or end

We do not charge any Transaction Fees if the full Order to Buy or a full Order to Sell is

cancelled before a Transaction occurs or if it expires.

o When the Transaction Fees can increase

We may increase the Transaction Fees at any time. When we do, we will

give notice to you. Transaction Fees will not go up by more than the

average percentage increase of the Consumer Price Index ("CPI") in the 12

months before the fee increase date. We use the CPI (or any replacement

index) published by Statistics South Africa (or any replacement body). If

we increase the fees by more than this, then clause will apply.

Increases to the Transaction Fees do not apply retrospectively to

Transactions. Each time you make a new Order to Buy or Order to Sell, we

will inform you of the Transaction Fees and taxes that apply before you

confirm the Transaction.

o We do not give refunds when a Transaction has happened

We do not give any refunds for Transaction Fees, taxes and costs for Transactions that

have settled.

o Transaction Platform Account Information

Page 107: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

40

You can access details of your Transactions and activity on your Transaction Platform

Account on the Transaction Platform Website or through the Transaction Platform Call

Centre.

SHARING OF COMMISSIONS, FEES AND CHARGES

o You acknowledge and agree that we may share commissions, fees and charges

with any entity within the Velocity Group or other third parties or receive

remuneration from them in respect of Transactions.

o Details of these commissions, fees, charges, remuneration or sharing

arrangements will be disclosed in accordance with any requirements of any

applicable law.

PART 7 — CHANGES, SUSPENSION AND TERMINATION

CHANGES TO THE THESE TERMS AND CONDITIONS

o We may make changes

We may make changes to this Client Agreement at any time. We will let you know what

the changes are at least 10 Business Days before they apply. We will let you know of the

changes in a shorter time period if –

we are required to do so in terms of any applicable law;

we are required to do so by any Public Authority; or

it is reasonable to give you less than 10 Business Days' notice.

o Agree to the changes before they apply

If we make changes to this Client Agreement, you may choose to either

agree to the changes before they apply or to end your use of the

Transaction Platform.

If you choose to end your use of the Transaction Platform, any Orders to

Buy or Orders to Sell that have not resulted in a Transaction are

automatically cancelled. You must follow the steps in clause in this

regard.

Page 108: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

41

If you do not agree to the changes to this Client Agreement before the

changes apply, we may suspend your use of the Transaction Platform.

Until you have agreed to the changes to this Client Agreement, each time

you log in to the Transaction Platform Website or contact the Transaction

Platform Call Centre, we will give you a chance to agree to the changes.

o If the changes do not relate to a Transaction

If the changes we make to this Client Agreement do not relate to Transactions, we will

still process Orders to Buy and Orders to Sell that you made before we made the

changes. But we will not do this if the law or the Public Authority does not allow it.

o If the changes relate to Transactions

If the changes we make to this Client Agreement relate to Transactions or the law

requires it, all existing Orders to Buy and Orders to Sell will be temporarily suspended

until you agree to the changes. You will also not be able to place any new Orders to Buy

or Orders to Sell until you agree to the changes. This will apply from the date that the

changes come into place.

SUSPENDING THE TRANSACTION PLATFORM

o Suspension because of a dispute or illegal activity

We may temporarily suspend part or all of your use of the Transaction Platform, any

Transactions, your Transaction Platform Account, and processing of Orders to Buy or

Orders to Sell in any one or more of these circumstances —

if we are required by YeboYethu and/or Vodacom SA at any time to do so

(in which case we will be obliged to do so);

if we reasonably believe that your Transaction Platform Account is being

used for illegal purposes, including money laundering or fraud;

if there is a disagreement between who owns or has authority to Transact

the YeboYethu Ordinary Shares or access the Transaction Platform; or

if you are a Black Group, if there is disagreement about whether the

Page 109: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

42

Authorised Representative is still authorised to represent you.

o Notice before we suspend because of a dispute or illegal activity

We will send you notice that we will suspend your use of the Transaction Platform and,

as far as the law allows, give you 10 Business Days to prove whichever of the following

apply —

you are the owner of the YeboYethu Ordinary Shares;

you are not using the Transaction Platform for illegal purposes; or

the Authorised Representative is still authorised to represent you, or that

a new Authorised Representative has been appointed.

o Permanent suspension because of a dispute or illegal activity

If you do not prove the facts above within 10 Business Days, we will suspend your use of

the Transaction Platform until you give us the proof we need.

o Suspension because of expiry of BEE Status

If, the BEE Verification Agent issues written notice to us that you are not a BEE

Compliant Person or that the BEE Verification Agent is unable to verify that you are a

BEE Compliant Person or that your BEE Status has been withdrawn or expired such that

you are no longer an Eligible Person, you or your Authorised Representative will not be

able to log onto the Transaction Platform Website or give instructions through the

Transaction Platform Call Centre. You or your Authorised Representative will also not be

able to use the Transaction Platform to buy YeboYethu Ordinary Shares and all your

Orders to Buy and Orders to Sell will be suspended. This suspension will endure until we

receive written confirmation from the BEE Verification Agent that you are again a BEE

Compliant Person.

o Other reasons for suspension

We may temporarily suspend part or all of your use of the Transaction Platform

Website, Transaction Platform Call Centre, the Transaction Platform, any Transactions,

your Transaction Platform Account, and the processing of Orders to Buy or Orders to Sell

Page 110: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

43

if –

we need to do maintenance on the Transaction Platform;

as a result of JSE or Strate service outages where the impact of this

suspension on open Orders is governed by the FM Act, the JSE Rules and

Directives, Strate Rules, this Client Agreement and/or the Custody Entity

Mandate;

trading is suspended by YeboYethu, Vodacom SA, the JSE or Strate or the

Transaction Platform is required to be suspended by any of them. Note

that in the instance of the Transaction Platform not being available, all

cash withdrawals can be made via one of the Contact Details options at

Appendix 1 of this Client Agreement;

we become aware of any actual, threatened or suspected fraud or any

actual, threatened or suspected unauthorised use of the Transaction

Platform;

we have reasonable grounds to believe that the Transaction Platform is

being used negligently, illegally, fraudulently, for money laundering, or in

a way that we have not given permission for;

we have reasonable grounds to believe that the security of the

Transaction Platform may be in danger;

you do not comply with your duties and even after we have given you 10

Business Days’ notice to do so or to fix it (or a shorter period where this is

reasonable);

you do not comply with your duties and it is reasonable not to first give

you notice to do so or to fix it;

we reasonably believe that any of your Security Information has been lost

or stolen or disclosed to an unauthorised person;

we become aware that any information you have given or that has been

given for you is false, inaccurate, invalid, incomplete or misleading;

Page 111: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

44

we must do this to comply with the law;

a court or any Public Authority tells us to do this; or

where another part of this Client Agreement allows us to do this

suspension.

The suspension will continue for so long as we reasonably believe is appropriate. We will

send you a notice by SMS if we suspend your Transaction Platform Account for these

reasons only if it is reasonably practical to do so.

TERMINATION

o Event of Default

An Event of Default occurs if –

you fail to perform or comply with any of your obligations under this

Client Agreement or any Transaction after we have given you 10 Business

Days’ notice to do so;

you are in breach of any law;

you have breached the Custody Entity Mandate, the Transaction

Agreements or the YeboYethu Standard Trading Terms and Conditions

and have failed to remedy such breach in accordance with the provisions

of such document;

you are a Black Person and you die or become of unsound mind;

you are unable to pay your debts;

you compromise or attempt to defer payment of debts owing to your

creditors generally;

you are a Black Group and your members propose or pass a resolution for

you to be placed into business rescue, liquidation or winding-up;

you have an order granted against or in respect of you, in terms of which

you are provisionally or finally wound up, liquidated, dissolved or placed

Page 112: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

45

under business rescue.

o Termination

We shall be entitled to terminate the Client Agreement –

immediately, on written notice to you, at any time, if:

o an Event of Default occurs; or

o if we are required by YeboYethu and/or Vodacom SA at

any time to do so (in which case we will be obliged to do

so); or

on 60 calendar days’ written notice to you, at any time.

You shall be entitled to terminate the Client Agreement, at any time, on

written notice to us.

Should this Client Agreement be terminated, you will automatically cease

to be a BEE Compliant Person for the purposes of the YeboYethu Standard

Trading Process, and you will no longer be entitled to purchase or sell any

additional YeboYethu Ordinary Shares through the YeboYethu Standard

Trading Process.

If we –

cease to be a licensed financial services provider in terms of the

FAIS Act; or

are liquidated or placed under business rescue, whether

provisionally or finally,

we shall notify you immediately and take reasonable steps to ensure any outstanding

business is completed promptly or transferred to another provider.

Subject to specific written instructions from you, we shall not provide any

further Transaction Platform Services after notice of termination has been

received or given.

Page 113: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

46

PART 8 — LIMITATION OF LIABILITY AND INDEMNITY

FORCE MAJEURE

o We will not be in default of this Client Agreement if such default is a result of a

Force Majeure Event.

o We will use reasonable endeavours to notify you as soon as reasonably practical

of the occurrence of a Force Majeure Event.

o We are not liable to you for any failure or delay in giving this notice; provided that

we have acted in accordance with Best Industry Practice in attempting to do so.

o If a Force Majeure Event arises we may take whatever steps we deem to be

appropriate in the circumstances.

INDEMNITY BY YOU

o You agree to indemnify us and each entity within the Velocity Group ("the

Indemnified Party") and to hold each Indemnified Party harmless from any Loss

sustained or incurred by an Indemnified Party arising out of or in connection with

any breach of representation or warranty made by you under or in

connection with this Client Agreement; or

any failure by you to comply with or perform any of your obligations

under or in connection with this Client Agreement or a Transaction; or

any action or omission as a result any failure by you to comply with or

perform any of your obligations under clause o of this Client Agreement;

any third party claim (other than YeboYethu, Vodacom SA, the Custody

Entity or the JSE) related to your access or use or attempted access or use

to or of the Transaction Platform or relating to your Trading decisions

arising out of such access or use; or

any insufficiency whatsoever with respect to the environment from which

you access or use the Transaction Platform and/or with respect to your

Page 114: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

47

security measures to prevent unauthorised access to or use of the

Transaction Platform; or

any error, corruption or delay in any order or other instruction (whether

oral, written or electronic) communicated by you and which is not caused

by or attributable to an Indemnified Party.

o Despite clause o, you will not be obliged to indemnify us against any Loss

sustained or incurred directly as a result of our negligence (including gross

negligence) or wilful default or a breach by us of any contract or applicable law.

INDEMNITY BY US

o Subject to the provisions of clause , we hereby agree to indemnify you and to

hold you harmless from any Loss sustained or incurred by you arising out of or in

connection with —

any breach of representation or warranty made by us under or in

connection with this Client Agreement; or

any failure by us to comply with or perform any of our obligations under

or in connection with this Client Agreement or a Transaction; or

any error, corruption or delay in any order (whether oral, written or

electronic) which is caused by or attributable to us.

o Despite clause o, we will not be obliged to indemnify you against any Loss

sustained or incurred directly as a result of

your own negligence (including gross negligence) or wilful default or a

breach by you of any contract or applicable law; or

an act or omission by Vodacom SA, YeboYethu and/or the Custody Entity

which results in us having breached this Client Agreement.

EXCLUSION OF LIABILITY

o Save in the case of our negligence (including gross negligence) or wilful default or

a breach by us of any contract or applicable law, we are not liable to you for any

Page 115: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

48

loss, liability, damage, expense, costs or claim suffered or incurred by you arising

out of or in connection with this Client Agreement or any Transaction as a result

of —

an act or omission by Vodacom SA, YeboYethu and/or the Custody Entity

which results in us having breached this Client Agreement.

any error, corruption or delay in any order, instruction or other

communication (whether oral, written or electronic) by you and which is

not caused by or attributable to us; or

the reliance of you on a rate or a price which you knew, or ought

reasonably to have known, to be materially incorrect; or

the occurrence and continuance of any Force Majeure Event; or

any failure of a telecommunications link or network by which you may

seek access to or use of a Transaction Platform; or

any viruses and other harmful features or content in your

communications and dealings with us; or

any interception of your communications and dealings with us, or on the

Transaction Platform.

LIMITATION OF LIABILITY

If we are liable to you for any loss, liability, damage, expense, costs or claim suffered or

incurred by you, our liability will be limited to the actual Loss that you can prove we have

caused you.

INSURANCE

We will, to the extent, and if required in terms of the FAIS Act, arrange and maintain

insurance cover in respect of any liability which may be incurred by us in connection with

the Client Agreement. We will, on request from you, furnish you with written confirmation

of the amount of such insurance cover.

PART 9 – GENERAL

Page 116: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

49

INTELLECTUAL PROPERTY RIGHTS

o You acknowledge and agree that —

all Intellectual Property Rights in respect of or derived from the

Transaction Platform are and remain the sole and exclusive property of us

and/or any licensors of any software used in respect of the Transaction

Platform ("Licensors"); and

you have no Intellectual Property Rights in respect of or derived from and

will not acquire any Intellectual Property Rights in relation to the

Transaction Platform and/or any derivative or adaptation thereof.

o You will use all reasonable efforts —

to protect our Intellectual Property Rights in the Transaction Platform;

and

to comply with our request, acting reasonably, to protect our Intellectual

Property Rights.

o If you become aware of any access to or use of the Transaction Platform by a

third party that is unauthorised or which constitutes an infringement or

interference with our Intellectual Property Rights, you must promptly notify us

and co-operate with us and/or any Licensor in any legal action which we and/or

any Licensor may undertake to protect the Intellectual Property Rights.

ASSIGNMENT

o We will, with the prior written consent of YeboYethu, be entitled to cede, assign

or delegate any of our rights and/or obligations in terms of or arising from this

Client Agreement to any third party, without your consent.

o You will not be entitled to cede, assign or delegate any of your rights and/or

obligations in terms of or arising from this Client Agreement to any third party,

without our consent.

Page 117: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

50

CONTACT DETAILS AND NOTICES

o Notices and messages we send to you

We may choose to send you notices either by SMS, e-mail or post.

