Trading Platform Terms and Conditions

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1 Trading Platform Terms and Conditions Topics covered Page Section A: About these Trading Platform Terms Meaning of words and rules for reading and applying About the Trading Platform The Trading Platform Terms make up a legal contract between you and us Other important documents... 5 Section B: How to start using the Trading Platform Registration Authorised Representatives Black Persons under 18 and persons without Legal Capacity Changing, correcting and completing details Section C: Your Security Keeping your Trading Account secure Viruses and other harmful features or content Section D: Buying and selling MTN Zakhele Shares Important words and phrases to know when Trading MTN Zakhele Shares Dangers when trading MTN Zakhele Shares on the Trading Platform Your Bank Account Where to buy and sell MTN Zakhele Shares How to deposit money into the MTN Zakhele Bank Account How to make an Order to Buy How to make an Order to Sell Validity, changes and cancelling Orders Matching and Partial Sales Contract between seller and buyer The Black Share Transfer Committee ('BSTC') Trades that cannot happen on the Trading Platform Transferring right in MTN Zakhele Shares to others Section E: Payment and fees Paying for the MTN Zakhele Shares Fees and taxes Transferring amounts to Your Bank Account Section F: Changes, Suspension and termination Changes to the Trading Platform Terms

2 2. Suspending the Trading Platform Ending the Trading Platform or your use Section G: Privacy Policy Use of personal information and telephone recordings Section H: Our rights, obligations and limits to our liability Intellectual property rights Transfer of rights Limits to our liability Interpretation in line with the law Section I: Contact details and notices Notices Call Centre and Website details Section J: General terms, interpretation and definitions General terms Interpreting the Trading Platform Terms List of definitions

3 Section A: About these Trading Platform Terms This section sets out the basic information about the Trading Platform, how these Trading Platform Terms apply to you, and other important documents. 1. Meaning of words and rules for reading and applying 1.1 Meaning of words and phrases in these Trading Platform Terms Specific meanings (definitions) have been given to some words and phrases in these Trading Platform Terms and Conditions ('Trading Platform Terms'). 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 full list of the defined words and phrases, and also the meanings we have given them, is in paragraph '3. List of definitions' contained in 'Section J: General terms, interpretation and definitions' below. Sometimes the definitions of a word or phrase can also be found in a paragraph where we use the word or phrase (in the same way that in paragraph 1.1 above the phrase Trading Platform Terms and Conditions is defined as 'Trading Platform Terms'). These words and phrases that have been defined will have the same meaning wherever they are used in these Trading Platform Terms. 1.2 Rules about how to read and apply (interpret) these Trading Platform Terms There are rules about how to read and apply (interpret) these Trading Platform Terms. The rules of how to read and apply these Trading Platform Terms are in paragraph '2. Interpreting the Trading Platform Terms' contained in 'Section J: General terms, interpretation and definitions' below. 2. About the Trading Platform 2.1 BEE Transaction MTN Group Limited ('MTN') set up a BEE company, called MTN Zakhele (RF) Limited ('MTN Zakhele', 'we' or 'us'), on 10 March MTN Zakhele owns about 4% of MTN ordinary shares in MTN Zakhele ('MTN Zakhele Shares') were sold to Black Persons and Black Groups on 24 November The owners of MTN Zakhele Shares ('MTN Zakhele Shareholders') were not allowed to sell their MTN Zakhele Shares until 25 November 2013, or buy more MTN Zakhele Shares until 25 November This is referred to as the BEE Transaction. 2.2 Who can buy and own MTN Zakhele Shares? Only Black Persons and Black Groups may own MTN Zakhele Shares. We have procedures to check that Black Persons or Entities that own MTN Zakhele Shares, or that want to own MTN Zakhele Shares, qualify as Black Persons or Black Groups. Black Groups that already own MTN Zakhele Shares will first have to follow the pre-registration and verification procedures that we have created for MTN Zakhele Shareholders, before they can use the Trading Platform (see 'Step 1: Pre-register' in paragraph '1.2 Black Groups who are MTN Zakhele Shareholders' contained in 'Section B: How to start using the Trading Platform'). This applies even if the Black Group has given us the information before it became the owner of the MTN Zakhele Shares. 3

