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MTN Zakhele (RF) Limited

(Registration number 2010/004693/06)


(Incorporated in South Africa)

CHANGE OF DETAILS FORM (BLACK PEOPLE)


[This is the Change of Details Form (Black People) to be completed by Black People if they
want to change, update, correct or complete the details (information) that MTN Zakhele has
for them. It is also the Change of Details Form (Black People) to be completed by persons
who act on behalf of a Black Person in a representative capacity, such as a parent or guardian
on behalf of a Minor.]

Instructions:
1) Fill in and complete this Change of Details Form (Black People) (this "Form") in CAPITAL LETTERS and black ink.
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 the defined words and phrases, and also the meanings we have given
them, is contained in the document titled "MTN Zakhele Global Interpretation and Definitions List", which is
available on the MTN Zakhele Shareholder Platform Website or can be requested from the Call Centre
("Definitions Schedule"). 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 Change of Details Form (Black People) 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.
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.
4) When you give this Form to MTN Zakhele, you must also give the appropriate Supporting Documents listed
below. The Supporting Documents you need to give will depend on the type of change you are making in this
Form. The list of the Supporting Documents that you must give MTN Zakhele, is at the end of this Form.
5) You can download and print this Form from the MTN Zakhele Shareholder Platform Website or you may call
the Call Centre (during Call Centre Hours) and request that a copy be sent to you. You must complete this
Form manually.
6) You must give this Form (properly completed and signed), together with the Supporting Documents, to MTN
Zakhele by email or fax or post or delivered by hand. The email, fax, post and hand delivery details are:
Email: support@mtnz.co.za
Fax: +27 86 249 1030
Postal address: MTN Zakhele Shareholder Services, PO Box 23462, Claremont, 7735
Hand delivery: 1st Floor, 200 On Main, 200 Main Road, Claremont, 7708, South Africa or 13th Floor
Rennie House, 19 Ameshoff Street, Braamfontein,2001
7) Any Supporting Documents delivered by hand or by post must be originals or certified copies. Any Supporting
Documents sent by email, fax or other electronic means must be certified copies.
8) 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 Annexe A attached to this Form.
9) Copies can for example be certified at any South African Police Station.
10) If you have any questions regarding the contents of this Form, please contact the MTN Zakhele Shareholder
Services.

MTN Zakhele (RF) Limited


CHANGE OF DETAILS FORM (BLACK PEOPLE)
BLACK PERSON'S DETAILS
Full name of the Black Person (the person whose details
are being changed in this Form):
Identity number the Black Person:
Identity number of person signing this Form (if this
person is not the Black Person):
Investor Number (of the Black Person):
If applicable, the representative capacity of the person
signing this Form if this person is not the Black Person:
NOTE: In the sections below, please provide the change of details or tick () the "No Changes" block if there
are no changes. The Supporting Documents which you must provide with this Form are set out at the end of this
Form.
CHANGE OF CONTACT DETAILS

NO CHANGES

E-mail address:
Cell phone number:
Office phone number:
Home phone number:
Fax number:
CHANGE OF BANK ACCOUNT

NO CHANGES

Name of bank account holder:


Name of South African bank:
Name of bank branch:
Bank branch code:
Bank account number:
Account type:

Cheque*

Savings*

NOTE: We cannot accept banking details in the name of a third party

(* - please tick one)

If you have changed your banking details above, please also ensure that the bank verification section below is
completed.
BANK VERIFICATION
I confirm that the above information about the
abovementioned Black Person's account at this bank is correct

BANK STAMP HERE


Signed on behalf of bank
THIS MUST BE COMPLETED BY YOUR BANK
NOTE: To be completed for changes to bank account
2

MTN Zakhele (RF) Limited


CHANGE OF DETAILS FORM (BLACK PEOPLE)
CHANGE OF POSTAL ADDRESS

NO CHANGES

PREVIOUS POSTAL ADDRESS

POSTAL CODE:

NEW POSTAL ADDRESS

POSTAL CODE:

CHANGE OF RESIDENTIAL ADDRESS

NO CHANGES

PREVIOUS RESIDENTIAL ADDRESS

POSTAL CODE:

NEW RESIDENTIAL ADDRESS

POSTAL CODE:

DETAILS OF THE BLACK PERSON'S REPRESENTATIVE


(If the person signing this Form is signing in a representative capacity (such as a parent/guardian of a Minor, an
executor of a deceased estate, a curator or a liquidator)
Capacity:

Title:

Birth parent of minor


Legal guardian

Other (Please specify below)


____________________________

Mr Mrs Miss Prof Dr Rev

Full names:
Identity number:
Email address:
Cell phone number:
Office phone number:
Home phone number:
Fax number:
Residential address:
Postal code:
Postal address:
Postal code:

MTN Zakhele (RF) Limited


CHANGE OF DETAILS FORM (BLACK PEOPLE)
SIGNATURE SECTION:
By signing below you:

agree that MTN Zakhele is allowed to verify (check) your details (including asking other people and
companies) and you will also help MTN Zakhele to do this when we ask for your help; and
confirm that you have read and understand the Definitions Schedule.
Day

Month

Year

Signature:
Name:

Capacity:

If you are signing this Form on behalf of a Black


Person, please indicate which capacity, for
example, a legal guardian or parent of a Minor
or in any other representative capacity
identified in the Supporting Documents section
below
__________________________________
(insert capacity)

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.
By signing this Form in a representative capacity, you provide the warranties and undertakings and
acknowledgements set out in this Form.

MTN Zakhele (RF) Limited


CHANGE OF DETAILS FORM (BLACK PEOPLE)
SUPPORTING DOCUMENTS
A.

THE BLACK PERSON MUST PROVIDE THE FOLLOWING SUPPORTING DOCUMENTS:

To change banking details:

This Form must be stamped above 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.

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 three 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 one 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
Form.
B.

IF YOU ARE SIGNING THIS FORM IN A REPRESENTATIVE CAPACITY, YOU MUST ALSO PROVIDE THE
FOLLOWING SUPPORTING DOCUMENTS:

Joint holding:

Power of attorney:

Where the holding is in more than one name, the signature of the first mentioned
MTN Zakhele 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.
To sign under a power of attorney, you must provide the power of attorney
together with 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.

MTN Zakhele (RF) Limited


CHANGE OF DETAILS FORM (BLACK PEOPLE)
Minors:

Deceased shareholders:

MTN Zakhele Shareholder


under curatorship:

MTN Zakhele Shareholder


under liquidation:

Minors must be assisted by their parents or guardians. Minors must submit their
green bar-coded South African identity document, their South African smart
identity card, a valid passport reflecting the Minor's South African identity number
or their birth certificate (provided that the Minors South African identity number is
printed on the birth certificate). The parent or guardian must also submit their
green bar-coded South African identity document, South African smart identity card
or valid passport reflecting their South African identity number.
This Form 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 executors green bar-coded South African
identity document, the South African smart identity card or valid passport reflecting
the executor's South African identity number.
This Form 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 curators green bar-coded South
African identity document, the South African smart identity card or valid passport
reflecting the Curator's South African identity number.
This Form 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 barcoded South African identity document, the South African smart identity card or
valid passport reflecting his/her South African identity number.

MTN Zakhele (RF) Limited


CHANGE OF DETAILS FORM (BLACK PEOPLE)
Annexe A

ELECTRONIC TRANSMISSION COVER SHEET


No. of pages (including this page):

Subject: Electronic document transmission

Identity number of sender (if applicable ):


Investor Number:
Email address:
Cell phone number:
Office phone number:
Home phone number:
Fax number:
SENDER'S POSTAL ADDRESS

POSTAL CODE:

SENDER'S PHYSICAL ADDRESS

POSTAL CODE:

FOR THE ATTENTION OF MTN ZAKHELE SHAREHOLDER SERVICES


Day

Year

Signature

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: support@mtnz.co.za

Month

MTN Zakhele (RF) Limited


Global Interpretation and Definitions List
1.