There are various notices that we may send you by SMS. These include

notices with messages about —

when you Register to use the Transaction Platform;

your one-time pin;

confirming Orders to Buy, Orders to Sell and Transactions;

confirming allocations and payments to and from your

Transaction Platform Account;

confirmation of Transactions that are referred to YeboYethu or

are accepted or rejected by YeboYethu;

where we end or suspend the Transaction Platform or your use of

the Transaction Platform; and

changes to this Client Agreement or to the Transaction Fees

which we may charge.

You can ask to receive these notices by e-mail when you Register to use

the Transaction Platform. If you do not select this option when you

Register, you can ask for this option at any time after that, through the

Transaction Platform Call Centre.

o Notices and messages to Authorised Representatives and Minors

If you are a Black Group, the notices that we send you by SMS will be sent

to the cell number of your Authorised Representative. Whenever we refer

to sending you an SMS, we are referring to an SMS that we send to your

Authorised Representative (if you are a Black Group). A notice that we

send to your Authorised Representative will be treated as if you received

it.

Page 118: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

51

If you are a Minor, the notices that we send you by SMS will be sent to

the cell number of your parent or guardian. Whenever we refer to

sending you an SMS, we are referring to an SMS that we send to your

parent or guardian (if you are a Minor). A notice that we send to your

parent or guardian will be treated as if you also received it.

o Deemed receipt

When we treat a notice as if you have received it by a certain date and time, it means

we do not have to prove that you did receive it on that date or at that time. If you claim

that you did not receive the notice by that date and time you will have to prove it, as far

as the law allows. As far as the law allows, we will treat it as if you have received a

notice —

on the date of delivery, if delivered by hand to your physical address;

10 calendar days after posting, if sent by ordinary mail to your postal

address;

on the date and time of sending, if sent to your fax number during

Normal Trading Hours;

the next Business Day at the start of Normal Trading Hours, if sent to your

fax number outside of Normal Trading Hours;

on the date and time of sending, if sent to your email address during

Normal Trading Hours;

the next Business Day at the start of Normal Trading Hours, if sent to your

email address outside of Normal Trading Hours; and

on the date and time of sending, if an SMS notice is sent to your cell

phone number.

o Notice actually received

If you actually receive a notice, it will be valid delivery even if we did not send it to any

of your chosen addresses.

Page 119: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

52

o Address where we agree to accept legal documents

Legal documents include letters of demand, summonses, warrants to attach your

property and other legal notices. We agree to accept legal documents under this Client

Agreement at the physical address set out in Appendix 1. This physical address is known

in law as our domicilium citandi et executandi.

o Change of our address

If we want to change the address where we agree to accept legal documents, we will tell

you in writing by SMS or email or post. We will give you the new address where we

agree to accept legal documents. Any new address must be a physical address in South

Africa.

o Address where you agree to accept legal documents

If you are a Black Person, you agree to accept any legal documents under

this Client Agreement at the addresses you gave to YeboYethu or the BEE

Verification Agent when you applied to become a BEE Compliant Person.

(This address is known in law as your domicilium citandi et executandi.)

But if you have changed your addresses by giving us a Change of Details

Form, you agree to accept any legal documents at the address in the most

recent Change of Details Form that you have given us.

If you are a Black Group, you agree to accept any legal documents under

this Client Agreement at the addresses you give to us in the Verification

Form (Black Groups) that you complete. (This address is known in law as

your domicilium citandi et executandi.) But if you have changed your

addresses by giving us a Change of Details Form and the required

Supporting Documents, you agree to accept any legal documents under

this Client Agreement at the address in the most recent Change of Details

Form that you have given us.

o Change to your address

If you want to change the addresses where you agree to accept legal documents, you

must tell us in writing by completing and giving us a Change of Details Form and

required Supporting Documents with the new address. Any new address must be a

Page 120: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

53

physical address in South Africa.

o Transaction Platform Call Centre and Transaction Platform Website details

Transaction Platform Call Centre details: 082 241 0001 and 010 285 0090;

Transaction Platform Website address: yebuyethushares.tradedesk.co.za

GENERAL

o Each of the provisions of this Client Agreement is separate and severable and

enforceable accordingly. If any such term or condition is or becomes

unenforceable for any reason whatsoever, that term or condition is severable

from and shall not affect the validity of any other term or condition contained in

this Client Agreement.

o The expiration, cancellation or other termination of this Client Agreement shall

not affect those provisions of this Client Agreement which expressly provide that

they will operate after such expiration, cancellation or other termination or which

of necessity must continue to endure after such expiration, cancellation or other

termination, notwithstanding that the relevant clause may not expressly provide

for such continuation.

o No indulgence, leniency or extension of time which any Party may give or allow to

the other Party in respect of the performance of any obligation hereunder or

under a Transaction, shall in any way prejudice the Party giving or allowing the

indulgence, leniency or extension or preclude such Party from exercising any of its

rights an enforcing the obligations of the other Party in terms of this Client

Agreement and the Transaction. A provision of, or a right created under, this

Client Agreement or any Transaction may not be waived except in writing

executed by the Party granting the waiver.

o The Client Agreement constitutes the entire agreement between the Parties as to

the subject matter hereof and save as may be expressly set out herein, no

agreements, representations or warranties between the Parties regarding the

subject matter hereof other than those set out herein are binding on the Parties.

o Any provision of this Client Agreement which affords any right, power or

Page 121: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

54

entitlement in favour of YeboYethu and/or Vodacom SA will constitute a

stipulation for the benefit of a third person (stipulatio alteri) which, if accepted by

the person, would bind any Party in favour of that person. Such stipulations may

be accepted by them at any time without notice.

Page 122: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

1

APPENDIX 1

CONTACT DETAILS

Phone:

082 241 0001 or 010 285 0090

Physical address:

1st Floor, 200 Main Road, Claremont, Cape Town, 7708

Postal address:

Velocity Trade Financial Services (Pty) Limited: PO Box

23463, Claremont, Cape Town, 7735

Fax:

If you fax the documents to us, you must include a cover

page that sets out:

your name, address and telephone number;

the date;

the number of pages, including the cover page; and

the name and telephone number of the person we

can contact if we have a problem reading the fax

Email :

[email protected]

If you email us, you must include a cover note in the email

that sets out:

your name, address and telephone number; and

the date.

Page 123: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

1

APPENDIX 2

EXAMPLES OF TRANSACTION FEES

Example 1- When the Order to Buy and Order to sell is Transacted in full over one day and the

Transaction Fee is more than R150.

If Sipho buys 500 YeboYethu Ordinary Shares from Neo for R50 per share, the total price is

R25 000

The costs for Sipho (buyer) are the following:

Cost How it is worked out Total

Value of Transaction 1 000 YeboYethu Ordinary Shares x R50

per YeboYethu Ordinary Share

R50 000

Transaction Fee The higher of R115 and 0.35% of R25 000 R175.00

VAT on Transaction Fee 14% of R175.00 R24.50

Securities Transfer Tax 0.25% of R50 000 R125.00

Total Transaction Costs R50 324.50

The costs for Neo (the seller) are the following:

Cost How it is worked out Total

Transaction Fee The higher of R115 and 0.35% of R50 000 R175.00

VAT on Transaction Fee 14% of R175.00 R24.50

Total Transaction Costs R199.50

Example 2

If the Order to Buy the YeboYethu Ordinary Shares took more than a day to complete; for

example more than 2 days to complete and each day there was a settlement then a scenario of

the fees for the first two days is below for Sipho.

The costs for Sipho (buyer) are the following:

Cost How it is worked out Total

Day 1: Value of Order 500 YeboYethu Ordinary Shares x R50

per YeboYethu Ordinary Share

R25 000

Day 1: Value of

Partial Transaction

40 YeboYethu Ordinary Shares x R50

per YeboYethu Ordinary Share

R2 000

Day 1: Transaction Fee: The higher of R115 and 0.35% of R2 000 R115

Day 1: VAT on Transaction

Fee

14% of R115 R16.10

Page 124: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

2

Day 1: Securities Transfer

Tax

0.25% of R2 000 R5

Day 1: Total Transaction

Costs

R2 136.10

Day 2: Value of remaining

order

460 YeboYethu Ordinary Shares x R50

per YeboYethu Ordinary Share

R23 000

Day 2: Value of

Partial Transaction

40 YeboYethu Ordinary Shares x R50

per YeboYethu Ordinary Share

R2 000

Day 2: Transaction Fee: The higher of R115 and 0.35% of R2 000 R115

Day 2: VAT on Transaction

Fee

14% of R115 R16.10

Day 2: Securities Transfer

Tax

0.25% of R2 000 R5

Day 2: Total Transaction

Costs

R2 136.10

** 0.35% of R2000 is R7. The higher of R7 and R115 is R115. Therefore, the

Transaction Fee is R115.

Example 3— When the Order to Buy and Order to Sell is matched in full and the minimum

transaction fee applies (R115)

If Sipho buys 50 YeboYethu Ordinary Shares for R50 per share, the total price is R2500. The cost

for Sipho (buyer) are the following:

Cost How it is worked out Total

Value of Transaction 50 YeboYethu Ordinary Shares x R50

per YeboYethu Ordinary Share

R2 500

Transaction Fee The higher of R115 and 0.35% of R2000 R115

VAT on Transaction Fee 14% of R115 R16.10

Securities Transfer Tax 0.25% of R2 500 R6.25

Total Transaction Costs R2 637.35

The costs for Neo (seller) are the following:

Cost How it is worked out Total

Transaction Fee The higher of R115 and 0.35% of R2 000 R115

VAT on Transaction Fee 14% of R115 R16.10

Total Transaction Cost R131.10

** 0.35% of R2500 is R8.75. The higher of R8.75 and R115 is R115. Therefore, the

Transaction Fee is R115.

Page 125: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

1

Schedule 2

PRIVACY POLICY

1 INTRODUCTION

1.1 This Privacy Policy forms part of the Client Agreement which governs the relationship

between us in respect of your use of the trading platform made available by us for the

purpose of buying and selling shares in BEE Securities.

1.2 This Privacy Policy sets forth our policy with respect to the information, including

personally identifiable information (“Personal Information”), which is collected from

you.

1.3 The words and phrases defined in the Terms and Conditions, that also forms part of

the Client Agreement, shall bear the same meaning herein.

1.4 Any reference to “Velocity”, “us”, “we” or “our” refers to Velocity Trade Financial

Services (Pty) Ltd as more fully defined in the Client Agreement.

1.5 We are deemed to be a responsible party in terms of the Protection of Personal

Information Act 4 of 2013, as amended, consolidated or re-enacted from time to time,

including all schedules and regulations thereof (“POPI Act”) and we are bound to

comply with the provisions of the POPI Act.

2 WHAT IS PERSONAL INFORMATION

“Personal Information” is information about you and, in the case of a Black Group, your

directors, trustees, members, shareholders and beneficiaries. Personal Information includes,

but is not limited to information relating to your –

2.1 identity, name, birth date and gender;

2.2 black economic empowerment status;

Page 126: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

2

2.3 identity number or registration number;

2.4 bank account details;

2.5 financial affairs and business affairs;

2.6 dealings in BEE Securities;

2.7 physical address, postal address, email address, phone number and other contact

details;

2.8 country of citizenship;

2.9 children;

2.10 dependents and family members;

2.11 answers to security questions; and

2.12 the way you or your Authorised Representative makes use of the Transaction

Platform.

3 HOW WE COLLECT INFORMATION

3.1 Personal Information

You and your Authorised Representative may give Personal Information to us or we may

receive it from other sources. We may receive Personal Information in many ways, these

include the information we get when you –

3.1.1 complete the Application Process and the BEE Verification Process;

3.1.2 submit a Change of Details Form;

3.1.3 give us Supporting Documents; and

3.1.4 use the Transaction Platform Website; and

3.1.5 contact the Transaction Platform Call Centre.

3.2 Non-Personal Information

Page 127: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

3

When you interact with the Transaction Platform Website, we automatically collect

certain personally non-identifiable information ("Non-Personal Information"). The

Non-Personal Information we collect includes without limitation, your Internet Protocol

(“IP”) address, domain name of your internet service provider, your approximate

geographic location, a record of the Transaction Platform Website pages that you visit,

the time of your visits and aggregated Personal Information that cannot be used to

specifically identify you. Such information, which is collected passively using various

technologies is strictly for statistical purposes and to determine the visitor traffic

patterns through the Transaction Platform Website and cannot, in and of itself, be used

to specifically identify you.

4 TELEPHONE CALLS

You agree that we may record all telephone calls to and from the Transaction Platform Call

Centre. You also give us permission to use telephone recordings on the same basis that the

Personal Information is used in accordance with this Privacy Policy.

5 DISCLOSURE AND USE OF INFORMATION

5.1 As far as the law allows, you agree and give us permission to –

5.1.1 check Personal Information against the records of other people or companies;

5.1.2 collect, get, receive, record, organise, collate, store, update, change, retrieve,

read, process, use and share all of the Personal Information and telephone

recording, for all purposes relating to the Transaction Platform and the Client

Agreement;

5.1.3 share the Personal Information and telephone recordings with other people

when performing any activities related to the Transaction Platform;

5.1.4 transfer or store, or both transfer and store, Personal Information and telephone

recordings outside South Africa while we are performing the activities related to

the Transaction Platform to enable the use of your Personal Information and the

telephone recordings in accordance with this Privacy Policy;

Page 128: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

4

5.1.5 do any of the activities above outside of South Africa with Personal Information

and telephone recordings, provided that such activities shall comply with this

Privacy Policy;

5.1.6 appoint and allow people who provide goods or services to us to perform any of

the activities referred to in this Privacy Policy;

5.1.7 allow the BEE Issuer and their advisers to perform any of the activities referred

to in this Privacy Policy for purposes related to the Transaction Platform;

5.1.8 share Personal Information and telephone recordings with another person or

entity that enters into a Transaction with you, where the Personal Information

and telephone recordings relates to the Transaction;

5.1.9 share Personal Information and telephone recordings with the FSB or another

regulator which Velocity or you are subject to;

5.1.10 use Personal Information and the telephone recordings in all other ways that the

law allows; and

5.1.11 destroy your Personal Information, at our own discretion, upon termination of

the Client Agreement.

5.2 There are certain circumstances in which we may disclose, transfer or share your

Personal Information with certain third parties without your consent. They are set out

below.