4 2.3 Buying and selling MTN Zakhele Shares on the Trading Platform 2.4 Fees From 25 November 2013, the MTN Zakhele Shareholders may buy and sell MTN Zakhele Shares. It will also be possible for other Black Persons and Black Groups to buy and sell MTN Zakhele Shares. We have created the Trading Platform so that MTN Zakhele Shareholders and other Black Persons and Black Groups can buy and sell MTN Zakhele Shares. The Trading Platform is an electronic trading system for the buying and selling of MTN Zakhele Shares through a website or through a call centre. This electronic trading system can be used through the website: ('Website'), or through the MTN Zakhele Call Centre at (the 'Call Centre'). This electronic trading system, the Website and the Call Centre all together form the 'Trading Platform'. When you Trade on the Trading Platform, you must comply with these Trading Platform Terms. There is no fee for registering to use the Trading Platform. But you will have to pay Transaction Fees and taxes when you buy or sell MTN Zakhele Shares. See paragraph '2. Fees and taxes' contained in 'Section E: Payment and fees', for more information on the amounts you have to pay. 2.5 The Trading Platform is not a licensed exchange The Trading Platform is not an exchange as defined in the Financial Markets Act No 19 of 2012 and the Trading Platform is not regulated in the same way as a licensed exchange. The Financial Services Board or other Regulator may put further conditions on the Trading Platform. This may affect the Trading Platform's operation. 2.6 We do not give advice We do not give any legal, financial, investment, tax or other advice. You must not treat any information we give as legal, financial, investment, tax or other advice. You are responsible for getting this advice if you need it. 3. The Trading Platform Terms make up a legal contract between you and us 3.1 Agree to the Trading Platform Terms so that you can use the Trading Platform These Trading Platform Terms apply to buying and selling MTN Zakhele Shares on the Trading Platform. You must agree to these Trading Platform Terms if you want to use the Trading Platform. When you agree to these Trading Platform Terms, this will become a legal contract between you and us. The Trading Platform Terms put responsibilities and risks on you and limits our responsibilities and risks. You must make sure you read these Trading Platform Terms carefully and follow all the instructions in it. 4

5 3.2 How to agree to the Trading Platform Terms There are different ways that you can agree to these Trading Platform Terms. If you are a Black Person, see 'Step 5: Agree to the Trading Platform Terms' under paragraph 1.1 'Black Persons who are already MTN Zakhele Shareholders' in 'Section B: How to start using the Trading Platform' for information on how you can agree to the Trading Platform Terms. If you are a Black Group, see Step 'Step 6: Agree to the Trading Platform Terms' under paragraph 1.2 'Black Groups who are already MTN Zakhele Shareholders' in 'Section B: How to start using the Trading Platform' for information on how you can agree to the Trading Platform Terms 3.3 Important terms and conditions All of the terms and conditions in the Trading Platform Terms are important, but please pay special attention to the parts that are inside a box with bold writing. These parts contain information about terms and conditions that have special consequences for you. 4. Other important documents 4.1 Pre-Registration Form We may require some MTN Zakhele Shareholders to complete a document called a 'Pre-Registration Form' that we will provide them. When you sign and return this Pre-Registration Form to us, you are agreeing to these Trading Platform Terms. 4.2 BEE Scheme Documents There are various documents that apply to MTN Zakhele and to Black Persons and Black Groups who own (or wish to own) MTN Zakhele Shares (the 'BEE Scheme Documents'). When you own MTN Zakhele Shares, or if you wish to own MTN Zakhele Shares, the BEE Scheme Documents will apply to you. The BEE Scheme Documents are: the 'Relationship Agreement' between MTN and MTN Zakhele (dated July 2010) - it governs the relationship of MTN Zakhele as a shareholder in MTN and the relationship of MTN Zakhele Shareholders with MTN and MTN Zakhele. By becoming a MTN Zakhele Shareholder, you become party to this Relationship Agreement and have rights and responsibilities under it. the 'Memorandum of Incorporation' for MTN Zakhele - the Memorandum of Incorporation governs the relationship of MTN Zakhele Shareholders. (You may ask us to give you copies of the BEE Scheme Documents at any time or you can view them on the Website.) 5

6 Section B: How to start using the Trading Platform To start Trading on the Trading Platform, you or your Authorised Representative must follow the steps set out in this Section B. There are separate processes for Black Persons under 18 and persons without Legal Capacity. 1. Registration 1.1 Black Persons who are already MTN Zakhele Shareholders Step 1: Give us your ID number To use the Trading Platform, you must be registered. To start registration you must give us your identity ('ID') number so that we can confirm you are a MTN Zakhele Shareholder. You can do this on the Website (by clicking the button that says 'Register') or through the Call Centre. If the ID number you give us is incorrect, or if we do not have it in our MTN Zakhele Shareholder records, we may ask you to give us information to prove that you are a MTN Zakhele Shareholder. You will only be able to continue with registration once you have given us the information we need and we have updated our records. Step 2: Receive a 'One Time Pin' ('OTP') After we have confirmed that the ID number you give us belongs to a current MTN Zakhele Shareholder, we will ask you to confirm that the cell number we have for that MTN Zakhele Shareholder is correct. If you confirm that the cell number is correct, we will send you an SMS with an OTP to that number. If you tell us that your cell number has changed or is incorrect, we may ask you to complete and give us a Change of Details Form (Black People). (See paragraph '4. Changing, correcting and completing details' contained in this 'Section B: How to start using the Trading Platform', for more about changes of details.) Step 3: Enter your OTP When we ask you, you must give us your OTP, by entering it on the Website or by telling the person who helps you Trade MTN Zakhele Shares through the Call Centre ('Call Centre Agent'). The OTP we send you will expire after five minutes. If you do not give us the OTP before it expires, you will have to start the registration process again. Step 4: Set up your Password. After you give us the correct and valid OTP, you must then choose from a list of security questions and give us the answer to the one you chose. You can then set up your Password. You can only set up the Password on the Website and not through the Call Centre. There may be rules for Passwords (for example, how long they must be and the kinds of letters, numbers and symbols you must use). Make sure that you do not allow anyone to see or get your Password, to avoid any one else Trading on the Trading Platform under your name, without your permission. Step 5: Agree to the Trading Platform Terms. You must agree to these Trading Platform Terms. You can do this: through the Website by clicking on the checkbox next to the words "By ticking this box, I confirm that I have read, understand and agree to the Trading Platform Terms and Conditions and the 6

