TRADING PROCESS FOR OVER THE COUNTER TRADING PLATFORM

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1 TRADING PROCESS FOR OVER THE COUNTER TRADING PLATFORM PURPOSE OF THIS DOCUMENT The purpose of this document is to explain the trading process for the Hlumisa and Eyomhlaba shares using the online trading platform or over the phone. Sections 1 to 8 covers internet-based trading and section 9 to 16 cover telephone-based trading. This document is for use by potential buyers and sellers of Hlumisa and Eyomhlaba shares to assist them in successfully completing the trade of Hlumisa and Eyomhlaba shares. Please note that the Eyomhlaba and Hlumisa trading systems are separate and any registration or changes to the one system needs to be repeated on the other system. INTERNET TRADING 1. TRADING HOURS Trading will be open between 09h00 and 17h00 on working days excluding public holidays and specific days as announced on the website. The participant can place buy bids and sell offers outside of trading hours however, these offers will only be matched during trading hours. 2. EXISTING PARTICIPANT LOGIN Existing shareholders will receive an SMS/ /letter with their username and password. Existing participants should use the username and password to log into the trading website. Participants who have not submitted their Know Your Shareholder (KYS) documentation will not be allowed to trade. KYS documentation comprises of: - Original certified copy of ID; - Proof of residence; and - Bank stamped confirmation of banking details form. Upon successful login, if the participant has not already submitted all the KYS documentation, the system will notify the participant of the outstanding KYS documentation.

2 Participants who have not submitted their KYS documentation should send their documents to Link Market Services: 16 th Floor, 11 Diagonal Street, Johannesburg, 2001 or post to PO Box 4844, Johannesburg, Important: Shareholders who have not submitted the required KYS documentation will not be allowed to trade. 2.1 Existing participants who are minors Existing participants who are under the age of 18 (minors) will not be permitted to trade. Their guardians should trade on their behalf. Existing minor participants will receive an SMS with a username and password. Upon logging in, the minor participant will be advised that they cannot trade and that their guardian s details are required. Once the guardian has provided their details and submitted their KYS and historically disadvantaged South African (HDSA) documentation, they will receive an authorisation SMS. This authorisation SMS will have a username and password which the guardian can use to log into the trading system and place trade instructions. 3. NEW PARTICIPANT REGISTRATION In order to be able to trade (buy or sell) Hlumisa or Eyomhlaba shares, one has to be registered as a participant. To register as a participant you should, go to the trading screen on the ABIL website ( under the empowerment section. 3.1 Trading screen To register, participants must click on the register link. Participants must enter their details in the form that comes up. All the mandatory fields should be completed before you can proceed to the next stage. The following fields are mandatory: - Title - First name - Surname - ID number - Physical address - Race If you have an address and cell phone number, it is advisable to provide these as it makes communication easier and efficient. 2

3 3.2 Terms and conditions (T&Cs) After carefully reading the terms and conditions, participants should tick the terms and conditions box to indicate that they have accepted them. No participant will be allowed to trade without accepting the terms and conditions. 3.3 Minor participants If the participant is a minor (i.e. under the age of 18) the system will require an extra form with their guardian s details. 4. CONFIRMATION OF REGISTRATION Once all the mandatory fields on the registration screen have been completed you can proceed to the next screen. The system will show a summary of the participant s details and an SMS confirming registration will be sent to the participant. The SMS will confirm registration and advise the participant on which documents need to be submitted before trading is allowed. These documents are the Historically Disadvantaged South African (HDSA) and the Know Your Shareholder (KYS) documents. - An HDSA document is available on the website for downloading. The participant should download the document, print and complete it, as well as have a commissioner of oaths (such as a police officer) stamp it. - The KYS documents are: original certified copy of identity document (ID), proof of residence and bank stamped confirmation of banking details. The banking details confirmation form is available on the website. These documents must be sent by registered mail to the trading desk administrators: Singular Systems (Pty) Ltd on PO Box , Sandton, 2146 or be delivered to their offices at: 7 Junction Road, Bramley, Once the documents are received by the trading desk administrators and processed, the participant will receive an SMS with a username and password. This is an authorisation SMS indicating that the participant is now authorised to trade Hlumisa or Eyomhlaba shares online or over the phone. The participant should use that username and password to log in to the trading system. The password can be changed at anytime by choosing the change password option on the trading website. If the participant has forgotten his/her username and/or password, they can call the trading desk administrator on (011) and request a new password. 3