5.2.1 Business Transfers

In the event of a corporate sale, merger, reorganization, dissolution or similar

event, the assets transferred in terms such sale, merger, reorganization,

dissolution or similar event may include your Personal Information. We may also

share your Personal Information with our subsidiaries and/or affiliates for

purposes consistent with this Privacy Policy and law regulating the use of Personal

Information. Our subsidiaries and affiliates will be bound to maintain that Personal

Information in accordance with this Privacy Policy.

5.2.2 Agents, Consultants and Related Third Parties

Page 129: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

5

We sometimes engage other companies to perform certain administrative and/or

business-related functions which, inter alia, include maintaining the database and

communications network. When we engage another company to perform such

functions, we may provide them with information, including your Personal

Information, in connection with their performance of such functions.

5.2.3 Legal Requirements

We may disclose your Personal Information if required to do so by law or in the

good faith belief that such action is necessary (i) to comply with a legal obligation,

(ii) to protect and defend the rights or property of Velocity, or (iii) to protect

Velocity against legal liability.

5.2.4 Non-Personal Information

As Non-Personal Information cannot be used to personally identify you, we may

disclose, transfer or share Non-Personal Information for any lawful purpose.

6 CORRECTION OF PERSONAL INFORMATION

You may ask us at any time to correct or confirm any Personal Information if it is wrong or out

of date. Please phone the Transaction Platform Call Centre if you need help with this.

7 SECURITY MEASURES

7.1 We undertake to ensure that the integrity of your Personal Information provided to us

and under our control or in our possession and that such Personal Information is

secured in line with this Privacy Policy.

7.2 We have taken appropriate, reasonable technical and organisational measures to

prevent –

7.2.1 the loss of, damage to or unauthorised destruction of Personal Information; and

7.2.2 the unlawful access to or processing of Personal Information.

7.3 In the event that we, on reasonable grounds, believe that your Personal Information

has been accessed or acquired by any unauthorised person, we, or any third party

processing Personal Information under our authority, will notify you in writing,

Page 130: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

6

provided that we can identify you as the holder of the Personal Information that has

been compromised can be established.

8 CONFIRMATION OF AUTHORITY

8.1 You promise that you have the authority to accept this Privacy Policy on behalf of your

contact person and, in the case of a Black Group, your Authorised Representatives,

members, shareholders, trustees, beneficiaries and directors of the Black Group.

8.2 As far as the law allows, if your Authorised Representative, contact person or a

member, shareholders, trustees, beneficiaries and directors of the Black Group claims

for loss or damages because you did not have authority, we may recover any loss or

damages we suffer because of these claims from you.

8.3 This means that you cannot take action against us for using your Personal Information

in the way that you have given us permission, even if you or others suffer loss or

damages.

8.4 You will also be responsible for any loss or damage we suffer because you did not have

the authority and where we relied on your promise that you had authority. For

example, if your Authorised Representative, or members, beneficiaries, trustees,

directors or shareholders of the Black Group take action against us for using or

disclosing their Personal Information in accordance with this Privacy Policy.

9 LIMITATION OF LIABILITY

9.1 As far as the law allows, we are not responsible (liable) if anyone shares or uses your

Personal Information or the telephone recordings without our permission or the

correct permission.

9.2 As far as the law allows, if your Authorised Representative, or a member of the Black

Group claims for loss or damages because anyone shares or uses Personal Information

or telephone recordings without our permission or the correct permission, we may

recover any loss or damages we suffer because of these claims from you.

Page 131: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

7

9.3 It can be dangerous to share Personal Information and to allow the use of Personal

information. You agree to share Personal Information with us and accept the risks

involved in this.

9.4 For example, someone may be able to steal your identity, give your Personal

Information to other people, or use your information in a way that could cause loss or

damages.

9.5 We are not liable when these things happen or when Personal Information is used by

someone without permission.

9.6 We may also have claims against you and you might have to pay us for any loss or

damages we suffer from claims by your Authorised Representative, or a member of

the Black Group, because of the unauthorised use of Personal Information.

Page 132: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

1

Schedule 3

RISK DISCLOSURE STATEMENT

The information in this Risk Disclosure Statement is general information only and does not take

into account your personal objectives, financial situation and needs. You should consider these

things and seek independent professional advice before making a decision about our financial

products.

You must be satisfied that any trading you undertake in relation to the products described in

this Risk Disclosure Statement is appropriate in view of your objectives, financial situation and

needs. If you wish to conclude any of the Transactions you are required to agree to the terms of

the Client Agreement.

You should be aware of the following points:

• All stock market based investment is exposed to a degree of risk.

• Market fluctuations may have an effect on the value, price or income of investments.

• Investment capital is not guaranteed and past performance is not a guide to future

investment performance.

• You are responsible for the selection of any transaction that you place on the Transaction

Platform. As such, the performance of any transaction will depend mainly on investment

decisions made by you. Velocity Trade does not make any representations regarding the

performance of any investment.

• Under certain market conditions it may be difficult or impossible to close out a position.

This may occur, for example, where trading is suspended or restricted at times of rapid

price movement.

• Prior to the commencement of trading, you should require from your broker written

confirmation of all current commission, fees and other transaction charges for which you

will be liable.

• Your ability to trade depends on the continued operation of, among other things, the

Transaction Platform, the internet, and your personal computer or internet enabled device.

A fault, delay or failure of any of these things could prevent you from placing Orders and

Page 133: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

2

may result in losses on your Open positions.

• You should read all available information on the Transaction Platform including, but not

limited to, the client Terms and Conditions and the "frequently asked questions" in order to

properly consider your risks.

• You should carefully consider whether your financial position permits you to participate in

listed instruments on the JSE.

• You should carefully consider whether trading is appropriate for you in light of your

experience, objectives, financial resources and other relevant circumstances.

• Before trading listed instruments on the JSE you should be aware of tax consequences and

on this you should consult your lawyer, accountant or other tax advisor.

• System Risks

Velocity Trade relies on a number of technology solutions to provide you with its on line

Transaction Platform. Transacting on the Transaction Platform may differ from trading on

other electronic trading systems.

A disruption to the Velocity Trade Trading Platforms may mean you are unable to trade in

products offered by Velocity Trade when you wish and you may suffer a financial loss or

opportunity loss as a result.

During a disruption of the Transaction Platform, it may be possible for you to continue to

use our financial products by contacting us over the phone; however this will not be

possible in every case.

• Electronic Trading

There are significant risks associated with using and relying on a web-based, electronic

Transaction Platform. Such risks include, but are not limited to, risks related to the use of

software and/or telecommunications systems such as software errors and bugs, delays in

telecommunications systems, interrupted service, data supply errors, faults or inaccuracies

and security breaches.

These risks and the occurrence of disruptive events are outside the control of Velocity

Trade and, accordingly, you will have no recourse against Velocity Trade in relation to the

Page 134: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

3

use of or availability of our Transaction Platform or any errors in the software and/or

related information systems.

There are important provisions regarding the use of the Transaction Platform contained in

the Client Agreement. You must ensure that you fully understand these provisions and the

risks involved in relying on an on-line, electronic trading system and the limitations in the

service that Velocity Trade can provide in relation to the Transaction Platform.

• Transaction Platform Closed

Due to the dynamic nature of the financial markets, it is possible that the value of your

open positions will change while the trading function of the Transaction Platform is

unavailable. In this case, you will not be able to trade in a product such as open a new

transaction or close out an open transaction until the trading function of the Transaction

Platform is available again. You may suffer a financial loss or opportunity loss as a result.

• Discretionary Powers of Velocity Trade

Under the Client Agreement, Velocity Trade has a number of discretionary powers which

may affect your trading activities. These powers are set out in this Risk Disclosure

Statement as well as the Client Agreement and you should ensure that you fully understand

them.

• Market Volatility

Markets are subject to many influences which may result in rapid fluctuations and reflect

unforeseen events or changes in conditions

In certain market conditions such as during times of price volatility in markets, quotes

provided by Velocity Trade may ‘gap’. A gap means that a price may unexpectedly jump

from one price level to another without trading at rates in between those two price levels

or quotes. It is not possible for us to predict when a price ‘gap’ will occur or by how much.

Price gaps are generally a result of unexpected news or previously unknown data being

released (e.g. news of terrorist attacks, revaluation of a currency, geopolitical upheaval or

natural disasters).

• Client Acknowledgement

By accepting the electronic check box as part of this online application process I/We

Page 135: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

4

confirm receipt of this Risk Disclosure document and have read, understood and agree to

its contents.

Page 136: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

Schedule 4

INTERMEDIARY DISCLOSURE STATEMENT

1 INTRODUCTION

In terms of the General Code of Conduct of the Financial Advisory and Intermediary

Services (FAIS) Act, Velocity Trade Financial Services (Pty) Ltd (Registration number

2010/010415/07) is required to disclose the information in this document to you. You are

therefore requested to read through the document carefully and sign the

acknowledgement that you have read and understand the contents hereof. If there is

anything in this document that you do not understand, please request further information

from us. You are entitled to a copy of this document for your own records.

AUTHORISED FINANCIAL SERVICES PROVIDER

Velocity Trade Financial Services is an authorised financial services provider (FSP number

43295) in terms of Section 8 of the FAIS Act. A copy of our license certificate is available on

request. Our physical address is 1st Floor, 200 on Main, Claremont 7708, Cape Town. Our

postal address is PO Box 23463, Claremont 7735, Cape Town. The contact person you must

liaise with is Daniel Carter, tel 021 200 8800, fax 086 249 1000 or email

[email protected].

FINANCIAL SERVICES AND PRODUCTS

Velocity Trade Financial Services is authorised to render intermediary financial services in

respect of the following financial products:

Category I

• Securities and Instruments: Shares

• Securities and Instruments: Derivative Instruments

• Participatory interests in Collective Investment Schemes

• Foreign currency denominated investment instruments

• Deposits defined in the Banks act – 12 months or less

Category II – Discretionary FSP

• Retail Pension Benefits

• Pension Funds Benefits (excluding retail pension benefits)

Page 137: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

2

• Securities and Instruments: Shares

• Securities and Instruments: Money market instruments

• Securities and Instruments: Debentures and securitised debt

• Securities and Instruments: Warrants, certificates and other instruments

• Securities and Instruments: Bonds

• Securities and Instruments: Derivative instruments

• Participatory interests in Collective Investment Schemes

• Long-term Deposits

• Short-term Deposits

AUTHORISED KEY INDIVIDUAL AND REPRESENTATIVE

The Financial Services Board has duly authorised Daniel Carter to act as key individual and

representative to render financial services as defined in terms of the FAIS Act in respect of

the financial products listed above.

Additional representatives including representatives under supervision may be added or

removed from Velocity Trade Financial Services’ FSP license from time to time. An updated

list is available on request.

INTERMEDIARIES, INTRODUCING PARTIES AND SERVICE PROVIDERS

Velocity Trade Financial Services may contract with and reward intermediaries for the

introduction of clients. However, the introducing party, Velocity Trade Financial Services

and its service providers are all separate business entities and are not affiliated in any way.

Intermediaries may be appointed as a representative on Velocity Trade Financial Services’

FSP license, however, neither the introducing party nor Velocity Trade Financial Services

shall be entitled to provide the client with any particular trading advice.

The introducing party may receive ongoing fees related to the trading activity of the client.

This fee will represent a portion of the revenue earned by Velocity Trade Financial Services

and will be accrued and paid to the introducing party monthly in arrears. These fees will be

market related and directly linked to the clients account activity as well as the nature of the

product and the relevant fee structure charged to the client.

The introducing party has actual or potential conflicts of interest with clients to the extent

that it receives fees or other remuneration for each transaction concluded between the

Page 138: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

3

client, Velocity Trade Financial Services and/or its service providers.

Each client, Velocity Trade Financial Services and related service providers, and not the

introducing party, are the counter parties to each purchase and sale of the products in

respect of the terms of business entered into by each client of Velocity Trade Financial

Services.

CONFLICT OF INTEREST MANAGEMENT POLICY

Velocity Trade Financial Services has adopted and implemented a conflict of interest

management policy that complies with the provisions of the FAIS Act. The conflict of

interest management policy is available on request and can be obtained by emailing

[email protected] or by telephone: 021 200 8800.

INDEMNITY COVER

Velocity Trade Financial Services holds Professional Indemnity and Fidelity cover.

FINANCIAL INTELLIGENCE CENTRE ACT (FICA)

In terms of FICA, Velocity Trade Financial Services is an accountable institution. We are

required to identify our prospective clients, verify the given information and keep records

of the verifying documents. We are also obliged to report suspicious and unusual

transactions that may facilitate money laundering to the authorities.

COMPLAINTS

Should you wish to pursue a complaint against a key individual or representative of Velocity

Trade Financial Services, you should address the complaint in writing. If you cannot settle

your complaint with us, you are entitled to refer it to the office of the FAIS Ombud, at

[email protected] or telephone number 0860 324 766. The Ombud has been created to

provide you with a redress mechanism for any inappropriate financial advice that you feel

may have been given to you by a financial services provider.

COMPLIANCE OFFICER

Independent Compliance Services (Pty) Ltd (Registration number: 2003/020695/07) and

Practice number 1258 acts as the compliance officer for Velocity Trade Financial Services.

Their physical address is IPIC Aurora Centre, Shop 28 A, B and C, Cnr Aurora and Burton

Page 139: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

4

Roads, Aurora Durbanville, 7550. The contact person is Mr HA Goosen, tel 021 975 6468,

fax 086 628 4567 or email: [email protected].

DISCLAIMER

You should note that there are risks involved in buying or selling any financial product, and

past performance of a financial product is not necessarily indicative of the future

performance. The value of financial products can increase as well as decrease over time,

depending on the value of the underlying securities and market conditions.

CLIENT ACKNOWLEDGEMENT

By accepting the electronic check box as part of this online application process I/We

confirm receipt of this Risk Disclosure document and have read, understood and agree to

its contents.

Page 140: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

5

CUSTODY ENTITY MANDATE

Page 141: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

2

Please provide details of the Black Group you represent here

Black Group category

Company Partnership Trust Close Corporation

Other incorporated entity or association

Black Group name

Group shareholder number (for office use only)

Registration number

ID number of person signing this form

Please provide your (ie the person representing the Black Group referred to above) details here

Authorised Representative

Surname Signature

First names in full

Identity number Capacity

Residential Address

Postal code

Contact Details Tele-phone

Fax

Please note that specific meanings (definitions) have been given to some words and phrases in this Form. These words

and phrases start with a capital letter. The only defined words that do not always have a capital letter are the words "you",

"we" and "us". A list of defined words and phrases, and also the meanings we have given them, is contained in the Custody

Entity Terms and Conditions set out in Part B.