7 Privacy Policy that is in 'Section G: Privacy Policy' of the Trading Platform Terms and Conditions", when you are asked to do so; or through the Call Centre by confirming to the Call Centre Agent over the phone that you have read, understand and agree to the Trading Platform Terms and the Privacy Policy. You also agree to the Trading Platform Terms by signing the Change of Details Form and returning it to us (if you are required to complete one). Step 6: Check your details. After you agree to the Trading Platform Terms on the Website or through the Call Centre, your details will be displayed on the screen or the Call Centre Agent will give your details to you over the phone. Check your details and make sure they are correct. If your details are wrong or incomplete, you must click on 'These details are incorrect!' or inform the Call Centre Agent. You may be able to change your address if it is incorrect or if we do not have it (only if you are registering through the Website), but you will otherwise need to complete a Change of Details Form for changes, corrections or additions to any of your details. (See paragraph '4. Changing, correcting and completing details' contained in this 'Section B: How to start using the Trading Platform', for more information about changes of details) 1.2 Black Groups who are MTN Zakhele Shareholders Step 1: Pre-register All Black Groups that are already MTN Zakhele Shareholders must pre-register before being able to use the Trading Platform. This is because we want to check that all the details of the Black Groups are still correct and that you still qualify to be a MTN Zakhele Shareholder. Black Groups will also need to have an Authorised Representative to use the Trading Platform (See paragraph '2. Authorised Representatives' contained in this Section'B: How to start using the Trading Platform', for more information about Authorised Representatives). You can get the Pre-Registration Form and a list of the information we need, from the Website or through the Call Centre. You must send the completed and signed Pre-Registration Forms and the information we need to MTN Zakhele Shareholder Services. (See paragraph '1.5 Notices you send to us' contained in 'Section I: Contact details and notices', for details of MTN Zakhele Shareholder Services). Step 2: Give us your Group Shareholder Number and the ID number of your Authorised Representative After you have completed the pre-registration process and we have received the information we need, we will send you an SMS to your Authorised Representative's cell number. (This is the cell number of your Authorised Representative that you wrote in the Pre-Registration Form that you gave us). This step may take a few days. After your Authorised Representative receives our SMS saying that the pre-registration process has been completed, your Authorised Representative must then start registration by giving us your Group Shareholder Number and their ID number. The Authorised Representative can do this on the Website or through the Call Centre. Step 3: Receive a 'One Time Pin' ('OTP') After we have confirmed that the 'Group Shareholder Number' (the unique number we give you if you are a Black Group that is an MTN Zakhele Shareholder) and ID number that is given to us is correct, we will send an SMS with an OTP to the cell number of your Authorised Representative that you gave us. 7

8 Step 4: Enter your OTP When we ask, the Authorised Representative must give us the OTP (by entering it on the Website or by telling our Call Centre Agent). The OTP we send will expire after five minutes. If the Authorised Representative does not give us the OTP before it expires, the Authorised Representative will have to start the registration process again. Step 5: Set up your Password After the Authorised Representative gives us the correct and valid OTP, they must then choose from a list of security questions and give us the answer to the one they choose. The Authorised Representative can then set up your Password. The Authorised Representative can only set up the Password on the Website and not through the Call Centre. There may be rules for Passwords (for example, how long they must be and the kinds of letters, numbers and symbols you must use). Make sure that you and the Authorised Representative do not allow anyone to see or get your Group Shareholder Number, the Authorised Representative's ID number or the Password together, to avoid any one else using the Trading Platform under your name, without your permission. Step 6: Agree to the Trading Platform Terms Your Authorised Representative must agree to these Trading Platform Terms. They can do this: through the Website by clicking on the checkbox next to the words "By ticking this box, I confirm that I have read, understand and agree to the Trading Platform Terms and Conditions and the Privacy Policy that is in 'Section G: Privacy Policy' of the Trading Platform Terms and Conditions", when asked to do so; or through the Call Centre by confirming to the Call Centre Agent over the phone that they have read, understand and agree to the Trading Platform Terms and the Privacy Policy. You also agree to the Trading Platform Terms: when your Authorised Representative signs the Pre-Registration Form and returning it to us; or when your Authorised Representative signs the Change of Details Form and returning it to us (if the Authorised Representative is required to complete one). Step 7: Check your details After you agree to the Trading Platform Terms on the Website or through the Call Centre, your details will be displayed on the screen or the Call Centre Agent will give it to the Authorised Representative over the phone. The Authorised Representative must check your details and make sure they are correct or incomplete. If your details are wrong or incomplete, the Authorised Representative must click on 'These details are incorrect!' or inform the Call Centre Agent. The Authorised Representative may be able to change your address if it is incorrect or if we do not have it (only if he is registering through the Website), but will otherwise need to complete a Change of Details Form for changes, corrections or additions to any of your details. (See paragraph '4. Changing, correcting and completing details' contained in this 'Section B: How to start using the Trading Platform', for more information about changes of details). 8