4 5. FIRST TIME LOGIN (existing and new participants) The participant will be asked to accept terms and conditions on first time login if the terms and conditions were not accepted on registration. The participant will not be allowed to proceed if the T&Cs have not been accepted. After acceptance of T&Cs, the participant will be routed to the preference screen. On the preference screen the participant can choose the preferred form of communication for when key transactions occur on their trading account. Key transactions are: - Deposit/allocation of cash into the participant s trading account - Withdrawal of cash from participant s trading account - Placing of orders to buy or sell - Matching of buy/sell offers The different forms of communication are: - SMS only - only - Both SMS and - None 6. BUYING SHARES A participant (buyer) will only be allowed to buy shares if: The buyer is a black person as defined in the Articles of Hlumisa and Eyomhlaba. The definition of black person per the Articles is any natural person of a particular racial group which was historically disadvantaged within the South African political context prior to 1994 in that such racial group was, through race classification or other classification, denied the right to vote in any general election held in the Republic prior to 1994 and which definition predominantly refers to Africans, Coloureds and Asians (as such term was understood within the pre-1994 South African political context and includes Indians) and who are:- - South African citizens; or - permanent residents of the Republic, The buyer has submitted a completed, signed and stamped HDSA document. The buyer has submitted the following documents: original certified copy of ID, proof of residence, bank stamped confirmation of banking details, and The buyer has enough cash resources to place a buy bid. 6.1 Placing a buy bid The buyer should deposit money into the Hlumisa or Eyomhlaba bank account. The buyer should use their ID number as a deposit reference. 4

5 When cash has been allocated, the buyer may proceed to place a buy bid. Important: Only cash and EFTs are accepted as deposits. No cheques are allowed. On the trading screen, the buyer should choose the buy option. In the quantity field, the buyer should enter the number of shares they wish to buy. In the price field, the buyer should enter the price per share they are willing to pay for the shares. Important: The price should be entered in cents i.e. if you want to buy at R20 a share, you should enter 2000 in the price field. The buyer should then click on the proceed button. The system will return a summary report showing the value of the shares, the taxes payable and administration fees payable. If the buyer is satisfied with the value and costs associated with the transaction, they should click on the proceed button. The buy bid will be reflected on the buyer s screen as a buy trade and this will be available for all potential buyers and sellers to view. The name of the potential buyer is not disclosed. The buy bid will also appear in the unmatched trades screen. The funds will be removed from the buyer s trading account on confirmation of the buy bid. If the bid is not matched, the funds will be returned to the buyer s trading account 6.2 Matching The buyer s bid will be matched to the sell offers in the following circumstances: - If the buy bid is at the same price as the sell offer, or - If the buy bid price is higher than the sell offer price. Where multiple buy bids match or exceed the sell offer prices the buy bid placed first will be matched first. Once matching has taken place, the buyer will receive SMS notification of the match. The buyer s number of shares will be increased by the quantity purchased. The buyer s cash trading account will be reduced by the amount paid for the shares, administration fees charged and taxes payable Partial match If there are fewer shares on sale than the number of shares the buyer has placed a bid for, the bid will be matched partially. The buyer s cash trading account will be reduced by the value relating to the number of shares that have been matched. The buyer s number of shares will be increased by the number of shares matched. 5