You, on behalf of the Black Group you represent, agree to the Custody Entity Mandate Terms and Conditions:

If you, on behalf of the Black Group you represent, want to appoint the Custody Entity to provide custody and settlement

services to the Black Group you represent, then you, on behalf of the Black Group you represent, need to agree to the

Custody Entity Terms and Conditions set out in Part B below.

When you sign this Form on behalf of the Black Group you represent you are confirming and agreeing that you have read, understand and agree (on behalf of the Black Group you represent) to the Custody Entity Terms and Conditions set out in Part B below. It is important that you read and understand the Custody Entity Terms and Conditions set out in Part B below. They also set out the rights and duties of the Black Group you represent, and the fees that the Black Group will be required to pay. Please note that there are various parts in the Custody Entity Terms and Conditions set out in Part B below where:

our responsibilities (liabilities) and our risks are excluded (taken away) or limited (lessened);

rights and remedies the Black Group you represent has against us are excluded or limited, including the amounts that can be claimed from us;

the Black Group you represent takes on responsibility (liability) and risks; and

the Black Group you represent makes promises to us. Please also note that all Black Groups are required to submit a valid Authorising Resolution attached as Schedule 1 to this Form

Page 142: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

7

SIGNATURE SECTION

By signing below:

you, on behalf of the Black Group you represent, confirm to the Custody Entity that you and the

Black Group you represent have full legal capacity and are duly authorised to hereby appoint

the Custody Entity to provide custody and settlement services;

you, on behalf of the Black Group you represent, authorize the Custody Entity to act in

accordance with Custody Entity Mandate Terms and Conditions set out in Part B below;

you, on behalf of the Black Group you represent, confirm and agree that you have read,

understand and agree to the Custody Entity Terms and Conditions set out in Part B below; and

you, on behalf of the Black Group you represent, confirm that you are aware of and understand the

limits, exclusions, liabilities, risks and promises in the Custody Entity Terms and Conditions set

out in Part B below.

Signature: Day Month Year

Name:

Capacity: Authorised Representative: If you are not signing as the Authorised Representative of a Black Group but in a different capacity, please state this different capacity below. If you do not state this different capacity below, we will treat this as you signing as the Authorised Representative. Other capacity (if any): ______________________________

Page 143: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

8

Schedule 1 Authorising resolution for Black Groups

Resolutions of the directors, trustees, partners or members of ________________________ (________________________) Black group name Black group registration number

(the "Black Group")

Resolutions (agreements):

The directors, trustees, members or partners ("we") have been given the required notice of a meeting and

have agreed on ("resolved") the following:

Appointment of the Custody Entity as Participant to provide custody and settlement services

We agree (resolve):

that the Black Group will appoint the Custody Entity as Participant to provide custody and settlement services to it; and

that the Black Group will complete, sign and carry out all forms, documents and agreements for (and related to) appointing the Custody Entity as Participant to Participant to provide custody and settlement services to it.

Appointment of Authorised Representative

We appoint _______________________________ (insert name)

with ID number ____________________________ (insert ID number)

as 'Authorised Representative' of the Black Group.

We agree (resolve) that the Authorised Representative is allowed to do the following, for the Black Group:

agree to, sign and hand in all documents needed to carry out these resolutions (agreements) and the contents of this document;

bind (legally commit) the Black Group to any and all terms and agreements which apply to the Custody Entity's rendering of custody and settlement services; and

do anything else needed to enable the Custody Entity to provide custody and settlement services.

This is done and signed at __________________ on the ____ day of ________________ 20__.

_________________________ _________________

Full name Signature

_________________________

ID number

_________________________ _________________

Full name Signature

_________________________

ID number

_________________________ _________________

Page 144: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

9

Full name Signature

_________________________

ID number

_________________________ _________________

Full name Signature

_________________________

ID number

_________________________ _________________

Full name Signature

_________________________

ID number

_________________________ _________________

Full name Signature

_________________________

ID number

Certification that the extract and signatures are true and accurate:

I certify (promise) that: 1) the above are the signatures of all the directors, partners or members of the Black Group needed

to pass this resolution; and 2) the above is true extract of the original resolution. ____________________________

Name: ______________________

Capacity: ____________________

(Company secretary, director, trustee, managing partner or authorised member)

Date: _______________________

Page 145: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

2

2 INTERPRETATIONS AND DEFINITIONS

2.1 In this Custody Entity, the following words shall have the following meanings and other

words derived from the same origins as such words shall have corresponding meanings:

2.1.1 "Applicable Rules" means the rules applicable to Participants in terms of the FM Act,

the JSE Listings Requirements and the CSD Rules;

2.1.2 "Application Form" means:

2.1.2.1 for a Black Person, the form entitled the "Application Form (Black People)" that must

be completed and signed as part of the Application Process; and

2.1.2.2 for a Black Group, the form called the "Application Form (Black Groups)" that must

be completed and signed as part of the Application Process;

2.1.3 "Application Process" the process that must be followed to apply for confirmation from

the BEE Verification Agent that a person is an Eligible Person;

2.1.4 "Authorised Representative" means the individual appointed and authorised by the

Black Group in accordance with the Standard Trading Process Terms and Conditions

to act on behalf of the Black Group;

2.1.5 "Authorised User" has the meaning given to this term in the FM Act;

2.1.6 "Authority" means:

2.1.6.1 the Financial Services Board, established by section 2 of the Financial Services

Board Act, 97 of 1990;

2.1.6.2 the Independent Communications Authority of South Africa, a regulatory body

established in terms of section 3 of the Independent Communications Authority of

South Africa Act, 13 of 2000;

2.1.6.3 any government or governmental, administrative, fiscal or judicial authority, body,

court, department, commission, tribunal, registry or any state owned, controlled or

legislatively constituted authority which principally performs public, governmental or

regulatory functions and/or which is responsible for applying national security,

foreign investment, exchange control, telecommunications, merger control or other

competition or antitrust legislation or regulations, in South Africa;

Page 146: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

11

2.1.6.4 any minister, department, office, commission, delegate, instrumentality, agency,

board, authority or organisation of any government or any state-owned enterprise in

South Africa;

2.1.7 "BEE" means black economic empowerment as contemplated in the BEE Act, the BEE

Codes and BEE ICT Codes;

2.1.8 "BEE Act" means the Broad-Based Black Economic Empowerment Act, 53 of 2003 and

any regulations and codes of good practice published thereunder (including the BEE

Codes);

2.1.9 "BEE Codes" means the Broad-Based Black Economic Empowerment Codes of Good

Practice gazetted under the BEE Act;

2.1.10 "BEE ICT Codes" means the Information and Communication Technology Sector Code

published in terms of Section 9(1) of the BEE Act;

2.1.11 "BEE Legislation" means each and all of:

2.1.11.1 the BEE Act;

2.1.11.1.1 any codes of good practice and/or any transformation charters issued under

sections 9 and/or 12 of the BEE Act applicable to Vodacom SA;

2.1.11.1.2 any communications sector legislation and any regulations published under such

legislation and any license conditions made pursuant to such legislation from

time to time, as applicable to the Vodacom SA; and

2.1.11.1.3 any other charter, law, condition of a material license, regulation or (mandatory

or voluntary) practice pursuant to which ownership and/or control by Black

People in the Vodacom SA is measured or a requirement relating thereto is

imposed on it, or its rights, interests and/or obligations are affected thereby

whether directly or through its customers;

2.1.12 "BEE Listing" means listing of the YeboYethu Ordinary Shares as Asset Backed

Securities on the BEE Segment on the BEE Listing Date;

2.1.13 "BEE Listing Date" means the date of the BEE Listing;

2.1.14 "BEE Listing Period" means the period commencing on the Bee Listing Date and

ending on the date on which the BEE Listing terminates for any reason;

2.1.15 "BEE Segment" has the meaning given to such term in the Listings Requirements;

2.1.16 "BEE Status" means in relation to a Black Group, the Black Group’s percentage

Page 147: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

12

ownership and percentage economic interest by Black People (by shareholding,

membership, beneficiary interest or other comparable interest, as the case may be,

having regard to the juristic nature of the relevant Black Group) and the Black Group’s

percentage representation by Black People at board or trustee or other similar

governing body, as measured under the BEE Legislation and, in relation to a natural

person, whether or not that person qualifies as a Black Person;

2.1.17 "BEE Verification" the verification of a person by the BEE Verification Agent, which

verification must conclude, inter alia, that:

2.1.17.1 the person is an Eligible Person; and

2.1.17.2 such Eligible Person has been notified of the necessary restrictions, limitations and

requirements applicable to such YeboYethu Ordinary YeboYethu Ordinary Shares

from time to time as set out in the YeboYethu MOI and the Transaction Agreements,

and has agreed to be bound by the provisions thereof; and

2.1.17.3 such Eligible Person has accepted the Trading Terms and Conditions and has

signed all documents and contracts required in terms of the Trading Terms and

Conditions;

2.1.18 "BEE Verification Agent" means, during the BEE Listing Period, a person appointed

from time to time by YeboYethu to conduct BEE Verification, being Velocity;

2.1.19 "BEE Verification Withdrawal Notice" has the meaning given to this term in clause

9.1.2 of the YeboYethu BEE Contract;

2.1.20 "BEE Verified Persons" during the BEE Listing Period, any Eligible Person which

YeboYethu (or its nominee, delegate or agent) has notified as having successfully

completed BEE Verification, and whose BEE Verification status has not expired or been

withdrawn in accordance with the Trading Terms and Conditions;

2.1.21 "Beneficial Owner" means a person in whom the benefits of the bundle of rights

attaching to a YeboYethu Ordinary Share vest, which is typically evidenced by one or

more of the following:

2.1.21.1 the right or entitlement to receive any dividend or distribution payable in respect of

the YeboYethu Ordinary Share;

2.1.21.2 the right to exercise or cause to be exercised in the ordinary course of events, any

or all of the voting or other rights attached to the YeboYethu Ordinary Share;

2.1.21.3 the right to Dispose or direct the Disposition of the Share, or any part of a distribution

in respect of the YeboYethu Ordinary Share and to have the benefit of the proceeds,

Page 148: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

13

and "Beneficially Own" and "Beneficially Owned" shall be construed accordingly;

2.1.22 "Black Business Partners'' means creditworthy Black Groups that form part of

Vodacom SA's distribution network and who participated in the initial public offering;

2.1.23 "Black Company" means an entity which is both a "B-BBEE-owned Company" and a

"B-BBEE-controlled Company" (with each of these terms bearing the meanings as given

to them in the BEE Codes);

2.1.24 "Black Entity" means a vesting trust which qualifies for recognition under the BEE

Codes, a broad-based ownership scheme, or an unincorporated entity or association,

including a partnership, joint venture, syndicate or stokvel as may be determined by

Vodacom SA in its sole discretion as an entity which may enable Vodacom SA to claim

BEE scorecard points pursuant to the BEE Codes;

2.1.25 "Black Group" means a Black Company or Black Entity;

2.1.26 "Black People" or "Black Person" has the meaning ascribed to it in the BEE Codes,

which current meaning is summarised as follows for convenience, and should not be

construed as an interpretation of the BEE Codes: Africans, Coloureds,

(including Chinese) and Indians who are natural persons and who are South African

citizens by: (i) birth or descent; or (ii) naturalisation occurring (a) prior to 27 April 1994,

being the commencement date of the Constitution of the Republic of South Africa of

1993; or (b) after that date but who would have qualified for naturalisation prior to that

date if it were not for the apartheid policies in place in South Africa, and "Black" shall

be construed accordingly;

2.1.27 "Black Public" means, individually and collectively, Black People and Black Groups;

2.1.28 "Business Day" means any day other than a Saturday, Sunday or gazetted national

public holiday in South Africa;

2.1.29 "Call Centre" means the call centre established and operated by the BEE Verification

Agent to provide Application Process and BEE Verification process services (and

respond to related queries) or attend to general queries relating to YeboYethu, which

can be contacted at the phone number: 082 241 0001 or 010 285 0090;

2.1.30 "Companies Act" means the Companies Act, 71 of 2008;

2.1.31 "CSD" means the Central Securities Depository;

2.1.32 "CSD Rules" means the rules relating to the CSD;

2.1.33 "CSDP" means a Central Securities Depository Participant, accepted as a participant in

Page 149: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

14

terms of the FM Act;

2.1.34 "Custody Entity" or "Issuer Appointed Participant" means, in respect of the Standard

Trading Process the person designated by YeboYethu from time to time to act in such

capacity, the custody entity initially being Link Investor Services (Proprietary) Limited,

registration number 2011/001308/07, acting through its Nominee, Pacific Custodians

(Nominees) (RF) Proprietary Limited, registration number 2014/113298/07, a private

company incorporated in accordance with the laws of South Africa;

2.1.35 "Eligible Person" any member of the Black Public;

2.1.36 "Encumbrance" means, in relation to any property, includes any pledge, security

cession, charge, hypothecation, lien, subordination, mortgage, option over, right of

retention or any other encumbrance whatsoever, or any form of hedging or similar

derivative instrument of any nature whatsoever of or over or in respect of that property

or class of property (or any part or proceeds thereof), or any lending of that property,

and, the words "Encumber", "Encumbered" and "Encumbering" shall have

corresponding meanings;

2.1.37 "Implementation Date" means 8 October 2008;

2.1.38 "FICA" means the Financial Intelligence Centre Act, 38 of 2001;

2.1.39 "FM Act" means the Financial Markets Act, No 19 of 2012;

2.1.40 "Force Majeure Event" means an event of fire, lightning, explosion, flood, hurricane,

act of God, war, terrorism, civil disorder, epidemics, plagues, strikes; boycotts, and

lock-outs of all kinds and go-slows (excluding boycotts, strikes, lock-outs and go-slows

by or of the affected Party's own personnel) which were outside of the control of the

affected Party or any other event beyond the control of the Party affected by the event,

provided in all cases that the affected Party has taken all steps and precautions which

could reasonably be expected for it to have taken in order to prevent such act or event

occurring and in order to mitigate and minimise the effects of the event and furthermore

that the affected Party is not at fault;