9 1.3 Black Persons and Black Groups who do not own MTN Zakhele Shares Step 1: Complete the Application Form If you are not a MTN Zakhele Shareholder, you must apply for approval to become a MTN Zakhele Shareholder before you can buy MTN Zakhele Shares. You must to do this by completing an Application Form and giving us the supporting documents we need. You can get the Application Form and a list of the supporting documents we need from the Website or through the Call Centre. After you complete the Application Form, you must send it to MTN Zakhele Shareholder Services along with the supporting documents we need. (See paragraph '1.5 Notices you send to us' contained in 'Section I: Contact details and notices', for details of MTN Zakhele Shareholder Services). Step 2: Approval Once we have received and checked the Application Form and the supporting documents we need, we will either approve or deny your application. This may take a few days. If we approve or deny your application, we will send you an SMS. Follow the rest of the steps above If we accept your application, you must register to use the Trading Platform. You must register in the following way: If you are a Black Person: follow the steps that apply to Black Persons that are already MTN Zakhele Shareholders (see paragraph '1.1 Black Persons who are already MTN Zakhele Shareholders' contained in this 'Section B: How to start using the Trading Platform'). If you are a Black Group: follow the steps that apply to Black Groups that are already MTN Zakhele Shareholders. See paragraph '1.2 Black Groups who are MTN Zakhele Shareholders' contained in this Section 'B: How to start using the Trading Platform'). However, we may decide that you do not need to give us the same supporting documents that you already gave to us as part of your application. This may depend on how long you wait to register to use the Trading Platform after we accept your application. 2. Authorised Representatives 2.1 Black Groups must have an Authorised Representative Black Groups must appoint a person to be their Authorised Representative. If you are a Black Group, an 'Authorised Representative' is the individual you appoint to use the Trading Platform for you. 2.2 Appointing and changing an Authorised Representative A Black Group must appoint an Authorised Representative as part of the pre-registration process that we described above. The Black Group must put the name of the chosen Authorised Representative in the Pre-Registration Form and give us the supporting documents we need. (See 'Step 1: Pre-register' under paragraph '1.2 Black Groups who are MTN Zakhele Shareholders' contained in this 'Section B: How to start using the Trading Platform', for more details about the pre-registration process). 9

10 To change an Authorised Representative, your new Authorised Representative must properly complete and give us a Change of Details Form and the required supporting documents listed in this Change of Details Form (See paragraph '4. Changing, correcting and completing details' contained in this 'Section B: How to start using the Trading Platform', for more information about changes of details). After we have received and checked the Change of Details Form and the required supporting documents, we will send confirmation by SMS to your new Authorised Representative. This may take a few days. 2.3 We follow your Authorised Representative's instructions Only the Authorised Representative will be able to buy and sell MTN Zakhele Shares on behalf of the Black Group through the Trading Platform, or give us instructions on behalf of the Black Group through the Trading Platform. If the Black Group changes its Authorised Representative, the old Authorised Representative will not be able to act for the Black Group on the Trading Platform anymore. (See paragraph '2.2 Appointing and changing an Authorised Representative' contained in this paragraph '2. Authorised Representatives', for more information about changing an Authorised Representative). You give us permission to carry out instructions given by your Authorised Representative. We may treat instructions given by your Authorised Representative as if they are instructions given with your permission or done by you. You are responsible (liable) for what your Authorised Representative does. Paragraph '2.3 We follow your Authorised Representative's instructions' is important. It: limits or excludes our responsibility (liability) to you; and limits or excludes rights and remedies you have against us; and makes you take on responsibility (liability) and risks. Because of this paragraph you appoint the Authorised Representative knowing that they may do things which will affect you. You also take on liability for what your Authorised Representative does and we may have claims against you. We will not be responsible if you suffer loss or damages because of something your Authorised Representative did. For example, if they Traded on the Trading Platform without your consent or knowledge. 3. Black Persons under 18 and persons without Legal Capacity 3.1 Your parent or guardian acts for you If you are under 18 years old ('Minor'): your parent or guardian must use the Trading Platform for you. Your parent or guardian will be required to register for you and complete the registration process that we have for Minors. Your parent or guardian must phone the Call Centre and a Call Centre Agent will tell your parent or guardian what information we need and the registration process to follow before they can use the Trading Platform for you. 10