Interpreting this Document

When reading and applying (interpreting) this Document, the following rules will apply:
1.1 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.
1.2 Singular and plural
Words in the singular include the plural and the other way around.
1.3 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").
1.4 Headings
Headings are aids to reading and understanding this Document. They are not terms or conditions
themselves. Headings do not limit or extend the meaning or application of this Document.
1.5 Boxes with bold writing
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 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.
1.6 Rights and remedies
There may be reference to the legal concepts of rights and remedies in this Document. Rights are interests
protected by law. Remedies are the ways available in law to enforce or protect rights or to get
compensation.
1.7 General words are not limited
1.7.1. 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:
1.7.1.1. "including" means "including but not limited to";
1.7.1.2. "include" means "include but is not limited to"; and
1.7.1.3. "includes" means "includes but is not limited to".
1.7.2. 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.
1.8 Calculating days
Where any number of days is given, those days are counted to exclude the first day but include the last day.
1.9 Reference to laws
When there is reference to a law or to a section of a law, we mean that law or section of that law as
amended, repealed or replaced.
1.10 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:
1.10.1. losing money;
1.10.2. the value of your MTN Zakhele Shares going down;
1.10.3. someone bringing a claim against you;
1.10.4. money you have to pay us or someone else as compensation;
1.10.5. you suffering harm; or
1.10.6. money being paid to the wrong person.
1.11 List of definitions
In this Document, the words and phrases below have the meaning set out next to them.

MTN Zakhele (RF) Limited


Global Interpretation and Definitions List
TERM
Applicant
Application Form

Application Process
Asset Back Securities
Authorised Representative
Authorised User
Authorising Resolution

Authority

BBBEE Act
BEE
BEE Legislation

BEE Listing

BEE Listing Date


BEE Listing Period

BEE Ownership Certificate


BEE Ownership Document

BEE Rating Agency

MEANING
a Black Person or Black Group, who does not already own MTN Zakhele Shares, and who
applies to us to confirm whether such Black Person or Black Group is an Eligible Shareholder;
means:
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;
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;
the process that we require an Applicant to follow to apply for confirmation from the
BEE Verification Agent that such Applicant is an Eligible Shareholder;
has the meaning given to this term in the JSE Listings Requirements;
is the individual that we require a Black Group to authorise to act on its behalf when dealing
with us;
has the meaning given to this term in the FM Act from time to time;
a valid resolution substantially in the form of the standard resolution, called "Authorising
resolution for Black Group", which is attached as Schedule 1 to the forms called "Application
Form (Black Groups)", "Verification Form (Black Groups)" or "Change of Details Form (Black
Groups)", respectively;
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, including without limitation ICASA;
the Broad-Based Black Economic Empowerment Act, 53 of 2003 and any regulations and
codes of good practice published thereunder (including the Codes), as amended;
black economic empowerment;
each and all of (i) the BBBEE Act, (ii) any codes of good practice and/or any transformation
charters issued under sections 9 and/or 12 of the BBBEE Act applicable to the MTN SA Group,
(iii) any communications sector legislation (including the EC Act) and any regulations published
under such legislation and any Licence conditions made pursuant to such legislation from time
to time, as applicable to the MTN SA Group, and (iv) any other charter, law, condition of a
material Licence, regulation or (mandatory or voluntary) practice pursuant to which
ownership and/or control by Black People in the MTN SA Group 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;
the listing of the MTN Zakhele Shares as Asset Backed Securities (being specialist securities
under the JSE Listings Requirements) on the BEE Segment of the main board of the exchange
operated by the JSE, with effect from the BEE Listing Date. Such listed MTN Zakhele Shares
will be listed as BEE Securities;
the date on which the BEE Listing happens;
the period starting on the BEE Listing Date and ending on the earlier of:
at 23:59:59 of the last day of the Empowerment Compliance Period; or
the date on which the BEE Listing terminates for any reason;
a BEE ownership certificate based on a Black Group's current shareholding, issued within the
previous 12 months by a BEE Rating Agency;
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:
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
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,
(the BEE Status Declaration Form (Black Groups) may be used for this purpose);
a BEE rating agency that has applied for and been granted accreditation from the South
2

