Old Mutual : Notice to shareholders

NOTICE TO SHAREHOLDERS

Released : 05 Jun 2019 16:31:00

RNS Number : 2797B

Old Mutual Limited

05 June 2019

Old Mutual Limited

Incorporated in the Republic of South Africa Registration number: 2017/235138/06

ISIN: ZAE000255360

LEI: 213800MON84ZWWPQCN47

JSE Share Code: OMU

MSE Share Code: OMU

NSX Share Code: OMM

ZSE Share Code: OMU

("Old Mutual" or "the Company")

Ref 28/19

5 June 2019

NOTICE TO SHAREHOLDERS IN TERMS OF SECTION 45 OF THE COMPANIES ACT NO 71 OF 2008 ("ACT").

Shareholders of the Company are referred to the announcement released on the Stock Exchange News Service this afternoon, 5 June 2019 under the Old Mutual Life Assurance Company (South Africa) Limited ("OMLACSA") code, OLDM advising that OMLACSA has amended and updated its ZAR10 000 000 000 Unsecured Subordinated Note Programme, and that this updated programme now includes a guarantee from Old Mutual Limited.

Furthermore, shareholders are referred to the special resolution tabled and approved at the Annual General Meeting held on 6 March 2018 and renewed on 24 May 2019, authorising directors to provide financial assistance to or for the benefit of any company or corporation which is related or inter-related to the company or any employee, director, prescribed officer or other person or trust established for their benefit, in terms of any share incentive scheme described in the Company's integrated report.

In terms of section 45(2) of the Act, the board has authorised the Company to provide loan facilities and/or guarantees (the "Facilities"), in the normal course of business, to subsidiaries of Old Mutual and financial assistance to employees, directors, prescribed officers or trust established for their benefit, in terms of any share incentive schemes described in the company's integrated report. The board has satisfied itself that the terms of the Facilities are fair and reasonable and that the Company would satisfy the solvency and liquidity test after extending such financial assistance, in terms of section 4 of the Act. Shareholders are advised that the total facility value, if utilised, will exceed 1/10th of 1% of the Company's net worth as at the date of the last board meeting, being 23 May 2019.

Notes to Editors

About Old Mutual Limited

Old Mutual is a premium African financial services group that offers a broad spectrum of financial solutions to retail and corporate customers across key markets segments in 14 countries. Old Mutual's primary operations are in South Africa and the rest of Africa, and it has niche business in Asia. With over 170 years of heritage across sub-Saharan Africa, we are a crucial part of the communities we serve and broader society on the continent.

For further information on Old Mutual, and its underlying businesses, please visit the corporate website at www.oldmutual.com.

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