AVENG LIMITED - Related Party Clarification25 Aug 2014
AEG 201408250032A
Related Party Clarification

AVENG LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1944/018119/06)
ISIN: ZAE000111829
SHARE CODE: AEG
("Aveng" or "the Group")

Related Party Clarification

1.      Introduction

        Aveng shareholders are referred to the announcement on SENS, dated 18 August
        2014 (the “Announcement”), in which Aveng announced the posting of a circular to
        shareholders, including a notice of general meeting (the “Circular”), to propose a
        resolution to grant the Aveng board a specific authority to issue shares for cash (the
        “Resolution”) in order to convert the ZAR2 billion 7.25% senior unsecured convertible
        bonds, issued by Aveng, as announced on SENS on 16 July 2014 (the “Convertible
        Bonds”).

2.      Related party clarification

        Both the Announcement and the Circular incorrectly describe Allan Gray as a “related
        party” in terms of the JSE Listings Requirements by claiming that it holds, directly or
        indirectly, more than a 10% beneficial interest in Aveng’s ordinary shares at the
        commencement of the bookbuilding process for the Convertible Bonds.

        It has since been brought to Aveng’s attention that Allan Gray is neither a “related
        party” nor a “material shareholder” in terms of the JSE Listings Requirements as it is
        not entitled to exercise or control the exercise of 10% or more of the votes attached to
        Aveng’s shares held by its clients nor has it been in such a position at any time during
        the past twelve months.

        Accordingly, the JSE has ruled that any Allan Gray client or entity that did not
        participate in the Convertible Bonds is entitled to be present at the general meeting
        and to vote on the Resolution.

3.      Voting Restriction

        As per Section 5.51 (g) of the Listings Requirements, any Allan Gray client or entity
        or for that matter any other shareholder which is a holder of Convertible Bonds from
        the period commencing on the last day to trade date up to and including the date of
        the general meeting is not entitled to vote on the Resolution.




Morningside, Sandton
25 August 2014

Sponsor:
JP Morgan Equities South Africa Proprietary Limited

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