11 in these Trading Platform Terms, the Application Form and the Change of Details Form, when we refer to 'you' or 'your or 'yourself' or 'I', this means both you (the Minor) and also the parent or guardian that uses the Trading Platform for the Minor or that signs any Application Form or Change of Details Form for the Minor. This does not apply when the situation requires or suggests that we are only referring to the Minor and not also to the parent or guardian (for example, when we refer to Your Bank Account, or when we refer to 'you' in paragraph '3.3 When you turn 18' below.) Paragraph '3.1 Your parent or guardian acts for you' is important. When we refer to 'you' or 'your or 'yourself' or ''I'', this can mean both the Minor and also the parent or guardian of the Minor. Because of this, in these Trading Platform Terms: whenever the Minor agrees to something, the parent or guardian is also agreeing to it; all the limitations and exclusions of our responsibilities (liabilities) towards the Minor will also apply towards the parent or guardian; whenever the rights and remedies of the Minor against us are excluded or limited, the rights and remedies of the parent or guardian against us are also limited and excluded; whenever the Minor takes on responsibility (liability) and risks, the parent or guardian also takes on responsibility (liability) and risks; whenever we have claims against the Minor, we will also have claims against the parent or guardian. Because of this paragraph, the Minor and the parent or guardian are responsible for what the other does. We will not be responsible if the Minor suffers loss or damages because of something that the parent or guardian did. For example, if they Traded on the Trading Platform without the Minor's consent or knowledge. We will also not be responsible (liable) if the parent or guardian suffers loss or damages because of something that the Minor did. 3.2 Payments You will still receive payments from MTN Zakhele into Your Bank Account and not the bank account of your parent or guardian. 3.3 When you turn 18 When you turn 18 years old, your parent and guardian will no longer be able to use the Trading Platform for you. You will need to call the Call Centre and follow our instructions before you can start using the Trading Platform. 3.4 Other Black Persons without Legal Capacity There may be other terms and conditions that apply to Black Persons who do not have 'Legal Capacity' (the right and ability to enter into valid agreements, considering factors like age, marriage status, mental status and financial status). For more information about this, please contact the Call Centre or send an to 11

12 4. Changing, correcting and completing details 4.1 New, incorrect or incomplete details You must tell us if the details we have for you change, or if they are incorrect or incomplete. 4.2 Complete and send us a Change of Details Form and supporting documents You must properly complete and give us a Change of Details Form and give us the supporting documents that we may ask for. The supporting documents we need will depend on the details that you are changing. You can get this Change of Details Form and the list of the supporting documents we will need, from the Website or you can phone the Call Centre and we will send it to you. The list of the supporting documents we need is also contained in the Change of Details Form. You must send the properly completed Change of Details Form and the supporting documents we ask for, to MTN Zakhele Shareholder Services. (See paragraph '1.5 Notices you send to us' contained in 'Section I: Contact details and notices', for details of MTN Zakhele Shareholder Services). After we have received and checked the Change of Details Form and the supporting documents we ask for, we will send confirmation by SMS to you or your Authorised Representative (if you are a Black Group). This may take a few days. 4.3 Suspending or stopping use of the Trading Platform We can stop or suspend your use of the Trading Platform or refuse to let you register on the Trading Platform if we reasonably think that your details have changed, or that your details are incomplete or incorrect, or that you do not qualify to be an MTN Zakhele Shareholder. If this happens, you must properly complete and give us a Change of Details of Form and the supporting documents we ask for. (See 'paragraph '4.2 Complete and send us a Change of Details Form and supporting documents' above contained in this 'Section B: How to start using the Trading Platform', for more information). We may allow you to continue to use the Trading Platform and to register on the Trading Platform, after we have received and checked the Change of Details Form and the required supporting documents. We will send confirmation by SMS to you. This may take a few days. 4.4 Your Bank Account details must always be in your name You cannot change the bank account details for Your Bank Account to a bank account that is in the name of another person, company or group. Your Bank Account must always be in your name. (See paragraph '4. Your Bank Account' in 'Section D: Buying and selling MTN Zakhele Shares', for more information about Your Bank Account.) 12

13 Section C: Your Security This section sets out your and our responsibilities regarding your security when using the Trading Platform 1. Keeping your Trading Account secure 1.1 Security information Your 'Trading Account' is the record we keep of money received from and paid to you and of your activities and transactions on the Trading Platform. You can get details of your Trading Account through the Call Centre when you log-in to the Website. We use different security measures to try make sure only you or your Authorised Representative (if you are a Black Group) can use your Trading Account. This includes asking you to choose a security answer and a Password (if you use the Website) when you register to use the Trading Platform. When you log-in to the Trading Platform or phone the Call Centre to give us instructions, we also send you an OTP that you must enter on the Website or give our Call Centre Agent. We can refuse to let you use the Trading Platform if you do not give us the correct OTP that we send you. Your 'Security Information' is made up of your answer to your security question, your Password, the OTP we send you and: o o o your ID number if you are a Black Person; your Group Shareholder Number and the ID number of your Authorised Representative if you are a Black Group; or if you are a Minor, your ID number and your guardian or parent's ID Number and cell phone number. 1.2 Your security answer When you register to use the Trading Platform, you must choose one of six available security questions to answer. Each time you use the Call Centre after you have set your security answer, we will ask you for the answer to your security question. If you do not give us the right security answer, we may refuse to carry out your instructions. 1.3 Using your Password You must only use your Password when we ask you on the Website. Never tell anybody your Password and never give your Password to the Call Centre or to a Call Centre Agent. 1.4 Using your other Security Information You will need your Security Information each time you or your Authorised Representative: calls the Call Centre (except you must never give your Password to the Call Centre or to a Call Centre Agent); or use the Website. 13