2.1.41 "JSE" means as the context requires, either JSE Limited, registration number

2005/022939/06, a public company incorporated in accordance with the laws of South

Africa, and which is licensed to operate an exchange in terms of the FM Act, or the

securities exchange operated by that company;

2.1.42 "JSE Member" means a member of the JSE;

2.1.43 "Listings Requirements" means the JSE Listings Requirements;

Page 150: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

15

2.1.44 "Lock-in Period" means the period commencing on the Implementation Date and

terminating on the earlier of:

2.1.44.1 the tenth anniversary of the Implementation Date (both dates included); or

2.1.44.2 the date (if ever) upon which the BEE requirements applicable to Vodacom SA and

its subsidiaries have been amended by legislation (or other applicable law or

regulation or practice having the effect of law, including without limitation the BEE

ICT Charter or similar code or charter once it is promulgated as a sectoral code in

terms of section 9 of the BEE Act) having the effect (in the sole and absolute

discretion of the board of directors of Vodacom Group, after having considered

representations which YeboYethu and the Strategic Partners may have made in this

regard, but without being bound thereby) that the continued ownership of Vodacom

SA Shares by YeboYethu, the Strategic Partners or a person or entity to whom any

of the aforementioned shareholders wish to transfer their shareholdings, is no longer

required for BEE purposes, and no longer results in a BEE benefit for Vodacom SA

and its subsidiaries (whether as a result of a once-empowered always-empowered

rule or otherwise), it being recorded for the avoidance of doubt that this may have

the effect that the Lock-in Period expires in respect of certain (but not necessarily

all) of the Vodacom SA Shares held by YeboYethu and/or the Strategic Partners;

2.1.45 "Loss" means any direct loss and direct damage (including legal fees on an attorney

and own client scale), whatsoever and howsoever arising;

2.1.46 "Market Participants" means a JSE Member, registered holder, CSDP and/or relevant

intermediary, as the context may require;

2.1.47 "Nominee" means a person which acts as the registered holder of YeboYethu Ordinary

Shares and manages an interest in YeboYethu Ordinary Shares on behalf of other

persons, and which has been approved by:

2.1.47.1 an exchange in terms of section 76(1)(a) of the FM Act;

2.1.47.2 a central securities depository in terms of section 76(1)(b) of the FM Act; or

2.1.47.3 the Registrar of Securities Services in terms of section 76(3) of the FM Act;

2.1.48 "Normal Trading Hours" means official trading times set by the JSE from time to time;

2.1.49 "On-Market Transaction" means any sale, purchase or transfer of YeboYethu Ordinary

Shares reported through an Authorised User;

2.1.50 "Off-Market Transfer" means any sale, purchase or transfer of YeboYethu Ordinary

Shares not reported through an Authorised User;

Page 151: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

16

2.1.51 "Off-Market Transfers Process" means the process of purchasing and/or transferring

YeboYethu Ordinary Shares by a BEE Verified Person pursuant to an Off-Market

Transfer, as contemplated in the Off-Market Transfers Process Terms and Conditions;

2.1.52 "Off-Market Transfers Process Terms And Conditions" means the document entitled

"YeboYethu Off-Market Transfers Process: Verification Requirements, Terms and

Conditions" which shall be made available at www.yeboyethushares.co.za, which

document records the terms, conditions, restrictions and limitations applicable to BEE

Verified Persons who elect to hold, buy, sell or otherwise transfer any YeboYethu

Ordinary Shares pursuant to an Off-Market Transfer, and which are acknowledged and

accepted by such BEE Verified Person during the BEE Verification process;

2.1.53 "Order to Buy" means an offer made through the Trading Section of the Transaction

Platform to buy YeboYethu Ordinary Shares;

2.1.54 "Order to Sell" means an offer made through the Trading Section of the Transaction

Platform to sell YeboYethu Ordinary Shares;

2.1.55 "Own-Broker Trading Process" means the process of purchasing, holding and/or

transferring (including by way of trading) YeboYethu Ordinary Shares from time to time

in accordance with the YeboYethu BEE Contract (and not, for the avoidance of doubt,

in accordance with the Standard Trading Process);

2.1.56 "Own-Broker Trading Process Terms and Conditions" means the document entitled

"YeboYethu Own-Broker Trading Process: Verification Requirements, Terms and

Conditions" which shall be made available at www.yeboyethushares.co.za, which

document records the terms, conditions, restrictions and limitations applicable to each

BEE Verified Person who elects to purchase, holds and/or transfer any YeboYethu

Ordinary Shares in terms of the Own-Broker Trading Process, and which are

acknowledged and accepted by such BEE Verified Person during the BEE Verification

process;

2.1.57 "Pacific Custodians Nominees" means Pacific Custodians (Nominees) (RF)

Proprietary Limited, registration number 2014/113298/07, a private company

incorporated in South Africa;

2.1.58 "Pacific Custodians Nominees Trading Account" means the trading account

maintained by Pacific Custodians Nominees for purposes of settling Transactions in

YeboYethu Ordinary Shares executed through the Transaction Platform, the details of

which are set out in Annexure "A" to this Custody Entity Mandate;

2.1.59 "Partial Transactions" means a purchase or sale of some but not all of the YeboYethu

Ordinary Shares in an Order to Buy or Order to Sell;

Page 152: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

17

2.1.60 "Participant" means a central securities depository participant, accepted as a

participant of the CSD in terms of the FM Act;

2.1.61 "Parties" means the Custody Entity and You, and "Party" shall mean either one of them

as the context may require;

2.1.62 "RBH-CO" means Lisinfo 209 Investments (Proprietary) Limited, registration number

2008/007293/07, a private company duly incorporated in accordance with the laws of

South Africa and, as at the Implementation Date, a wholly-owned subsidiary of RBH-

TELCO;

2.1.63 "RBH-TELCO" means RBH Telecom Holdings (Proprietary) Limited, registration

number 2006/006958/07, a private company duly incorporated in according with the

laws of South Africa;

2.1.64 "Strategic Partners" means collectively RBH-CO and Thebe-CO;

2.1.65 "SARS" means the South African Revenue Services;

2.1.66 "Securities Account" means a securities account opened and maintained by the

Custody Entity as contemplated in clause 6 of this Custody Entity Mandate;

2.1.67 "Securities Transfer Tax" means the securities transfer tax levied in terms of Securities

Transfer Tax Act, 25 of 2007;

2.1.68 "Settlement Account" has the meaning given to this term in clause 7 of this Custody

Entity Mandate;

2.1.69 "Standard Trading Process" means the process of purchasing, holding and/or

transferring (including by way of trading), YeboYethu Ordinary Shares from time to time

in terms of which a BEE Verified Person enters into a contractual custody arrangement

with the Custody Entity and a mandate arrangement with the Trading Entity for the

purposes of effecting transfers of its YeboYethu Ordinary Shares through the JSE’s

trading processes, as contemplated in the Standard Trading Process Terms and

Conditions;

2.1.70 "Standard Trading Process Terms and Conditions" means the document entitled

"YeboYethu Standard Trading Process: Verification Requirements, Terms and

Conditions" which shall be made available at yeboyethushares.co.za, which document

records the terms, conditions, restrictions and limitations hold, buy, sell or otherwise

transfer any YeboYethu Ordinary Shares in terms of the Standard Trading Process and

which are acknowledged and accepted by such BEE Verified Person during the BEE

Verification process;

Page 153: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

18

2.1.71 "STRATE" means a Central Securities Depository operated by Strate Proprietary

Limited, registration number 1998/022242/07, a private company incorporated in

accordance with the laws of South Africa;

2.1.72 "Supporting Documents" means in relation to the BEE Verification Process and a

Change of Details, all documents which you are required to provide. For details on such

supporting documents, please refer to Annexure 3 (Supporting Documents) of the

Terms and Conditions or the relevant forms at the YeboYethu website

(www.yeboyethushares.co.za) or the Transaction Platform Website

(www.yeboyethushares.tradedesk.co.za) or you may call the Call Centre on 082 241

0001 or 010 285 0090 and request that copies be sent to you;

2.1.73 "Thebe" means Thebe Investment Corporation (Proprietary) Limited registration

number 1992/001846/07, a private company duly incorporated in accordance with the

laws of South Africa;

2.1.74 "Thebe-CO" means Main Street 661 (Proprietary) Limited, registration number

2008/003181/07, a private company duly incorporated in accordance with the laws of

South Africa;

2.1.75 "Trading Entity" means the person designated by YeboYethu from time to time to act

in such capacity, which shall act as agent on behalf of each YeboYethu Ordinary

Shareholder who elects to use the Standard Trading Process, initially being Velocity;

2.1.76 "Trading Section of the Transaction Platform" means that section of the Transaction

Platform owned and operated by the Trading Entity for the purposes of processing

Orders in respect of YeboYethu Ordinary Shares through either the Transaction

Platform Website or the Call Centre (as applicable);

2.1.77 "Trading Terms and Conditions" means the terms and conditions, restrictions and

limitations applicable to each BEE Verified Person and acknowledged and accepted by

such BEE Verified Person during the BEE Verification process, being as the context

may require:

2.1.77.1 the Standard Trading Process Terms and Conditions;

2.1.77.2 the Own-Broker Trading Process Terms and Conditions; and

2.1.77.3 the Off-Market Transfers Process Terms and Conditions;

2.1.78 "Transaction" means a contract of purchase and sale of YeboYethu Ordinary Shares

and "Transact" and "Transacting" shall have a corresponding meaning;

2.1.79 "Transaction Fees" has the meaning given to this term in clause 14.1.1;

Page 154: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

19

2.1.80 "Transaction Platform" means with regards to the Standard Trading Process, the

platform established by the Trading Entity and the Custody Entity through which they

render trading services and custody and settlement services respectively to BEE

Verified Persons, which is made up of the Transaction Platform Website and the Call

Centre;

2.1.81 "Transaction Platform Account" means, with regards to the Standard Trading

Process, the record that the Custody Entity keeps of money received from and paid to

you and of your activities and Transactions on the Transaction Platform;

2.1.82 "Transaction Platform Website" the online part of the Transaction Platform which is

accessible on the internet at: www.yeboyethushares.tradedesk.co.za;

2.1.83 "Transfer Secretaries" means Link Market Services Proprietary Limited, registration

number 2000/007239/07, a private company incorporated in accordance with the laws

of South Africa;

2.1.84 "VAT" means value added tax levied in terms of the Value-added Tax Act, 89 of 1991;

2.1.85 "Velocity" means Velocity Trade Financial Services Proprietary Limited, registration

number 2010/010415/07, a private company incorporated in South Africa;

2.1.86 "Verification Form" means:

2.1.86.1 for a Black Person, the form called the "Verification Form (Black People)" that we

require a Black Person to complete and sign as part of the BEE Verification process;

2.1.86.2 for a Black Group, the form called the "Verification Form (Black Groups)" that we

require a Black Group to complete and sign as part of the BEE Verification process;

2.1.87 "Vodacom Group" means Vodacom Group Limited, registration number

1993/005461/06, a public company incorporated in accordance with the laws of South

Africa;

2.1.88 "Vodacom SA" means Vodacom (Proprietary) Limited, registration number

1993/003367/07, a private company incorporated in accordance with the laws of South

Africa;

2.1.89 "Vodacom SA Shares" shares in the share capital of Vodacom SA;

2.1.90 "YeboYethu" means YeboYethu (RF) Limited, registration number 2008/014734/06, a

public company incorporated in accordance with the laws of South Africa;

2.1.91 "YeboYethu BEE Contract" means the contract referred to in the Own-Broker Trading

Page 155: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

20

Process Terms and Conditions which an Eligible Person is required to enter into with

YeboYethu and the relevant Market Participants should he/she/it choose to hold,

purchase and/or transfer YeboYethu Ordinary Shares in accordance with the Own-

Broker Trading Process (this is a bespoke contract required in respect of the YeboYethu

Ordinary Shares and is distinct from the agreement referred to in the Listings

Requirements as a "BEE contract");

2.1.92 "YeboYethu MOI" means the memorandum of incorporation of YeboYethu from time to

time;

2.1.93 "YeboYethu Ordinary Shares" means ordinary shares with a par value of R0.00001

each in the share capital of YeboYethu, bearing the rights set out in the YeboYethu

MOI;

2.1.94 "YeboYethu Ordinary Shareholders" means registered holders of YeboYethu

Ordinary Shares; and

2.1.95 "you" or "your" or "yourself" means you, being a Black Person or Black Group who is

an Eligible Person. For Minors, this also includes the minor or the parent or guardian,

except when the situation requires or suggests that we are only referring to the minor

and not also to the parent or guardian.

2.2 The clause headings are for convenience only and shall not be taken into account in the

interpretation of this Custody Entity Mandate.

2.3 Any reference in this Custody Entity Mandate to "person" includes any natural, juristic or

quasi-juristic person, including, without limitation, any sole proprietorship, stokvel, firm,

partnership, trust, close corporation, company, undertaking, joint venture, government or

public entity, or other incorporated or unincorporated entity or association.

2.4 Any reference to any "law", "Act", similar directive or document (including the JSE Listings

Requirements) or any part thereof, shall be a reference to such "law", "Act", similar directive

or document as interpreted, amended, modified, re-enacted, consolidated or substituted

from time to time.

2.5 The rule of construction that a contract shall be interpreted against the Party responsible

for the drafting or preparation of the contract shall not apply to this Custody Entity Mandate.

2.6 Any reference to you shall:

2.6.1.1 if you are liquidated or sequestrated (as the case may be) also apply to and be

binding on your liquidator or trustee; or

2.6.1.2 if you are a natural person and die, also apply to and be binding on the executor of

Page 156: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

21

your estate and any person to whom your YeboYethu Ordinary Shares are

transferred as a result of your death.

3 APPOINTMENT OF CUSTODY ENTITY

3.1 By entering into this Custody Entity Mandate, you agree to appoint the Custody Entity in its

capacity as a Participant to provide custody and settlement services to you in respect of

your YeboYethu Ordinary Shares, in accordance with the Applicable Rules, through the

Transaction Platform or otherwise (as applicable).

3.2 The Parties record and agree that they shall at all times be bound by the Applicable Rules,

and must comply with any other statutory requirements having regard to the nature of the

client (being you).