MTN Zakhele (RF) Limited


Global Interpretation and Definitions List

BEE Scheme Documents


BEE Securities
BEE Segment
BEE Status

BEE Verification

BEE Verification Agent

BEE Verification Process


Black Company

Black Entity

Black Groups or Groups


Black Majority Controlled
Company

Black Majority Owned


Company

African National Accreditation System or such other agency acceptable to MTN in its sole
discretion;
the Relationship Agreement and the MTN Zakhele MOI;
has the meaning given to this term in the JSE Listings Requirements from time to time;
has the meaning given to this term in the JSE Listings Requirements from time to time;
in relation to a Black Group, the Black Group's percentage ownership and percentage
economic interest by Black People (by shareholding, membership, beneficiary interest and/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;
the verification of an Eligible Shareholder by the BEE Verification Agent to confirm, amongst
others, that the Eligible Shareholder has:
submitted all applicable Supporting Documents to us;
accepted the applicable Verification Terms and Conditions; and
signed all documents and contracts, and satisfied or fulfilled any additional steps, required in
terms of the applicable Verification Terms and Conditions, and "BEE Verified" has a similar
meaning;
during the BEE Listing Period, a person appointed from time to time by MTN and/or
MTN Zakhele (with the consent of MTN) to fulfil the functions assigned to it under the
Relationship Agreement in respect of performing BEE Verification, initially being VT and who
will also act as our agent in relation to the Application Process. The BEE Verification Agent will
act on our behalf in performing such functions;
the process that we require an Eligible Shareholder to follow to apply for confirmation from
the BEE Verification Agent that such Eligible Shareholder is a Verified Shareholder;
a company incorporated in accordance with the laws of South Africa, and which is both a
Black Majority Owned Company and a Black Majority Controlled Company. A reference to
company in this definition includes a close corporation;
(i) a vesting trust, (ii) a broad based ownership scheme, and (iii) an unincorporated entity or
association, including a partnership, joint venture, syndicate or Stokvel, in each case under
(i) to (iii) as may be determined from time to time (generally or in relation to any particular
Black Entity or category of Black Entities) by MTN in its sole discretion as an entity which
qualifies under the BEE Legislation (and the Codes in particular) for recognition and
measurement of ownership, economic interest and control by Black People such that the
MTN SA Group may claim recognition of such ownership, economic interest and control under
the BEE Legislation as all being held by a majority of Black People;
a Black Company or a Black Entity;
a "BEE controlled company" (or comparable term) as defined from time to time under the BEE
Legislation, which definition as at 12 July 2010 is summarised as follows for convenience, and
should not be construed as an interpretation of the Codes:
in relation to any company, means a company incorporated in accordance with the laws
of South Africa and having a shareholding in which one or more Black People controls or
control, on an effective flow-through basis (as such term is contemplated in the Codes,
and which, for the avoidance of doubt, excludes measurement utilising the modified flowthrough principle), in excess of 50% of all exercisable voting rights in relation to the
ordinary shares and/or other equity interests of such company, exercisable by members
in general meeting or otherwise; provided that where the BEE Legislation contains more
than one definition of a Black Majority Controlled Company and such definitions are not
the same, then the term Black Majority Controlled Company shall mean (and be restricted
to) the class of persons who satisfy the relevant criteria in every such definition;
a "BEE owned company" (or comparable term) as defined from time to time under the BEE
Legislation, which definition as at 12 July 2010 is summarised as follows for convenience, and
should not be construed as an interpretation of the Codes:
in relation to any company, means a company incorporated in accordance with the laws of
South Africa and having a shareholding in which one or more Black People:
beneficially owns or own, on an effective, flow-through basis (as such term is
contemplated in the Codes, and which, for the avoidance of doubt, excludes
measurement utilising the modified flow-through principle), in excess of 50% of the