14 1.5 Keep your Security Information secret Do not give anyone your Security Information. Keep your Security Information in a safe place and secret to avoid your Trading Account being used without your permission. If you think that someone else has got any of your Security Information or you think that any of your Security Information has been lost or stolen, you must immediately call the Call Centre and ask them to lock your Trading Account. You must then follow the steps set out by the Call Centre Agent or on the Website. 1.6 Lost, stolen or changed phone or SIM Card You must keep your phone and SIM Card safe. If your phone or SIM Card is changed, given to somebody else or is stolen or lost, then you must immediately call the Call Centre and ask them to lock your Trading Account. If you are a Black Group, your Authorised Representative must keep their phone and SIM Card safe. If the phone or SIM Card of the Authorised Representative has changed, is given to somebody else or is stolen or lost, then the Authorised Representative must immediately call the Call Centre and ask them to lock your Trading Account. You must follow the steps set out by the Call Centre Agent or on the Website. You must also complete and send us a Change of Details Form with all the supporting documents we may request (See paragraph '4. Changing, correcting and completing details' contained in 'Section B: How to start using the Trading Platform', for more information about this). 1.7 How to get a new Password You can get a new Password by contacting the Call Centre and following the instructions that the Call Centre Agent gives you, or in the way described on the Website. 1.8 Our responsibilities We must check that any person who gives us instructions on your Trading Account uses the correct Security Information for your Trading Account (except when you contact us through the Call Centre we will not ask for the Password). If these are correct, we may accept instructions from that person. 1.9 Limits to our responsibility (liability) You accept that we cannot protect you if you do not keep your Security Information safe and secret or if somebody else gets your Security Information. You also accept that we cannot protect you if somebody else gets your phone or SIM Card or if you do not keep your phone or SIM Card safe. As far as the law allows, we are not responsible (liable) for any of the following: if you or your Authorised Representative do not tell us that someone else has got any of your Security Information or if you think that any of your Security Information has been lost or stolen, in the way described in paragraph '1.6 Lost, stolen or changed phone or SIM Card' above; if you or your Authorised Representative do not tell us that your phone or SIM Card has changed, has been given to somebody else or is stolen or lost, and ask us to lock your Trading Account, in the way described in paragraph '1.6 Lost, stolen or changed phone or SIM Card' above ; making sure that the person who gives us the Security Information that we ask for is you or your Authorised Representative; making sure that the person who uses your phone or SIM Card (or phone number) along with any of your Security Information is you or your Authorised Representative; 14

15 someone using Security Information without your permission; or making sure that any Trade made on the Trading Platform using the Security Information we ask for is made with your permission. Paragraph '1.9 Limits to our responsibility (liability)' is important. It: limits or excludes our responsibility (liability) to you; limits or excludes rights and remedies you have against us; and makes you take on responsibility (liability) and risks. We will not be responsible (liable) for anything that happens if you or your Authorised Representative do not keep your Security Information or your phone or your SIM Card safe. We will also not be responsible (liable) if someone uses your Security Information or phone or SIM Card without your permission. We do not need to check anything more than the Security Information given to us. For example, if someone gets hold of your Security Information and uses it to buy or sell MTN Zakhele Shares on the Trading Platform, we will carry out their instructions, as if they were you. This may lead to you suffering loss or damages which you will not be able to claim from us. 2. Viruses and other harmful features or content 2.1 Our responsibility We will take reasonable steps to keep the Trading Platform free of viruses and other harmful features and content. But, we do not promise that we will always be able to achieve this. 2.2 Limits to our responsibility (liability) As far as the law allows, we will not be responsible (liable) for any loss or damages you or someone else may suffer: from viruses and other harmful features or content in your communications and dealings with us, or on the Trading Platform; or because a person has intercepted your communications and dealings with us, or on the Trading Platform. Paragraph '2.2 Limits to our responsibility (liability)' is important. It: limits or excludes our responsibility (liability) to you; and limits or excludes rights and remedies you have against us; and makes you take on responsibility (liability) and risks. You agree to use the Trading Platform, even though you are aware that there may be risks. For example a virus or other harmful features or content can cause serious damage to your computer and phone or interrupt your Trade. Others may also copy or use your information or your dealings on the Trading Platform. This may cause you to suffer loss or damages and you will not be able to claim this from us. 15