3.3 In the event of any conflict arising between the provisions of this Custody Entity Mandate

and the provisions of the Applicable Rules, then to the extent of such conflict, the provisions

of the Applicable Rules shall prevail.

3.4 The custody and settlement services referred to in clause 3.1 above will entail, among other

things, that:

3.4.1 the Custody Entity will open a Securities Account for you in which your YeboYethu

Ordinary Shares will be held in custody;

3.4.2 the Custody Entity will maintain records of your YeboYethu Ordinary Shares in the

manner provided for in, and as required by, the Applicable Rules;

3.4.3 your YeboYethu Ordinary Shares will at all times be held in the name of Pacific

Custodians Nominees as the registered shareholder for you and on your behalf; and

3.4.4 the Custody Entity will, and will procure that Pacific Custodians Nominees will, take such

steps as are prescribed in the Applicable Rules and as may be reasonable in the

circumstances to protect your YeboYethu Ordinary Shares held by it in custody against

theft, loss or destruction.

3.5 You acknowledge and agree that the Custody Entity is under no obligation to accept any

YeboYethu Ordinary Share that is not good for delivery or has a defect in relation to your

rights, title and interest in respect of such YeboYethu Ordinary Share.

3.6 In the event that any of your YeboYethu Ordinary Shares suffer from any of the defects

referred to in clause 3.5 above, the Custody Entity will refuse to record such YeboYethu

Ordinary Shares in your Securities Account until the relevant defect has been corrected /

remedied to the satisfaction of the Custody Entity.

Page 157: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

22

4 FICA VERIFICATION

You undertake to provide the Custody Entity with any and all documentation required by the

Custody Entity to enable the Custody Entity to comply with the requirements of the Financial

Intelligence Centre Act, 2001, before the Custody Entity will provide any custody and

settlement services to you in terms of this Custody Entity Mandate.

5 ENCUMBRANCES

5.1 You warrant in favour of the Custody Entity that any YeboYethu Ordinary Shares deposited

with the Custody Entity are and will remain free from any Encumbrances.

5.2 You acknowledge and agree that you may not, at any time during the Lock-In Period,

Encumber your YeboYethu Ordinary Shares or permit your YeboYethu Ordinary Shares to

be Encumbered.

5.3 Neither the Custody Entity nor Pacific Custodians Nominees will at any time during the

Lock-In Period, grant, acknowledge, accept or record, in whatsoever form, any

Encumbrance over or in respect of your YeboYethu Ordinary Shares (or give any

instruction with a view to achieving any of the aforegoing).

6 SECURITIES ACCOUNT

6.1 The Custody Entity will in accordance with its standard operating procedures and the

Applicable Rules open and maintain a Securities Account in your name to record:

6.1.1 the number and/or nominal value of YeboYethu Ordinary Shares that you may entrust

to its custody from time to time; and

6.1.2 all Transactions executed on your behalf through the Transaction Platform in respect of

your YeboYethu Ordinary Shares.

6.2 The Custody Entity will under no circumstances give effect to any instruction that will result

in a debit balance in respect of any YeboYethu Ordinary Shares held in your Securities

Account.

7 SETTLEMENT ACCOUNT

7.1 You designate the bank account specified by you in your Application Form, Verification

Form (if you are a Black Group) or pursuant to the BEE Verification process (if you are a

Black Person) or any applicable Change of Details form from time to time, as the account

into which the Custody Entity will pay all the proceeds arising from Transactions executed

in respect of your YeboYethu Ordinary Shares. This account will be referred to as your

"Settlement Account".

Page 158: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

23

7.2 You may, from time to time, nominate a different bank account as your Settlement Account

by completing and giving the Custody Entity a Change of Details Form with the details of

the new account that you wish to be used as your Settlement Account.

8 YOUR OBLIGATION TO PRE-FUND THE PACIFIC CUSTODIANS NOMINEES TRADING

ACCOUNT

8.1 You acknowledge that you are under an obligation to ensure that you deposit sufficient

funds into the Pacific Custodians Nominees Trading Account to cover any Transaction

(including all Transaction Fees and costs) in respect of YeboYethu Ordinary Shares

executed on your behalf by the Trading Entity through the Transaction Platform prior to

placing any Order to Buy or Order to Sell with the Trading Entity through the Transaction

Platform.

8.2 You will find the details of the Pacific Custodians Nominees Trading Account in Annexure

"A" hereto.

8.3 You acknowledge that you are aware of the fact that, in the event that you fail to ensure

that there are sufficient funds available in the Pacific Custodians Nominees Trading

Account to cover your Transactions (including Transaction Fees and costs) in respect of

YeboYethu Ordinary Shares executed on your behalf by the Trading Entity through the

Transaction Platform as contemplated in clause 8.1 above, the Custody Entity will be under

no obligation to confirm settlement of the relevant Transactions to Strate and that, in such

circumstances, the relevant Transactions will fail.

8.4 Where you have deposited funds into the Pacific Custodians Nominees Trading Account,

the Custody Entity will pay interest to you in respect of such funds in accordance with the

Annexure C.

8.5 No interest will be allocated to or earned by your cash balance where funds were deposited

with no or incorrect account references.

9 VOTING

9.1 You acknowledge and agree that this Custody Entity Mandate is concluded on a non-

discretionary basis as regards the Custody Entity exercising any voting rights in respect of

your YeboYethu Ordinary Shares. The Custody Entity will procure that Pacific Custodians

Nominees will only exercise a vote in respect of your YeboYethu Ordinary Shares on your

behalf at any meeting of YeboYethu Ordinary or in respect of any resolution proposed to

the shareholders of YeboYethu Ordinary if a completed proxy voting form is received from

you 48 hours prior to the relevant date stipulated in the applicable YeboYethu Ordinary

circular to shareholders.

Page 159: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

24

9.2 You must obtain letters of representation from the Custody Entity if you wish to attend and

vote in respect of your YeboYethu Ordinary Shares at general meetings of YeboYethu. The

Custody Entity will be available at all general meetings of YeboYethu to issue such letters

of representation immediately prior to the meeting.

10 NOTIFICATION OF CORPORATE EVENTS AND CASH DIVIDENDS

10.1 Pacific Custodians Nominees shall notify you of all corporate events as required in terms

of the Applicable Rules.

10.2 You may elect not to receive notices, reports and circulars. If you elect not to receive

notices, reports and circulars, you acknowledge that you understand and accept the

implications and consequences of such an election namely that you may not receive

pertinent information concerning non-elective events or the payment of dividends or of

matters in respect of which you are entitled to exercise your voting rights.

11 REMATERIALIZATION OF YEBOYETHU ORDINARY SHARES

11.1 Subject to clause 11.2, you may instruct the Custody Entity in writing to rematerialize your

YeboYethu Ordinary Shares at any time in accordance with the Applicable Rules; provided

that, during the Lock-In Period, the share certificates in respect of your YeboYethu Ordinary

Shares must be retained by the Transfer Secretary.

11.2 The Custody Entity will not be entitled to rematerialise your YeboYethu Ordinary Shares

unless it has first received confirmation from the BEE Verification Agent that you are a BEE

Verified Person for the purposes of the Own-Broker Trading Process or the Off-Market

Transfers Process. The Custody Entity may only (and will procure that Pacific Custodians

Nominees does) transfer your certificated YeboYethu Ordinary Shares to the person who

you have selected to provide you with custody and settlement services in respect of your

YeboYethu Ordinary Shares and in respect of who you have been BEE Verified; provided

that, during the Lock-in Period, the share certificates in respect of such YeboYethu Ordinary

Shares must be retained by the Transfer Secretary.

12 INSTRUCTIONS BY YOU

12.1 Other than instructions given by you to the Custody Entity through the Transaction Platform

Website or the Call Centre, all instructions given by you to the Custody Entity shall be sent

to the Custody Entity at the address set out in clause 29.5 below, or via electronic mail to:

[email protected].

12.2 All instructions shall be sent in writing, or by any other means as may be approved by the

Custody Entity from time to time in writing.

Page 160: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

25

12.3 The Custody Entity shall not be obliged to carry out any instruction that does not comply

with this Custody Entity Mandate or Applicable Laws.

12.4 On each occasion on which an instruction is given, you will be regarded as having

confirmed that you have the necessary authority.

12.5 The Custody Entity may record telephonic or electronic conversations with you and your

representatives and you agree that such recordings or transcripts thereof may be used as

evidence in any dispute with you.

12.6 Any instruction duly given by you to the Custody Entity shall, to the extent required, be

deemed to be an instruction duly given by you to Pacific Custodians Nominees.

13 OFF – MARKET TRANSFERS

13.1 Off - Market Transfers are transfers of YeboYethu Ordinary Shares that do not take place

in accordance with the Own-Broker Trading Process.

13.2 In respect of YeboYethu Ordinary Shares, only the following types of Off-Market Transfers

will be allowed:

13.2.1 portfolio moves of YeboYethu Ordinary Shares from the Custody Entity to another

Participant;

13.2.2 account transfers of YeboYethu Ordinary Shares;

13.2.3 transactions that take place in circumstances where you want to transfer your

YeboYethu Ordinary Shares without receiving payment in respect thereof (for example

as a gift, in pursuance of a court order, deceased estates, insolvent estates, assets

under curatorship); and

13.2.4 corporate action transactions.

13.3 In respect of all Off – Market Transfers, the following rules will apply:

13.3.1 You will be required to give a transfer instruction to the Custody Entity (if your

YeboYethu Ordinary Shares are held in uncertificated form) or the Transfer Secretary

(if your YeboYethu Ordinary Shares are held in certificated form) to transfer your

YeboYethu Ordinary Shares to a specific, identified transferee;

13.3.2 the Custody Entity or the Transfer Secretary (as the case may be) will need to obtain

confirmation from the BEE Verification Agent that the transferee to whom your

YeboYethu Ordinary are to be transferred is a BEE Verified Person. If such confirmation

is, for whatever reason, not received then the Custody Entity or the Transfer Secretary

Page 161: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

26

(as the case may be) will not give effect to an Off-Market Transfer;

13.3.3 if the transferee to whom your YeboYethu Ordinary Shares are to be transferred is

confirmed as being a BEE Verified Person, then the Off-Market Transfer will be booked

directly into an account with the Custody Entity;

13.3.4 if the transferee to whom your YeboYethu Ordinary Shares are to be transferred is not

already a BEE Verified Person, such transferee must complete the Application Process

(if applicable) and complete the BEE Verification process (if applicable);

13.3.5 both you and the prospective transferee must complete and return the required Custody

Entity withdrawal form for internal transfers. If, however, an Off-Market Transfer is to

another Participant or other type of custodian, only you need to complete the withdrawal

form referred to above;

13.3.6 in all cases, Securities Transfer Tax levied in respect of Off - Market Transfers must (if

applicable) be paid by the persons responsible therefor (ie the transferee of YeboYethu

Ordinary Shares);

13.3.7 the fees for which you will be liable in respect of Off - Market Transfers are set out in

Annexure C; and

13.3.8 You and the person to whom your YeboYethu Ordinary Shares are to be transferred

must deposit the relevant transaction fees as well as Securities Transfer Tax (if

applicable) into the Pacific Custodians Nominees Trading Account.

14 FEES AND TAXES

14.1 There are fees and taxes for using the Transaction Platform. You will only be charged a

fee once a Transaction has occurred. The fees and taxes which you are liable to pay are

the following and as set out in the scheduled attached as Annexure C:

14.1.1 Transaction Fee

14.1.1.1 You must pay a transaction fee to the Custody Entity. This transaction fee covers

both the Custody Entity's and the Trading Entity's costs for the Transaction. The

transaction fee which you must pay will be the higher of R150 per day (ie R150 per

Transactions for that day) or 0.75% of the value of the Transaction

("Transaction Fee").

14.1.1.2 The Transaction Fee is deducted from your Transaction Platform Account each time

your Order to Buy or Order to Sell results in a Transaction.

14.1.1.3 These are the only fees for the Transaction, and the Transaction Fee covers all other

Page 162: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

27

costs related to this Transaction (including Strate settlement fees, the FSB levy, JSE

Member transaction fees, VAT on any of the aforementioned fees and levy, and bank

costs for payment of settlement proceeds if you have chosen to be paid out on

settlement date after your order results in a Transaction).

14.1.1.4 Examples of how Transaction Fees and taxes are calculated can be seen at

Annexure B.

14.1.2 Fees for Partial Transactions

14.1.2.1 During Normal Trading Hours, the Transaction Fee deducted from your Transaction

Platform Account for each Partial Transaction is 0.75% multiplied by the value of the

Transaction. If the total Transaction Fee deducted from your Transaction Platform

Account during the day for a Partial Transaction is less than R150 then the difference

between this total and R150 will be deducted from your Transaction Platform

Account after Normal Trading Hours.

14.1.2.2 If only part of the Order to Buy or Order to Sell is cancelled or ends, we still charge

the Transaction Fee and taxes on the part of the Order to Buy and the Order to Sell

that results in a Transaction.

14.1.2.3 If you cancel your remaining open Order after a Partial Transaction on any following

day and there have been no Transactions for this open Order you will not be charged

a fee.

14.1.3 VAT

Both the buyer and the seller must also pay VAT on the Transaction Fee only. VAT is

not payable on Securities Transfer Tax. VAT is currently calculated at 14% of the

Transaction Fee. This percentage is set by government and may change. VAT is

deducted from your Transaction Platform Account at the time the Transaction occurs

either during the day or if the remainder of the minimum Transaction Fee is applied after

the JSE closes in terms of Normal Trading Hours.

14.1.4 Securities Transfer Tax

The buyer must also pay an extra tax to the government called Securities Transfer Tax

on the transfer of YeboYethu Ordinary Shares. This is currently calculated at 0,25% of

the value of the Transaction. This percentage is set by government and may change.

The Custody Entity deducts the Securities Transfer Tax from your Transaction Platform

Account at the time the Transaction occurs. The Custody Entity pays the Securities

Transfer Tax as part of settlement obligations for Strate settlement processes which

process facilitates your compliance with your obligations to the South African Revenue

Page 163: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

28

Services in this regard. You have no obligations to ensure that your Securities Transfer

Tax is paid on any purchase as this is collectively the responsibility of the Custody Entity,

Strate and the relevant JSE Member.