MTN Zakhele (RF) Limited


Global Interpretation and Definitions List

Black People or Black Person

BSTC

Business Day
Business Hours
Calendar Day
Call Centre

Call Centre Agent


Call Centre Hours
Change of Details Form

Change of Details Process

CIPC
Codes
Companies Act
CP Act
CSDP
Custodian

Custody Entity or Issuer

ordinary shares and/or other equity interests of such company; and


is or are entitled to, on an effective, flow-through basis (as such term is contemplated in
the Codes, and which, for the avoidance of doubt, excludes measurement utilising the
modified flow-through principle) in excess of 50% of all economic interest in relation to
such ordinary shares and/or other equity interests of such company,
provided that where the BEE Legislation contains more than one definition of a Black Majority
Owned Company and such definitions are not the same, then the term Black Majority Owned
Company shall mean (and be restricted to) the class of persons who satisfy the relevant
criteria in every such definition;
"black people" (or comparable term) as defined from time to time under the BEE Legislation;
provided that where the BEE Legislation contains more than one definition of "black people"
(or comparable term) and such definitions are not the same, then the term Black People shall
mean (and be restricted to) the class of persons who satisfy the relevant criteria in every such
definition. As at 12 July 2010 (by way of summary and without in any way being construed as
an interpretation of the Codes), Black People were defined under the BBBEE Act read with
Schedule 1 of the Codes, as being African, Coloured (including Chinese) and Indian persons
who are natural persons and who:
are citizens of South Africa by birth or descent; or
are citizens of South Africa by naturalisation before the commencement date of the
Constitution of the Republic of South Africa, Act 200 of 1993 (Interim Constitution); or
became citizens of South Africa after the commencement date of the Interim
Constitution, but who, but for the apartheid policy that had been in place prior to that
date, would have been entitled to acquire citizenship by naturalisation prior to that date,
and "Black" shall have a similar meaning when used as an adjective;
MTN or such committees or third parties or third party agents as MTN may nominate to
consider whether an Applicant is an Eligible Shareholder and approve or decline any proposed
transfer of MTN Zakhele Shares (if for any reason, and for so long as, the BSTC is not or ceases
to be constituted, the rights and obligations of the BSTC shall be fulfilled by MTN Zakhele);
all of the days of the week, but not including Saturday, Sunday or official public holidays in
South Africa;
the hours from 09:00 to 17:00 on a Business Day;
any day of the week, including Saturdays and Sundays and South African public holidays;
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 MTN Zakhele, which can be contacted at the phone number:
083 123 6869;
the person that helps you when you phone the Call Centre;
the time from 9am to 5pm on a Business Day, or any extended time period that we decide;
means:
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
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;
the process that you must follow to change, correct, complete or update the information that
we have for you. This process should be followed when your details change, regardless of
whether you are an MTN Zakhele Shareholder, an Applicant, an Eligible Shareholder or a
Verified Shareholder (as the case may be). More details on the Change of Details Process may
be set out in this Document;
the Companies and Intellectual Property Commission;
the Codes of Good Practice on Broad Based Black Economic Empowerment issued by the
Minister of Trade and Industry in terms of Section 9 of the BBBEE Act from time to time;
the Companies Act, No. 71 of 2008, as amended;
the Consumer Protection Act, No. 68 of 2008, as amended;
a central securities depository participant, accepted as a participant in terms of the FM Act;
a person appointed from time to time by MTN and/or MTN Zakhele, as directed by MTN, to
fulfil the functions assigned to it under the Relationship Agreement, currently being Link
Market Services;
the person designated by MTN Zakhele from time to time to act in such capacity, the Custody
4