16 Section D: Buying and selling MTN Zakhele Shares This section tells you how to buy and sell MTN Zakhele Shares, and how we Match an Order to Buy and an Order to Sell. 1. Important words and phrases to know when Trading MTN Zakhele Shares When buying or selling MTN Zakhele Shares, the following words and phrases are important to know: Word or Phrase Meaning 1.1 'Business Day' means all of the days of the week, but not including Saturday, Sunday or official public holidays in South Africa; 1.2 'Call Centre Hours' means the time from 9am to 5pm on a Business Day, or any extended time period that we decide; 1.3 'MTN Zakhele Bank Account' the bank account of MTN Zakhele that we use to receive payments from you and make payments to you. The details of this bank account are in paragraph '6.2 Details of the MTN Zakhele Bank Account' in this 'Section D: Buying and selling MTN Zakhele Shares'; 1.4 'Matching', 'Match' or 'Matched' when we link an Order to Sell with an Order to Buy. This results in a Sale of Shares Contract; 1.5 'Matching Price' the price of an Order to Sell when it is linked with an Order to Buy times by the number of Matched MTN Zakhele Shares; 1.6 'Order to Buy' ' an offer made by a buyer through the Trading Platform to buy MTN Zakhele Shares; 1.7 'Order to Sell' an offer made by a seller through the Trading Platform to sell MTN Zakhele Shares; 1.8 'Partial Sale' a sale of some but not all of the MTN Zakhele Shares in an Order to Buy or Order to Sell; 1.9 'Processing' making Orders to Buy and Orders to Sell available on the Trading Platform for Matching; 1.10 'Sale of Shares Contract' a contract that comes about between a buyer and a seller when an Order to Buy is Matched with an Order to Sell; 1.11 'Trading Account' means the record we keep of money received from and paid to you and of your activities and transactions on the Trading Platform; 1.12 'Trading Hours' the time from 9 am to 5 pm on a Business Day; 16

17 1.13 'Your Bank Account' the bank account where you will receive the payments we make to you. See paragraph '4. Your Bank Account' in this 'Section D: Buying and selling MTN Zakhele Shares' for more information about Your Bank Account. 2. Dangers when trading MTN Zakhele Shares on the Trading Platform There are dangers when you try to buy or sell MTN Zakhele Shares. You might lose money by buying or selling MTN Zakhele Shares or not make as much money as you thought you would. By making the Trading Platform available to you, we do not promise and do not make sure that you can: find someone who is willing to buy MTN Zakhele Shares from you or to sell Shares to you; buy or sell MTN Zakhele Shares for a good price or a price that you expected to buy or sell for; or sell your MTN Zakhele Shares for the amount that you bought them or for a higher amount. Paragraph '2. Dangers when trading MTN Zakhele Shares on the Trading Platform' in this 'Section D: Buying and selling MTN Zakhele Shares' is important. It: limits or excludes our responsibility (liability) to you; makes you give up or limits certain rights and remedies you have against us; and makes you take on responsibility (liability) and risks. You could lose money by buying or selling MTN Zakhele Shares, or not make as much money as you thought you would. You may lose money or not make as much as you expected if, for example: the value of the MTN Zakhele Shares goes up or down; the MTN Zakhele Shares change value; MTN Zakhele Shares are not easy to sell; you cannot sell your MTN Zakhele Shares at the price you want; or you cannot sell or buy all the MTN Zakhele Shares you want to. 3. Your Bank Account 3.1 Black Persons For Black Persons, Your Bank Account is the bank account that you chose when you applied to us to become a MTN Zakhele Shareholder. 3.2 Black Groups If you are a Black Group, Your Bank Account is the bank account you choose as part of the preregistration process. (See 'Step 1: Pre-register' under paragraph '1.2 Black Groups who are MTN Zakhele Shareholders' contained in this 'Section B: How to start using the Trading Platform', for more details about the pre-registration process). 3.3 Change of details If your bank details have changed you must tell us by following the change of details process in paragraph '4. Changing, correcting and completing details' contained in 'Section B: How to start using the Trading Platform'. We will then treat the most current bank details that you give us as Your Bank Account. 17

18 4. Where to buy and sell MTN Zakhele Shares 4.1 Call Centre or Website You can make Orders to Sell and Orders to Buy during Trading Hours by using either the Website or Call Centre. You will still be able to contact the Call Centre during Call Centre Hours that are not Trading Hours, but you will not be able place Orders to Sell or Orders to Buy if it is not Trading Hours. 4.2 Availability of the Website and Call Centre We will take reasonable steps to make the Website available during Trading Hours, but we do not promise that it will be. We will also take reasonable steps to make the Call Centre available during Trading Hours and Call Centre Hours, but we do not promise that it will be. We do not promise that the Website will be available after Trading Hours or that the Call Centre will be available after Call Centre Hours. 5. How to deposit money into the MTN Zakhele Bank Account 5.1 Deposit money into the MTN Zakhele Bank Account Before you can place an Order to Buy, you must deposit money into the MTN Zakhele Bank Account. You must deposit enough money to pay for the MTN Zakhele Shares you want to buy and for the Transaction Fees, VAT on the Transaction Fees, and Securities Transfer Tax. (See paragraph '2. Fees and taxes' contained in 'Section E: Payment and fees' for more information about these fees and taxes). Cash deposits must not be more than R Details of the MTN Zakhele Bank Account The details of the MTN Zakhele Bank Account are: Bank: Absa Bank Account Holder: MTN Zakhele (RF) Limited Account number: Branch: Towers North Branch Code: Ways of depositing money into the MTN Zakhele Bank Account To deposit money into the MTN Zakhele Bank Account (see the details above), you can: use an electronic funds transfer (EFT), for example through your bank or by telephone or internet banking; or make a cash deposit. Cash deposits must not be more than R No cheque deposits We do not want to accept cheque deposits because these cause delays. If you deposit the money by cheque: we will not allocate the money to your Trading Account until the cheque has cleared in the MTN Zakhele Bank Account; and we will deduct any cheque fees which we may have to pay the bank. 18