14.1.5 Dividends tax

You acknowledge and accept that you are responsible for any and all dividends taxes

and agree to submit a written declaration to SARS in respect of any dividend taxes.

14.1.6 Fees if Orders to Buy or Orders to Sell are cancelled or end

No Transaction Fees will be charged if the full Order to Buy or a full Order to Sell is

cancelled before a Transaction occurs or if it expires.

15 WHEN THE TRANSACTION FEES CAN INCREASE

15.1 We may increase the Transaction Fees at any time. When we do, we will give notice to

you. Transaction Fees will not go up by more than the average percentage increase of the

Consumer Price Index ("CPI") in the 12 months before the fee increase date. We use the

CPI (or any replacement index) published by Statistics South Africa (or any replacement

body). If we increase the fees by more than this, then clause 29 will apply.

15.2 Increases to the Transaction Fees do not apply retrospectively to Transactions. Each time

you make a new Order to Buy or Order to Sell, we will inform you of the Transaction Fees

and taxes that apply before you confirm the Transaction.

16 WE DO NOT GIVE REFUNDS WHEN A TRANSACTION HAS HAPPENED

We do not give any refunds for Transaction Fees, taxes and costs for Transactions that have

settled.

17 TRANSACTION PLATFORM ACCOUNT INFORMATION

You can access details of your Transactions and activity on your Transaction Platform Account

on the Transaction Platform Website or through the Call Centre.

18 SHARING OF COMMISSIONS, FEES AND CHARGES

18.1 You acknowledge and agree that we may share commissions, fees and charges with any

entity within the Custody Entity's group or other third parties or receive remuneration from

them in respect of Transactions.

18.2 Details of these commissions, fees, charges, remuneration or sharing arrangements will be

disclosed in accordance with any requirements of any applicable law.

Page 164: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

29

19 MONTHLY STATEMENTS

19.1 The Custody Entity will send you a statement each month with details of your Transactions

for that month. If you did not have any Transactions in a month, the Custody Entity will not

send you a statement.

19.2 The Custody Entity will send the monthly statement to you by email, unless you ask for it

to be sent to you by post when you register to use the Transaction Platform. You can also

get a copy of your monthly statements by phoning the Call Centre and asking for a copy to

be sent to you.

19.3 You can also get details of your Transactions and activity on your Transaction Platform

Account on the Transaction Platform Website or through the Call Centre.

19.4 The Custody Entity will send bi-annual statements to you regardless if you have transacted

or not.

20 DEEMED OFFER IN FAVOUR OF YEBOYETHU AND OBLIGATION TO TRANSFER

YEBOYETHU ORDINARY SHARES PURSUANT THERETO

20.1 In terms of the YeboYethu MOI, a deemed offer ("Deemed Offer Event") to YeboYethu

will arise upon the occurrence of certain specified circumstances or events. If such a

Deemed Offer Event occurs in respect of you, and for so long as it continues, YeboYethu

may (but is not obliged to) give written notice to you and the Custody Entity stating that

such Deemed Offer Event has occurred ("Deemed Offer Notice"), which notice may

require you to sell to YeboYethu all of your YeboYethu Ordinary Shares (the "Offer

Shares"). The Deemed Offer Notice will specify the terms and conditions of such sale as

regulated by the provisions of the YeboYethu MOI (including, without limitation, the relevant

purchase price in respect of such sale and the date upon which such sale shall take effect).

You have agreed in terms of the YeboYethu MOI that in such circumstances, you must sell

the Offer Shares to YeboYethu upon the specified terms and conditions.

20.2 The Custody Entity acknowledges and accepts that it shall be bound, to the extent

applicable, upon receipt of a Deemed Offer Notice from YeboYethu to act in accordance

with any instructions therein to give effect to the sale of the Offer Shares to YeboYethu. In

addition, you are obliged, upon receipt of the Deemed Offer Notice from YeboYethu, to

instruct the Custody Entity to effect transfer of the Offer Shares into an account in the name

of YeboYethu.

20.3 Each of the Parties agrees that notwithstanding any provision to the contrary in this Custody

Entity Mandate, the Custody Entity shall, notwithstanding that the Deemed Offer Notice is

issued by YeboYethu, deem the Deemed Offer Notice to constitute such an instruction by

you in accordance with the terms and conditions set out therein. The Custody Entity hereby

Page 165: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

30

acknowledges and agrees that such instruction by YeboYethu in the Deemed Offer Notice

shall be deemed to constitute an instruction by you.

21 SUSPENDING THE TRANSACTION PLATFORM

21.1 Suspension because of a dispute or illegal activity

21.1.1 The Custody Entity may temporarily suspend part or all of your use of the Transaction

Platform, any Transactions or your Transaction Platform Account in any one or more of

these circumstances:

21.1.1.1 if the Custody Entity is required by YeboYethu and/or Vodacom SA at any time to do

so (in which case the Custody Entity will be obliged to do so);

21.1.1.2 if the Custody Entity reasonably believes that your Transaction Platform Account is

being used for illegal purposes, including money laundering or fraud;

21.1.1.3 if there is a disagreement between who owns or has authority to transact the

YeboYethu Ordinary Shares or access the Transaction Platform; or

21.1.1.4 if you are a Black Group, if there is disagreement about whether an Authorised

Representative is still authorised to represent you.

21.2 Notice before suspension because of a dispute or illegal activity

21.2.1 The Custody Entity will send you notice that your use of the Transaction Platform will

be suspended and, as far as the law allows, give you 10 Business Days to prove

whichever of the following apply:

21.2.1.1 you are the owner of the YeboYethu Ordinary Shares;

21.2.1.2 you are not using the Transaction Platform for illegal purposes; or

21.2.1.3 if you are a Black Group, your Authorised Representative is still authorised to

represent you, or that a new Authorised Representative has been appointed.

21.3 Permanent suspension because of a dispute or illegal activity

If you do not prove the facts above within 10 Business Days, the Custody Entity will

suspend your use of the Transaction Platform until you give the Custody Entity the proof

that it needs.

21.4 Suspension because of expiry of BEE Status

21.4.1 If, the BEE Verification Agent issues written notice to the Custody Entity that you are

Page 166: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

31

not an Eligible Person or that the BEE Verification Agent is unable to verify that you are

an Eligible Person or that your BEE Verification status has been withdrawn or expired,

you or your Authorised Representative will not be able to log onto the Transaction

Platform or give instructions through the Call Centre.

21.4.2 You or your Authorised Representative will also not be able to use the Transaction

Platform to buy YeboYethu Ordinary Shares and all your Orders to Buy and Orders to

sell will be suspended, nor shall you or your Authorised Representative be entitled to

effect any other transfer of YeboYethu Ordinary Shares. This suspension will endure

until the Custody Entity receives written confirmation from the BEE Verification Agent

that you are again a BEE Verified Person.

21.5 Other reasons for suspension

21.5.1 The Custody Entity may temporarily suspend part or all of your use of the Transaction

Platform Website, Call Centre, the Transaction Platform, any Transactions, your

Transaction Platform Account, and the processing of orders to buy or orders to sell if:

21.5.1.1 it is necessary to do maintenance on the Transaction Platform;

21.5.1.2 the Custody Entity becomes aware of any actual, threatened or suspected fraud or

any actual, threatened or suspected unauthorised use of the Transaction Platform;

21.5.1.3 the Custody Entity has reasonable grounds to believe that the Transaction Platform

is being used negligently, illegally, fraudulently, for money laundering, or in a way

that the Custody Entity has not given permission for;

21.5.1.4 the Custody Entity has reasonable grounds to believe that the security of the

Transaction Platform may be in danger;

21.5.1.5 you do not comply with your duties and even after the Custody Entity has given you

10 Business Days’ notice to do so or to fix it (or a shorter period where this is

reasonable);

21.5.1.6 you do not comply with your duties and it is reasonable not to first give you notice to

do so or to fix it;

21.5.1.7 the Custody Entity becomes aware that any information you have given or that has

been given for you is false, inaccurate, invalid, incomplete or misleading;

21.5.1.8 the Custody Entity must do this to comply with the law;

21.5.1.9 a court or the Authority tells the Custody Entity to do this; or

Page 167: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

32

21.5.1.10 where another part of this Custody Entity Mandate allows the Custody Entity to

implement this suspension.

21.5.2 The suspension will continue for so long as the Custody Entity reasonably believes is

appropriate. The Custody Entity will send you a notice by SMS if your Transaction

Platform Account is suspended for these reasons only if it is reasonably practical to do

so.

22 CHANGES TO THIS CUSTODY ENTITY MANDATE

22.1 We may make changes

22.1.1 We may make changes to this Custody Entity Mandate at any time. We will let you know

what the changes are at least 10 Business Days before they apply. We will let you know

of the changes in a shorter time period if:

22.1.1.1 we are required to do so in terms of any applicable law;

22.1.1.2 we are required to do so by any Authority; or

22.1.1.3 it is reasonable to give you less than 10 Business Days' notice.

22.2 Agree to the changes before they apply

22.2.1 If we make changes to this Custody Entity Mandate, you may choose to either agree to

the changes before they apply or to end your use of the Transaction Platform.

22.2.2 If you choose to end your use of the Transaction Platform, any Orders to Buy or Orders

to sell that have not resulted in a Transaction are automatically cancelled.

22.2.3 If you do not agree to the changes to this Custody Entity Mandate before the changes

apply, we may suspend your use of the Transaction Platform.

22.2.4 Until you have agreed to the changes to this Custody Entity Mandate, each time you log

in to the Transaction Platform Website or contact the Call Centre, we will give you a

chance to agree to the changes.

Page 168: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

33

22.3 If the changes do not relate to a Transaction

22.3.1 If the changes we make to this Custody Entity Mandate do not relate to Transactions,

we will still settle Orders to Buy and Orders to Sell that you made before we made the

changes. But we will not do this if the law or the Authority does not allow it.

23 TERMINATION

23.1 Event of Default

23.1.1 An Event of Default occurs if:

23.1.1.1 you fail to perform or comply with any of your obligations under this Custody Entity

Mandate or

23.1.1.2 any Transaction after the Custody Entity has given you 10 Business Days’ notice to

do so;

23.1.1.3 you are in breach of any applicable law;

23.1.1.4 you have breached this Custody Entity Mandate, YeboYethu's MOI or the Standard

Trading Process Terms and Conditions and have failed to remedy such breach in

accordance with the provisions of such document;

23.1.1.5 you are a Black Person and you die or become of unsound mind;

23.1.1.6 you are a Black Group and your members propose or pass a resolution for you to be

placed into business rescue, liquidation or winding-up; or

23.1.1.7 you have an order granted against or in respect of you, in terms of which you are

provisionally or finally wound up, liquidated, dissolved or placed under business

rescue your BEE Verification status has expired or been withdrawn.

23.2 Termination

23.2.1 The Custody Entity shall be entitled to terminate this Custody Entity Mandate:

23.2.1.1 immediately, on written notice to you, at any time, if:

23.2.1.1.1 an Event of Default occurs; or

23.2.1.1.2 if the Custody Entity is required by YeboYethu and/or Vodacom SA at any time

to do so (in which case the Custody Entity will be obliged to do so); or

23.2.1.2 on 60 calendar days’ written notice to you, at any time.

Page 169: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

34

23.2.2 You shall be entitled to terminate this Custody Entity Mandate, at any time, on written

notice to the Custody Entity.

23.2.3 Should this Custody Entity Mandate be terminated, you will automatically cease to be a

BEE Verified Person for the purposes of the Standard Trading Process, and you will no

longer be entitled to purchase or sell any additional YeboYethu Ordinary Shares through

the Standard Trading Process.

23.2.4 If the Custody Entity:

23.2.4.1 ceases to be a licensed CSDP; or

23.2.4.2 is liquidated or placed under business rescue, whether provisionally or finally, the

Custody Entity will advise you in writing within 3 business days thereof. Following

receipt of such notice, this Custody Entity Mandate will terminate and you must, in

accordance with Strate Rule 5.8.8, inform the Custody Entity within 30 calendar days

of the name of the new CSDP to which your securities account must be transferred.

In order to do so, you must first become a BEE Verified Person for the purposes of

the Own-Broker Trading Process or the Off-Market Transfers Process in respect of

such new CSDP.

24 FORCE MAJEURE

24.1 The Custody Entity will not be in default of this Custody Entity Mandate if such default is a

result of a Force Majeure Event.

24.2 The Custody Entity will use reasonable endeavours to notify you as soon as reasonably

practical of the occurrence of a Force Majeure Event.

24.3 If a Force Majeure Event arises, the Custody Entity may take whatever steps we deem to

be appropriate in the circumstances.

25 INDEMNITY BY YOU, LIMITATION AND EXCLUSION OF CUSTODY ENTITY'S LIABILITY

25.1 You hereby irrevocably indemnify the Custody Entity and hold it harmless from any loss,

damages or claim of whatsoever nature arising as a result of the Custody Entity acting on

e-mail/fax/telephonic instructions received from you or your Authorised Representative.

25.2 You hereby indemnify and agree to hold the Custody Entity harmless against all liability,

costs, expense or damage incurred by the Custody Entity or its agents arising (whether

directly or indirectly) as a result of or in connection with the Custody Entity acting on any

forged, fabricated or other inaccurate, invalid or unauthorised documents (including identity

document) or instruction received by it in connection with the performance of the Custody

Entity's obligations in terms of this Custody Entity Mandate. Notwithstanding anything to

Page 170: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

35

the contrary contained in this Custody Entity Mandate, save as set out below, in the event

of any conflict between the provisions of this clause and any other clause of this Custody

Entity the provisions of this clause shall prevail.

25.3 You hereby indemnify and agree to hold the Custody Entity harmless against all liability,

costs or expenses incurred by the Custody Entity's agents in connection with the due and

proper performance by the Custody Entity of its obligations pursuant to this Custody Entity

Mandate.

25.4 You accept the risk of loss or damage arising, directly or indirectly, as a result of any failure

in, misuse of, or any fraud or misrepresentation due to his failure to give a valid instruction

in accordance with the terms of this Custody Entity Mandate.

25.5 The Custody Entity shall be liable under this Custody Entity Mandate only for direct

damages incurred by you by reason of the Custody Entity's wilful default or negligence and

except in the case of fraud shall not in any event be liable for indirect, special or

consequential loss or damages of any kind whatsoever.