MTN Zakhele (RF) Limited


Global Interpretation and Definitions List
Nominated Participant

Custody Entity Mandate

Dispose

Document or this Document

EC Act
Effective Interest
Eligible Shareholder

Empowerment Compliance
Period
Encumbrance

Facilitated Trading Process

Facilitated Trading Process


Verification Terms and
Conditions

FM Act
Group Shareholder Number
ICASA

Important Disclosure
Document
Independent Trading Process

Entity currently being Link Investor Services, acting through its nominee, Pacific Custodians
(Nominees) (RF) Proprietary Limited, registration number 2014/113298/07, a private company
incorporated in South Africa, being a wholly-owned subsidiary of Link Investor Services;
the contract entered into between you and the Custody Entity, in terms of which you become
a client of the Custody Entity for the purposes of receiving custody and settlement services
through the Transaction Platform;
sell, alienate, donate, exchange, distribute, transfer or in any manner whatsoever dispose of,
whether voluntarily or involuntarily, or enter into any arrangement or transaction whatsoever
which may have the same or a similar effect as any of the aforementioned sale, alienation,
donation, exchange, distribution, transfer or disposal (including but not limited to any
transaction, or series of arrangements or transactions, or the cession of any rights or the
granting of any option or any similar transaction/s which would have the same economic
effect), or realise any value in respect of, and Sale, Disposal and Sold shall be construed
accordingly;
the document to which this Global Interpretation and Definitions List is attached (if
applicable) or which references this Global Interpretation and Definitions List, and which must
accordingly be read in conjunction with it;
the Electronic Communications Act, 36 of 2005, as amended;
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;
means (a) any Black Person or Black Group who is accepted to become an MTN Zakhele
Shareholder (i) in MTN's (or its nominee, delegatee or agent) sole discretion, such acceptance
to be recorded in writing or (ii) pursuant to any decision made by the BSTC (or its nominee,
delegatee or agent) in accordance with the Relationship Agreement (unless MTN determines
otherwise on written notice to the BSTC in respect of such decision), such acceptance by the
BSTC to be recorded in writing, (and in the case of either (i) or (ii), including through the
Application Process) and (b) such other persons as are permitted from time to time (and for
the period so permitted) under the Relationship Agreement to hold MTN Zakhele Shares;
a period of six years which started on 24 November 2010 and ends at 23:59:59 on
24 November 2016;
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;
the process of purchasing, holding and/or transferring MTN Zakhele Shares from time to time
through the Transaction Platform, in terms of which a Verified Shareholder signs the Trading
Entity Mandate (as a result of which the Trading Entity will provide Trading services to you)
and the Custody Entity Mandate (as a result of which the Custody Entity will act as the
registered holder of your MTN Zakhele Shares and provide custody and settlement services to
you);
the terms, conditions, restrictions and limitations applicable to you should you choose to
purchase, hold and/or transfer any MTN Zakhele Shares in terms of the Facilitated Trading
Process. These terms and conditions are set out in the document titled "MTN Zakhele (RF)
Limited: Facilitated Trading Process Verification Requirements, Terms and Conditions" which
may be obtained from the MTN Zakhele Shareholder Platform Website or by phoning the Call
Centre;
the Financial Markets Act, 19 of 2012, as amended;
the unique number we give to you if you are a Black Group that is a Verified Shareholder;
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, as amended;
a document which sets out important disclosures which we are required to make to you in
terms of section 49 of the CP Act and which you should pay careful attention to, as this may
affect your rights and duties;
the process of purchasing, holding and/or transferring MTN Zakhele Shares from time to time
in accordance with the MTN Zakhele BEE Contract;

MTN Zakhele (RF) Limited


Global Interpretation and Definitions List
Independent Trading Process
Verification Terms and
Conditions

JSE

JSE Member
JSE Listings Requirements
Legal Capacity
Licence
Limited Transfers Process

