RULES OF STRATE (PTY) LTD

1 1st Floor 9 Fricker Road, Illovo Boulevard Illovo, Sandton 2196, South Africa PO Box 78608, Sandton 2146 Johannesburg, South Africa Tel: +27 11 759 5300 Fax: +27 11 759 5500 RULES OF STRATE (PTY) LTD (Registration Number 1998/022242/07) RULES of Srate (Pty) Ltd RULES of STRATE (Pty) Ltd Registration Number 1998/022242/07 STRATE (Pty) Ltd Special Gazette S8-2017 | 22 September 2017 2 Updated as per Government Gazette dated 25 May 2001 Updated as per Government Gazette dated 8 June 2001 Updated as per Government Gazette Number 23002 dated 11 January 2002 Updated as per Government Gazette Number 24212 dated 20 December 2002 Updated as per Government Gazette Number 25833 dated 10 December 2003 Updated as per Government Gazette Number 27758 dated 8 July 2005 Updated as per Government Gazette Number 28292 dated 9 December 2005 Updated as per Government Gazette Number 30017 dated 29 June

2 2007 Updated as per Government Gazette Number 30721 dated 8 February 2008 Updated as per Government Gazette Number 31485 dated 10 October 2008 Updated as per Government Gazette Number 32212 dated 15 May 2009 Updated as per Government Gazette Number 33384 dated 23 July 2010 Updated as per Government Gazette Number 33947 dated 20 January 2011 Updated as per Government Gazette Number 33989 dated 1 February 2011 Updated as per Government Gazette Number 34510 dated 12 August 2011 Updated as per Government Gazette Number 34811 dated 9 December 2011 Updated as per Government Gazette Number 35517 dated 20 July 2012 Updated as per Government Gazette Number 37344 dated 14 February 2014 Updated as per Government Gazette Number 39074 dated 7 August 2015 Updated as per Government Gazette Number 39139 dated 28 August 2015 Updated as per Government Gazette Number 39324 dated 23 October 2015 Updated as per Government Gazette Number 39531 dated 18 December 2015 Updated as per Government Gazette Number 40001 dated 20 May 2016 Updated as per Government Gazette Number 40188 dated 5 August 2016 Updated as per Government

3 Gazette Number 41132 dated 22 September 2017 RULES of Srate (Pty) Ltd RULES of STRATE (Pty) Ltd Registration Number 1998/022242/07 STRATE (Pty) Ltd Special Gazette S8-2017 | 22 September 2017 3 Contents of this material are protected under South African copyright law. No part of this material may be copied, completely or partially, either electronically or manually, without the written consent of STRATE (Pty) Ltd. This material remains the sole property of STRATE (Pty) Ltd INDEX PAGE SECTION 1 INTERPRETATION AND DEFINITIONS 4 SECTION 2 POWERS.

4 MANAGEMENT AND CONTROL 16 SECTION 3 STRATE PARTICIPATION 21 SECTION 4 CONDUCT AND ETHICS 27 SECTION 5 DUTIES OF PARTICIPANTS 30 SECTION 6 ACCOUNTS 37 SECTION 7 SETTLEMENT 44 SECTION 8 RISK AND COMPLIANCE 49 SECTION 9 FEES AND CHARGES 54 SECTION 10 RESOLUTION OF DISPUTES 56 SECTION 11 SUPERVISION 59 SECTION 12 DISCIPLINARY PROCEDURE 63 SECTION 13 NOTICES 68 SECTION 14 GENERAL 70 SECTION 15 COMPLAINTS PROCEDURE 73 SECTION 16 PROCEDURES FOR MANAGEMENT OF PARTICIPANT S INSOLVENCY PROCEEDING 76 SECTION 17 ISSUERS 81 RULES of Srate (Pty) Ltd RULES of STRATE (Pty) Ltd Registration Number 1998/022242/07 STRATE (Pty) Ltd Special Gazette S8-2017 | 22 September 2017 4 _____ INTERPRETATION AND DEFINITIONS Scope of section Page Interpretation 5 Definitions 5 15 SECTION 1 RULES of Srate (Pty) Ltd RULES of STRATE (Pty) Ltd Registration Number 1998/022242/07 STRATE (Pty) Ltd Special Gazette S8-2017 | 22 September 2017 5 Interpretation In the STRATE RULES .