25.6 The Custody Entity shall have no liability for, and you shall hold the Custody Entity harmless

and shall indemnify it against, any loss it suffers in the event of claims asserted against it

by reason of the occurrence of a Force Majeure event.

25.7 You indemnify the Custody Entity against any loss and charges arising from any matter

other than gross negligence by the Custody Entity, including electronic mail.

25.8 You waive any claim and potential claim against the Custody Entity arising from any matter

other than gross negligence by the Custody Entity, including email.

26 INDEMNITY BY THE CUSTODY ENTITY

26.1 The Custody Entity hereby agrees to indemnify you and to hold you harmless from any

Loss sustained or incurred by you arising out of or in connection with –

26.1.1 any breach of representation or warranty made by the Custody Entity under or in

connection with this Custody Entity Mandate; or

26.1.2 any failure by the Custody Entity to comply with or perform any of its obligations under

or in connection with this Custody Entity Mandate; or

26.1.3 any error, corruption or delay in any order (whether oral, written or electronic) which is

caused by or attributable to the Custody Entity.

26.2 Despite clause 26.1, the Custody Entity will not be obliged to indemnify you against any

Loss sustained or incurred directly as a result of your own negligence (including gross

Page 171: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

36

negligence) or wilful default or a breach by you of any contract or applicable law.

27 INSURANCE

The Custody Entity will, to the extent, and if required in terms of the FM Act and the Strate

Rules, arrange and maintain insurance cover in respect of any liability which may be incurred

by the Custody Entity in connection with this Custody Entity Mandate. The Custody Entity will,

on request from you, furnish you with written confirmation of the amount of such insurance

cover.

28 CONSENT TO DISCLOSURE OF INFORMATION

You agree and hereby give the Custody Entity permission to disclose your name and the

number of YeboYethu Ordinary Shares that the Custody Entity holds on your behalf to

YeboYethu and/or to Strate so that it can comply with its obligations under section 56 of the

Companies Act and the rules of Strate, within the time periods required under Companies Act

and relevant Strate Rules, as well as to the Trading Entity, the Transfer Secretaries and the

JSE from time to time.

29 CONTACT DETAILS AND NOTICES

29.1 Notices and messages that the Custody Entity may send to you

29.1.1 The Custody Entity may choose to send you notices either by SMS, e-mail or post.

29.1.2 There are various notices that the Custody Entity may send you by SMS. These include

notices with messages about:

29.1.2.1 confirming allocations and payments to and from your Transaction Platform Account;

29.1.2.2 confirmation of Transactions that are referred to YeboYethu and/or Vodacom SA or

are accepted or rejected by YeboYethu and/or Vodacom SA;

29.1.2.3 where your use of the Transaction Platform has been suspended or terminated; and

29.1.2.4 changes to this Custody Entity Mandate or to the Transaction Fees.

29.1.3 You can ask to receive these notices by e-mail when you register to use the Transaction

Platform. If you do not select this option when you register, you can ask for this option

at any time after that, through the Call Centre.

Page 172: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

37

29.2 Notices and messages to Authorised Representatives and Minors

29.2.1 If you are a Black Group, the notices that will be sent to you by SMS will be sent to the

cell number of your Authorised Representative. Whenever reference is made to sending

you an SMS, this refers to an SMS that is sent to your Authorised Representative (if you

are a Black Group). A notice that is sent to your Authorised Representative will be

treated as if you received it.

29.2.2 If you are a minor, the notices that will be sent you by SMS will be sent to the cell number

of your parent or guardian. Whenever reference is made to sending you an SMS, this

refers to an SMS that is sent to your parent or guardian (if you are a minor). A notice

that is sent to your parent or guardian will be treated as if you also received it.

29.3 Deemed receipt

29.3.1 When a notice is treated as if you have received it by a certain date and time, it means

that the Custody Entity does not have to prove that you did receive it on that date or at

that time. If you claim that you did not receive the notice by that date and time you will

have to prove it, as far as the law allows. As far as the law allows, the Custody Entity

will treat it as if you have received a notice:

29.3.1.1 on the date of delivery, if delivered by hand to your physical address;

29.3.1.2 10 calendar days after posting, if sent by ordinary mail to your postal address;

29.3.1.3 on the date and time of sending, if sent to your fax number during Normal Trading

Hours;

29.3.1.4 the next Business Day at the start of Normal Trading Hours, if sent to your fax

number outside of Normal Trading Hours;

29.3.1.5 on the date and time of sending, if sent to your email address during Normal Trading

Hours;

29.3.1.6 the next Business Day at the start of Normal Trading Hours, if sent to your email

address outside of Normal Trading Hours; and

29.3.1.7 on the date and time of sending, if an SMS notice is sent to your cell phone number.

29.4 Notice actually received

If you actually receive a notice, it will be valid delivery even if the Custody Entity did not

send it to any of your chosen addresses.

Page 173: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

38

29.5 Address where the Custody Entity agrees to accept legal documents

Legal documents include letters of demand, summonses, warrants to attach your property

and other legal notices. The Custody Entity agrees to accept legal documents under this

Custody Entity Mandate at 13th Floor, Rennie House, 19 Ameshoff Street, Braamfontein

2001. This address is known in law as the Custody Entity's domicilium citandi et executandi.

29.6 Change of the Custody Entity's address

If the Custody Entity wants to change the address where it agrees to accept legal

documents, the Custody Entity will tell you in writing by SMS or email or post. The Custody

Entity will give you the new address where it agrees to accept legal documents. Any new

address must be a physical address in South Africa.

29.7 Address where you agree to accept legal documents

29.7.1 If you are a Black Person, you agree to accept any legal documents under this Custody

Entity Mandate at the addresses you gave to YeboYethu or the BEE Verification Agent

when you applied to become a BEE Verified Person. (This address is known in law as

your domicilium citandi et executandi.) But if you have changed your addresses by

giving the Custody Entity a Change of Details Form, you agree to accept any legal

documents at the address in the most recent Change of Details Form that you have

provided.

29.7.2 If you are a Black Group, you agree to accept any legal documents under this Custody

Entity Mandate at the addresses you give to the Custody Entity in the Verification Form

(Black Groups) that you complete. (This address is known in law as your domicilium

citandi et executandi.) But if you have changed your addresses by giving the Custody

Entity Mandate a Change of Details Form and the required Supporting Documents, you

agree to accept any legal documents at the address in the most recent Change of

Details Form that you have provided.

29.8 Change to your address

If you want to change the addresses where you agree to accept legal documents, you must

tell the Custody Entity in writing by completing and providing a Change of Details Form and

required Supporting Documents with the new addresses. Any new address must be a

physical address in South Africa.

29.9 Call Centre and Transaction Platform Website details

29.9.1 Call Centre details: 082 241 0001 or 010 285 0090; and

29.9.2 Transaction Platform Website address: www.yeboyethushares.tradedesk.co.za.

Page 174: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

39

30 MINORS AND PERSONS WITHOUT LEGAL CAPACITY

30.1 Your parent or guardian acts for you

30.1.1 If you are a minor:

30.1.1.1 your parent or guardian must use the Transaction Platform for you;

30.1.1.2 your parent or guardian will be required to register for you;

30.1.1.3 only your parent or guardian will be able to access the Trading Section of the

Transaction Platform on your behalf, in particular to give instructions on your behalf;

and

30.1.1.4 in this Custody Entity Mandate, when reference is made to 'you' or 'your or 'yourself'

or 'I', this means both you, the minor and also the parent or guardian that uses the

Transaction Platform on your behalf, but this does not apply when the situation

requires or suggests that we are only referring to the minor and not also to the parent

or guardian.

30.2 When you turn 18

When you turn 18 years old, your parent and guardian will no longer be able to use the

Transaction Platform for you. You will need to call the Call Centre and follow our

instructions before you can start using the Transaction Platform.

31 GENERAL

31.1 Each of the provisions of this Custody Entity Mandate is separate and severable and

enforceable accordingly. If any such term or condition is or becomes unenforceable for any

reason whatsoever, that term or condition is severable from and shall not affect the validity

of any other term or condition contained in this Custody Entity Mandate.

31.2 The cancellation or other termination of this Custody Entity Mandate shall not affect those

provisions of this Custody Entity Mandate which expressly provide that they will operate

after such cancellation or other termination or which of necessity must continue to endure

after such cancellation or other termination, notwithstanding that the relevant clause may

not expressly provide for such continuation.

31.3 No indulgence, leniency or extension of time which any Party may give or allow to the other

Party in respect of the performance of any obligation hereunder, shall in any way prejudice

the Party giving or allowing the indulgence, leniency or extension or preclude such Party

from exercising any of its rights an enforcing the obligations of the other Party in terms of

this Custody Entity Mandate.

Page 175: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

40

31.4 A provision of, or a right created under, this Custody Entity Mandate may not be waived

except in writing executed by the party granting the waiver.

31.5 The Custody Entity Mandate constitutes the entire agreement between the Parties as to

the subject matter hereof and save as may be expressly set out herein, no agreements,

representations or warranties between the Parties regarding the subject matter hereof

other than those set out herein are binding on the Parties.

Page 176: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

41

Annexure A

Pacific Custodians (Nominees) RF details

Bank Name: Nedbank

Bank Account Name: Pacific Custodians (Nominees) RF

Bank Account Number: 11311632311

Branch Code: 198-765

Page 177: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

42

Annexure B

Examples of Transaction Fees

Example 1 – When the Order to buy and Order to sell is Transacted in full over one day and

the Value of the Transaction is more than R40 000.

If Sipho buys 1000 YeboYethu Ordinary Shares from Neo for R50.00 per share, the total price is

R50 000

The Costs for Sipho (buyer) are the following:

Cost How it is worked out Total

Value of Transaction 1000 YeboYethu Ordinary

Shares x R50 per YeboYethu

Ordinary Share

R50 000

Transaction Fee Minimum brokerage fee of

R115 up to R40 000.

Thereafter an additional

0.35% will be levied

R150 (R115 + R35)

The R35 is the additional

0.35% on the amount over

R40 000. In this case the

amount over R40 000 is

R10000.

VAT on Transaction Fee 14% of R150 R21

Securities Transfer Tax 0.25% of R50 000 R125

Total Transaction Costs R50 296

The costs for Neo (the seller) are the following

Cost How it is worked out Total

Transaction Fee Minimum brokerage fee of

R115 up to R40 000.

Thereafter an additional

0.35% will be levied

R150

VAT on Transaction Fee 14% of R150 R21

Total Transaction Costs R171

EXAMPLE 2

If the Order to Buy the YeboYethu Ordinary Shares took more than a day to complete; for

example more than 2 days to complete and each day there was a settlement then a scenario

of the fees for the first two days is below for Sipho.

The costs for Sipho (buyer) are the following:

Costs How it is worked out Total

Day 1: Value of Order 500 YeboYethu Ordinary R25 000

Page 178: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

43

Shares x R50 per YeboYethu

Ordinary Share

Day 1: Value of Partial

Transaction

40 YeboYethu Ordinary

Shares of R50 per YeboYethu

Ordinary Share

R2 000

Day 1: Transaction Fee: Minimum brokerage fee of

R115 up to R40 000.

Thereafter an additional

0.35% will be levied

R115

Day 1: VAT on Transaction

Fee

14% of R115 R16.10

Day 1: Securities Transfer

Tax

0.25 of R2 000 R5

Day 1: Total Transaction

Costs

R2136.10

Day 2: Value of remaining

order

460 YeboYethu Ordinary

Share x R50 per YeboYethu

Ordinary Share

R23 000

Day 2: Value of Partial

Transaction

40 YeboYethu Ordinary

Shares x R50 per YeboYethu

Ordinary Share

R2 000

Day 2: Transaction Fee Minimum brokerage fee of

R115 up to R40 000.

Thereafter an additional

0.35% will be levied

R115

Day 2: VAT on Transaction

Fee

14% of R115 R16.10

Day 2: Securities Transfer

Tax

0.25% of R2 000 R5

Day 2: Total Transaction

Costs

R2 136.10

Page 179: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

44

Example 3— When the Order to Buy and Order to Sell is matched in full and the minimum

transaction fee applies (R115)

If Sipho buys 50 YeboYethu Ordinary Shares for R40 per share, the total price is R2000. The cost

for Sipho (buyer) are the following:

Cost How it is worked out Total

Value of Transaction 50 YeboYethu Ordinary

Shares x R40 per YeboYethu

Ordinary Share

R2 000

Transaction Fee Minimum brokerage fee of

R115 up to R40 000.

Thereafter an additional

0.35% will be levied

R115

VAT on Transaction Fee 14% of R115 R16.10

Securities Transfer Tax 0.25% of R2 000 R5

Total Transaction Costs R2136.10

The costs for Neo (seller) are the following:

Cost How it is worked out Total

Transaction Fee Minimum brokerage fee of

R115 up to R40 000.

Thereafter an additional

0.35% will be levied

R115

VAT on Transaction Fee 14% of R115 R16.10

Total Transaction Costs 131.10

Page 180: VERIFICATION FORM (BLACK GROUPS) … Form...VERIFICATION FORM (BLACK GROUPS) This is the Verification Form (Black Groups) to be completed for purposes of the BEE Verification Process

1

Annexure C

Fee Schedule

Link Costs

excluding VAT R.cc

Strate Costs

excluding VAT

R.cc

Total Costs

including VAT at

14%

R.cc

Account

administration,

maintenance and

Custody

Free N/A Free

All YeboYethu

Shareholders

Free N/A Free

Trading,

Transactions,

Settlement

On Exchange Trading

and Settlement Fee*

Minimum brokerage

fee of R115 up to

R40 000. Thereafter

an additional 0.35%

will be levied

Included TBA

Notes

VAT at 14% will be added to all applicable fees.

* On Exchange Trading & Settlement Fee above include Strate costs, JSE Costs, Investor

Protection levy costs, Trading Entity fees and withdrawal costs for shareholders that have

chosen the pay-out options for transactions

**TBA: To be advised. The total fee will depend on the size of the transaction or deposit

Interest on positive cash balances: YeboYethu Ordinary Shareholders will receive interest of 2%

p.a. on positive cash balances on their transaction platform accounts.

Fees above are all subject to change.