Limited Transfers Process


Verification Terms and
Conditions

Link Investor Services


Link Market Services
Minor
MTN
MTN Holdings
MTN SA Group

MTN Zakhele or we or us
MTN Zakhele BEE Contract

MTN Zakhele MOI


MTN Zakhele Shareholder or
Shareholder

MTN Zakhele Shareholder


Platform Website
MTN Zakhele Shareholder
Services

the terms, conditions, restrictions and limitations applicable to you should you choose to
purchase, hold and/or transfer any MTN Zakhele Shares in terms of the Independent Trading
Process. These terms and conditions are set out in the document titled "MTN Zakhele (RF)
Limited: Independent Trading Process Verification Requirements, Terms and Conditions"
which may be obtained from the MTN Zakhele Shareholder Platform Website or by phoning
the Call Centre;
as the context requires, either JSE Limited, registration number 2005/022939/06, a public
company incorporated in South Africa and licensed to operate an exchange under the FM Act,
or the securities exchange operated by that company;
a member of the JSE;
the Listings Requirements of the JSE as amended from time to time;
the right and ability to enter into valid agreements, considering things like age, marriage
status, mental status and financial status;
any licence or other form of regulatory right or permission issued or granted by or under any
Authority, including telecommunications licenses issued pursuant to the EC Act;
the process of purchasing and/or transferring MTN Zakhele Shares by a Verified Shareholder
pursuant to an Off-Market Transfer, as contemplated in the MTN Zakhele Limited Transfers
Verification Terms and Conditions;
the terms, conditions, restrictions and limitations applicable to you should you choose to
purchase, hold and/or transfer any MTN Zakhele Shares in terms of the Limited Transfers
Process. These terms and conditions are set out in the document titled "MTN Zakhele (RF)
Limited: Limited Transfers Process Verification Requirements, Terms and Conditions" which
may be obtained from the MTN Zakhele Shareholder Platform Website or by phoning the Call
Centre;
Link Investor Services Proprietary Limited, registration number 2011/001308/07, a private
company incorporated in South Africa;
Link Market Services South Africa Proprietary Limited, registration number 2000/007239/07, a
private company incorporated in South Africa;
a Black Person who is younger than 18 years old;
MTN Group Limited, registration number 1994/009584/06, a public company incorporated in
South Africa, whose ordinary shares are listed on the JSE;
Mobile Telephone Networks Proprietary Limited, registration number 1993/001411/07, a
private company incorporated in South Africa;
each and all of (i) Mobile Telephone Networks Proprietary Limited, MTN Service Provider
Proprietary Limited and MTN Business Solutions Proprietary Limited and each of its and their
South African subsidiaries from time to time and (ii) any other South African operating
subsidiary of any of MTN, Mobile Telephone Networks Holdings Proprietary Limited and/or
MTN International Proprietary Limited designated in writing by MTN to MTN Zakhele from
time to time;
MTN Zakhele (RF) Limited, registration number 2010/004693/06, a company incorporated in
South Africa;
the contract referred to in the Independent Trading Process Verification Terms and Conditions
which you are required to enter into with MTN, MTN Holdings and each Relevant Market
Participant should you choose to hold, purchase and/or transfer MTN Zakhele Shares in
accordance with the Independent Trading Process;
the memorandum of incorporation of MTN Zakhele, as amended from time to time;
means:
subject to the next bullet, during the Empowerment Compliance Period, any person who is
the registered holder of MTN Zakhele Shares; and
during the BEE Listing Period, any person who is the beneficial holder of MTN Zakhele Shares;
the website established by us for the operation of the MTN Zakhele Shareholder Platform and
accessible at: www.mtnz.co.za;
the service for MTN Zakhele Shareholders established by MTN Zakhele and operated by the
BEE Verification Agent, to provide assistance to MTN Zakhele Shareholders for the Application
Process and the BEE Verification Process (and respond to related queries) or attend to general
queries relating to MTN Zakhele and can be contacted as follows:
Phone: 083 123 6869
Fax: +27 86 249 1030

MTN Zakhele (RF) Limited


Global Interpretation and Definitions List

MTN Zakhele Shares or Shares


Off-Market Transfer
Order
Order to Buy
Order to Sell
OTP
OTC Trading Platform

OTC Trading Platform


Application Process
Password
Personal Information

Privacy Policy

Prospectus
Registration Process

Relationship Agreement

Relevant Market Participant


Securities Register

South Africa
Stokvel

Email: support@mtnz.co.za
Physical address: 1st Floor, 200 On Main, Main Road, Claremont, 7708, South Africa
Postal address: MTN Zakhele Shareholder Services, PO Box 23462, Claremont, 7708
Website: www.mtnz.co.za;
ordinary shares in MTN Zakhele;
any sale, purchase or other transfer of MTN Zakhele Shares not reported through an
Authorised User;
an Order to Buy or an Order to Sell;
an offer made through the Trading Section of the Transaction Platform to buy MTN Zakhele
Shares;
an offer made through the Trading Section of the Transaction Platform to sell MTN Zakhele
Shares;
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;
the "over-the-counter" trading platform facilitated by MTN Zakhele (through various service
providers) specifically for the purposes of facilitating trading in the MTN Zakhele Shares during
the period which started on 25 November 2013 and ended on the date announced or to be
announced by MTN Zakhele;
the process which we required Black People and Black Groups to follow in order to confirm
their status as an MTN Zakhele Shareholder during the operation of the OTC Trading Platform;
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;
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:
identity, name, birth date and gender;
BEE Status;
ID number or registration number;
bank account details;
financial affairs and business affairs;
dealings in MTN Zakhele Shares;
physical address, postal address, email address, phone number and other contact details;
country of citizenship;
children;
dependents and family members;
answers to security questions; and
the way you or your Authorised Representative use the Transaction Platform;
as applicable, the privacy policy recorded in each of the Facilitated Trading Process
Verification Terms and Conditions, the Independent Trading Process Verification Terms and
Conditions and the Limited Transfers Process Verification Terms and Conditions;
the MTN Zakhele prospectus issued on 30 August 2010 in terms of which members of the
Black People and Black Groups were invited to subscribe for MTN Zakhele Shares;
with regards to the Facilitated Trading Process, the process which you undertake in
accordance with the provisions of the Trading Entity Mandate to register to use the
Transaction Platform, and "Register" will have a similar meaning;
the agreement entitled "Amended and Restated Relationship Agreement" concluded between
MTN Zakhele and MTN on 29 September 2015 and to which each MTN Zakhele Shareholder is
or becomes a party, which agreement regulates, amongst others, the rights and obligations of
these parties relating to the holding of MTN shares by MTN Zakhele and the holding of
MTN Zakhele Shares by the MTN Zakhele Shareholders;
a JSE Member, registered holder, CSDP and/or relevant intermediary, as the context may
require, that is required to enter into the MTN Zakhele BEE Contract with you;
the record of MTN Zakhele Shareholders and the details that apply to their shareholding,
which is maintained by Strate in respect of uncertificated MTN Zakhele Shares and by the
Transfer Secretaries as regards certificated MTN Zakhele Shares;
the Republic of South Africa;
associations of two or more members who contribute funds to the association on a regular
basis, the funds of which are paid, in whole or in part, to its members in accordance with its
7