5 1 a reference to any gender includes all other genders; the singular includes the plural and vice versa; the heading and sub-heading of a STRATE Rule must not be taken into account in the interpretation of the STRATE RULES ;2 a word and expression to which a meaning has been assigned in the Act bears the meaning so assigned to it; a reference to writing includes any mode of representing or reproducing letters, figures or marks in a visible form; any reference to legislation is to such legislation at the date of adoption of the STRATE RULES and as amended and/or re-enacted from time to time thereafter.

6 Definitions3 In the STRATE RULES , unless the context otherwise requires or indicates: Act means the Financial Markets Act, 2012 (Act No. 19 of 2012), and as further defined in section 1 of the Act; Account means either a Central Securities Account or a Securities Account, depending on the context; Applicant means a person who applies for authorisation as a Participant in terms of STRATE Rule 3; Attachment means a judicial act or process to freeze, restrict or impound the Securities or interest in Securities held in a Central Securities Account or Securities Account, as the case may be, in order to enforce or satisfy a judgment or warrant of execution.

7 Authenticated Instruction' means any instruction sent or received through the STRATE System;4 BEE Act means the Broad-Based Black Economic Empowerment Act, 2003 (Act No. 53 of 2003); BEE Certificate means a certificate issued by a verification agency accredited by the accreditation body contemplated in the BEE Codes, certifying that the person identified in the certificate is a BEE Compliant Person; 1 The definition RULES changed to STRATE RULES throughout the document with effect from 5 August 2016 2 Shall changed to Must throughout the document with effect from 26 September 2017 3 Amended with effect from 26 September 2017 4 the CSD changed to STRATE throughout the document with effect from 5 August 2016 RULES of Srate (Pty) Ltd RULES of STRATE (Pty) Ltd Registration Number 1998/022242/07 STRATE (Pty)

8 Ltd Special Gazette S8-2017 | 22 September 2017 6 BEE Codes means the Broad-Based Black Economic Empowerment Codes of Good Practice gazetted from time to time under the BEE Act; BEE Compliant Person means:5 (a) as regards a natural person, one who falls within the ambit of the definition of black people in the relevant BEE Ownership Scheme; (b) as regards a juristic person having a shareholding or similar member s interests or other rights, one who falls within the ambit of the definitions of BEE Controlled Company or BEE Owned Company, using the principles for determining control or ownership as contemplated in the relevant BEE Ownership Scheme.

9 (c) as regards any other entity, any entity similar to a BEE Controlled Company or BEE Owned Company using the principles for determining control or ownership as contemplated in the relevant BEE Ownership Scheme which would enable the Issuer of Securities owned or controlled by such entity to claim points or obtain similar BEE recognition attributable to the entity s ownership of the Securities pursuant to the BEE Codes; BEE Contract means: (a) the contract as defined by the JSE in the JSE RULES which Participants, Clients and the persons on whose behalf such Clients hold BEE Securities, as applicable, must conclude; and (b) any contract prescribed by an Issuer of BEE Securities, which Participant and Issuers must conclude.

10 BEE Controlled Company means a juristic person, having shareholding or similar members interest, in which BEE Ownership Scheme participants enjoy exercisable voting rights of an amount or value specified in the RULES of the BEE Ownership Scheme, and where no amount or value has been specified in the RULES of the BEE Ownership Scheme, BEE Controlled Company has the same meaning as defined in Schedule 1 of the BEE Codes;6 BEE Issuer Verification Agent means an agent engaged to verify that an investor is a BEE Compliant Person, which agent may include an Exchange where applicable.