Dealings in securities by Directors and the Company Secretary of ARM African Rainbow Minerals Limited (Incorporated in the Republic of South Africa) (Registration Number 1933/004580/06) JSE Share code: ARI ISIN: ZAE000054045 (“ARM” or “the Company”) Dealings in securities by Directors and the Company Secretary of ARM Waived Bonus Method Equity settlement of Bonus Shares and Performance Shares A. In terms of paragraphs 3.63 to 3.66 of the Listings Requirements, the following information is provided regarding the equity settlement of Bonus Shares and Performance Shares by ARM to the undermentioned Directors of ARM. These awards were made in terms of The African Rainbow Minerals Limited 2008 Share Plan and in terms of ARM’s Waived Bonus Method approved by ARM’s Board of Directors on the recommendation of the Remuneration Committee. The calculation for the equity settlement of these shares is based upon the closing ARM share price of R134.00 on Friday, 23 November 2018. 1. Bonus Shares Date of transaction 6 December 2018 Nature of transaction Equity settlement of Bonus Shares in terms of The African Rainbow Minerals Limited 2008 Share Plan in off-market transactions Date of grant 25 November 2015 Vesting date 26 November 2018 Class of securities Ordinary shares Extent of interest Direct, beneficial Name Designation Number of Gross Value Bonus (before tax Shares settled liability) R PT Motsepe Executive Chairman 71 570 9 590 380 MP Schmidt Executive Director 57 953 7 765 702 M Arnold Non-executive Director 38 617 5 174 678 HL Mkatshana Executive Director 31 814 4 263 076 JC Steenkamp Non-executive Director 60 958 8 168 372 AJ Wilkens Executive Director 50 247 6 733 098 2. Performance Shares Date of transaction 6 December 2018 Nature of transaction Equity settlement of Performance Shares in terms of The African Rainbow Minerals Limited 2008 Share Plan in off-market transactions Date of award 25 November 2015 Vesting date 26 November 2018 Class of securities Ordinary shares Extent of interest Direct, beneficial Name Designation Number of Gross Value Performance (before tax Shares settled liability) R PT Motsepe Executive Chairman 71 570 9 590 380 MP Schmidt Executive Director 57 953 7 765 702 M Arnold Non-executive Director 38 617 5 174 678 HL Mkatshana Executive Director 31 814 4 263 076 JC Steenkamp Non-executive Director 60 958 8 168 372 AJ Wilkens Executive Director 50 247 6 733 098 The Board of Directors of ARM, on the recommendation of the Remuneration Committee, granted the necessary authority to settle these Bonus Shares and Performance Shares in terms of paragraph 3.66 of the Listings Requirements. Transfer of shares B. In terms of paragraphs 3.63 to 3.66 of the Listings Requirements, the following information is provided regarding the election by the Executive Chairman, Mr Patrice Motsepe, to transfer his shares acquired by subscription as described in “A” above to African Rainbow Minerals & Exploration Investments Proprietary Limited (“ARMI”). The shares of ARMI are indirectly held and beneficially owned by trusts, which trusts, with the exception of the Motsepe Foundation, hold those shares for the benefit of Mr Patrice Motsepe and his immediate family. The Motsepe Foundation applies the benefits emanating from its indirect shareholding in ARMI for philanthropic purposes. The requisite clearances and approvals for this transaction have been obtained in compliance with the Securities Dealing Policies and Procedures of ARM. Date of transaction 6 December 2018 Nature of transaction Transfer of shares to the Motsepe Family Structure, off-market Closing price of R134.00 on Deemed price of securities Friday, 23 November 2018 transferred Class of securities Ordinary shares Nature of interest Indirect, beneficial Clearance to deal Yes Name Designation Number of Total value Ordinary shares (before tax transferred liability) of shares transferred R PT Motsepe Executive Chairman 143 140 19 180 760 Equity settlement of performance shares C. In terms of paragraphs 3.63 to 3.66 of the Listings Requirements of the JSE Limited (“the Listings Requirements”), we provide the following information regarding the equity settlement of performance shares by ARM to the company secretary of ARM. The calculation for the equity settlement of these shares is based upon the closing ARM share price of R134.00 on Friday, 23 November 2018. Performance shares Date of transaction 6 December 2018 Nature of transaction Equity settlement of performance shares in terms of The African Rainbow Minerals Limited 2008 Share Plan in off-market transactions Date of grant 25 November 2015 Vesting date 26 November 2018 Class of securities Ordinary shares Extent of interest Direct, beneficial Name Designation Number of Total value Performance (before tax Shares liability) settled of shares transferred R A N D’Oyley Company Secretary 11 829 1 585 086 The Board of Directors of ARM, on the recommendation of the Remuneration Committee, granted the necessary authority to settle these performance shares in terms of paragraph 3.66 of the Listings Requirements. Sandton 7 December 2018 Sponsor to ARM: Investec Bank Limited Date: 07/12/2018 05:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 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