19 5.5 Use your ID number or Group Shareholder Number as a reference When making any deposits into the MTN Zakhele Bank Account, you must use the following as your reference number (usually referred to as recipient reference' or 'beneficiary reference'): o o your ID number if you are a Black Person; or your Group Shareholder Number if you are a Black Group. If you do not use the right reference, we will not allocate the money to your Trading Account until we can identify where the money came from. 5.6 Allocation When we have received the money, we will allocate the money to your own Trading Account by recording the allocation in our records. The Trading Account is not a bank account. Although we allocate money to your Trading Account, it stays in the MTN Zakhele Bank Account. We allocate any money received daily on Business Days. We send you notice by SMS when any money is allocated to your Trading Account. 6. How to make an Order to Buy 6.1 Make sure you have enough money in your Trading Account Before you can place an Order to Buy, you must make sure that you have enough money allocated to your Trading Account to pay for the MTN Zakhele Shares you want to buy. You must also make sure that you have enough money to pay for the Transaction Fees, VAT on the Transaction Fees, and Securities Transfer Tax. (See paragraph '2. Fees and taxes' contained in 'Section E: Payment and fees' for more information on these fees and taxes). You also cannot make an Order to Buy if you will not have enough money allocated to your Trading Account to pay the prices and fees for all of your Orders to Buy which have not yet been Matched. If you do not have enough money allocated to your Trading Account, you must deposit the money needed to buy the MTN Zakhele Shares into the MTN Zakhele Bank Account. If you deposit the money correctly, we will then allocate this money to your Trading Account. (See paragraph '6. How to deposit money into the MTN Zakhele Bank Account' contained in this 'Section D: Buying and selling MTN Zakhele Shares' for more information on how to deposit money into the MTN Zakhele Bank Account). 6.2 Place an Order to Buy If you have enough money allocated to your Trading Account, you can place your Order to Buy through the Website or Call Centre during Trading Hours. 6.3 Limits to the size of your Order to Buy You must buy at least 20 MTN Zakhele Shares in an Order to Buy. The Black Share Transfer Committee ('BSTC') may make rules that certain Orders to Buy will first need to be reviewed and approved by the BSTC before they can be Processed. If the BSTC needs to review and approve an Order to Buy, you will be informed by SMS and the Order to Buy will not be Processed until the BSTC gives its approval. The BSTC will act reasonably and will only act as allowed by the BEE Scheme Documents. The BSTC will also make its decisions within 30 Business Days after an Order to Buy is made. (See paragraph '12. The Black Share Transfer Committee ('BSTC')' contained in this 'Section D: Buying and selling MTN Zakhele Shares', for more information on the BSTC). 19

20 6.4 Share Transfer Form If you Trade MTN Zakhele Shares, we need to have a share transfer form that is signed by you (or for you) so that we can record the purchase in the Share Register ('Share Transfer Form'). We also call this Share Transfer Form an 'Instrument of Transfer'. The Share Transfer Form records some of the details of the purchase of the MTN Zakhele Shares (for example, the seller, the buyer, the date of purchase, the number of MTN Zakhele Shares bought and the price of the purchase and the fact that the buyer accepts the transfer of the MTN Zakhele Shares set out in the Share Transfer Form). You and we will only know the details for the Share Transfer Form once your Order to Buy is Matched (whether partly Matched or fully Matched). A sample copy of the uncompleted Share Transfer Form which will be signed and completed for you, for each purchase of MTN Zakhele Shares, is available on the Website or from the Call Centre. 6.5 Authority to sign Share Transfer Form Because you and us will know the details for the Share Transfer Form only when your Order to Buy is Matched, you give us and our chosen representative the authority (the right) to do all of the following: to complete the Share Transfer Form with the details of the purchase of the MTN Zakhele Shares for you. We will only do this for that part of the Order to Buy that is Matched; to sign the completed Share Transfer Form for you; and to deliver the completed and signed Share Transfer Form to our Transfer Secretary who will update the Share Register with the information in the Share Transfer Form. 7. How to make an Order to Sell 7.1 Place an Order to Sell You can place an Order to Sell through the Website or through the Call Centre during Trading Hours. 7.2 Limits to the size of your Order to Sell The least amount (minimum number) of MTN Zakhele Shares you may ask to sell in an Order to Sell is 20 MTN Zakhele Shares, unless you own less than 20 MTN Zakhele Shares. There is no maximum limit to how many of your MTN Zakhele Shares you can ask to sell. 7.3 Share Transfer Form If you sell MTN Zakhele Shares, we need to have a Share Transfer Form that is signed by you (or for you) so that we can record the sale in the Share Register. The Share Transfer Form records some of the details of the sale of the MTN Zakhele Shares (for example, the seller, the buyer, the date, the number of MTN Zakhele Shares sold, the price of the sale and the fact that the buyer accepts the transfer of the MTN Zakhele Shares set out in the Share Transfer Form). You and we will only know the details for the Share Transfer Form once your Order to Sell is Matched (whether partly Matched or fully Matched). A sample copy of the uncompleted Share Transfer Form which will be signed and completed for you, for each sale of MTN Zakhele Shares is available on the Website or from the Call Centre. 20

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