MTN Zakhele (RF) Limited


Global Interpretation and Definitions List

Strate

Supporting Documents

Trade

Trading Entity
Trading Entity Mandate

Trading Section of the


Transaction Platform
Transaction Platform

Transaction Platform Account

Transaction Platform Website


Transfer Secretaries
Verification Form

Verification Terms and


Conditions
Verified Shareholder

VT
you or your or yourself

rules, whether on a rotational basis or upon the occurrence of an event or otherwise;


an electronic settlement environment for transactions to be settled and transfer of ownership
to be recorded electronically, managed by Strate Proprietary Limited, registration
number 1998/022242/07, a private company incorporated in South Africa;
in relation to the Application Process, the BEE Verification Process and the Change of Details
Process, all documents which you are required to provide to us in respect of such Process.
Please refer to the relevant Application Form, Verification Form or Change of Details Form for
further details of such supporting documents;
with regards to the Facilitated Trading Process, the placing of Orders and the sale and
purchase of MTN Zakhele Shares on the JSE through the Transaction Platform, and "Trade"
and "Trading" have similar meanings;
the person designated by MTN Zakhele from time to time to act in such capacity, the Trading
Entity currently being VT;
with regards to the Facilitated Trading Process, the contract (call the "Client Agreement")
entered into between you and the Trading Entity, in terms of which you become a client of
the Trading Entity for the purposes of receiving Trading services through the Transaction
Platform. This Client Agreement is made up of the documents referred to as the Trading
Entity's:
registration form;
terms and conditions;
privacy policy;
risk disclosure statement; and
intermediary disclosure statement;
that section of the Transaction Platform owned and operated by the Trading Entity for the
purposes of processing Orders in respect of MTN Zakhele Shares through either the
Transaction Platform Website or the Call Centre (as applicable);
with regards to the Facilitated 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 Verified Shareholders, which is made up of the Transaction
Platform Website and the Call Centre;
with regards to the Facilitated 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;
the online part of the Transaction Platform which is accessible on the internet at:
mtnz.tradedesk.co.za;
the organisation appointed by us to attend to attend to certificated MTN Zakhele Shares and
to maintain and report to us on the Securities Register, being Link Market Services;
means:
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 in respect of the
Independent Trading Process and the Limited Transfers Process; and
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;
as applicable, the Facilitated Trading Process Verification Terms and Conditions, the
Independent Trading Process Verification Terms and Conditions and the Limited Transfers
Process Verification Terms and Conditions;
during the BEE Listing Period, any Eligible Shareholder which we (or our nominee, delegatee
or agent (such as the BEE Verification Agent)) has notified has successfully completed
BEE Verification, and whose BEE Verification status has not expired or been withdrawn in
accordance with the applicable Verification Terms and Conditions or the Relationship
Agreement;
Velocity Trade Financial Services Proprietary Limited, registration number 2010/010415/07, a
private company incorporated in South Africa;
you, being a Black Person or Black Group depending on the context, may be an MTN Zakhele
Shareholder, an Applicant, an Eligible Shareholder or a Verified Shareholder. 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.

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