6 6.3 Expiry and cancellation of a buy bid The buyer has to state how long the bid is valid for. If any buy bid is not matched within the stipulated number of days of successfully loading it, the bid will expire. The participant can cancel the buy bid at any time if: - The bid has not been matched; and - The bid has not expired. All cancelled or expired buy bids will be removed from the unmatched trades screen. 7. SELLING SHARES A participant (seller) will only be allowed to sell shares if the required KYS documentation has been provided: - Original certified copy of ID; - Proof of residence; and - Bank stamped confirmation of banking details The seller should complete and sign a CM42 with the quantity of shares they wish to sell. The CM42 is only valid for 6 weeks from the date of signature. If all the shares on the CM42 are not sold, the balance will expire once the 6 week period has lapsed. 7.1 Placing of a sell offer On the trading screen, the seller should choose the sell option from the drop down list. In the quantity field, the seller should enter the number of shares they wish to sell. In the price field, the seller should enter the price per share they would like to sell the shares for. Important: The price should be entered in cents i.e. if you want to sell at R20 a share, you should enter 2000 in the price field. The participant should then click the proceed button to get to the next screen. The system will request the participant to choose the payment option of proceeds. The options are: - All proceeds can be paid into a participant s personal banking account; or - All proceeds can be kept in the participant s trading account; or - Part of the proceeds can be paid into the participant s personal banking account and the balance kept in the trading account. The system will provide a summary report showing the value of the shares sold and the administration fees deductible from the proceeds. Participants should then click the proceed button to move to the next page. The participant s sell offer will appear in the unmatched trades screen until it is matched. The name of the participant will not be disclosed on the unmatched trades screen. If there is a buy bid matching the seller s price, the sell trade will be matched. 6

7 The seller will receive an SMS informing him/here of the match. The proceeds will then be paid to the seller within 2 working days depending on the proceeds payment option chosen. The seller s available shares will be reduced by the number of shares sold. Important: If the seller has placed a sell offer without submitting a CM42 for the shares they wish to sell, the sell offer will be given a pending status until the CM42 is received. Trades which are pending will not be visible to the market and will not be shown on the unmatched trades screen. 7.2 Matching The seller s offer will be matched to buy bids in the following circumstances: - If the sell offer is at the same price as the buy bid, or - If the sell offer price is lower than the buy bid price. Where multiple sell offers match or are below the buy bid prices, the sell offers placed first will be matched first. Once matching has taken place, the seller will receive SMS notification of the match. The seller s number of shares will be reduced by the quantity sold. The seller s cash trading account will be increased by the amount received for shares, less related transaction costs. If the seller chose the cash withdrawal option, the cash proceeds will be paid into the seller s personal banking account within 2 working days Partial match If there are fewer buy bids than the number of shares that the seller has put on offer, the offer will be matched partially. The seller s cash trading account will be increased by the value related to the number of shares that have been matched. The seller s cash proceeds will not be paid out until the transaction costs are covered. For example: The seller has placed shares at R20 on offer and transaction costs are R200. If the first match is only for 10 shares, the full value of R200 (10 x R20) will be withheld as transaction costs and the seller will not get any cash payout. Then the proceeds from subsequent matches will be paid out to him. The seller s number of shares will be reduced by the number of matched shares. 7

8 7.3 Expiry and cancellation of a sell offer The seller has to state how long a sell offer is valid for. If the sell offer that is not pending is not matched within the stipulated number of days of successfully loading it, the offer will expire. The seller can cancel the sell offer if: - The offer has not been matched and - The offer has not expired. If the sell offer is pending and the CM42 does not reach the trading desk administrators within 30 days of loading the sell offer, the offer will expire. The cancelled or expired sell offer will be removed from the unmatched trades screen and if the offer was pending, it will also be removed from the pending sell trades screen. 8. WITHDRAWAL OF CASH Participants will be allowed to withdraw cash from their trading account at any time. To withdraw the funds a participant should ensure that: - They have enough cash, equal to at least the withdrawal request; and - Their banking details are correct and up to date. The participant should go to the withdrawal of funds section on the trading website. Enter the rand value they wish to withdraw, then click the submit button. The amount requested will be paid into the participant s bank account within 2 working days. TELEPHONE TRADING Important: Call centre agents will conduct all communication in English. If any participant wishes to conduct a trade, they should seek the assistance of a trusted advisor who can communicate in English. 9. TRADING HOURS Trading will be open between 09h00 and 17h00 on working days, excluding public holidays and specific days as announced on the website or as informed by the call centre. Due to the fact that telephone trading will only happen through the call centre, participants cannot place buy bids and sell offers outside of trading hours. 10. EXISTING PARTICIPANT LOGIN Existing shareholders will receive an SMS/ /letter with their username and password. Existing participants should use the username and password to identify themselves when phoning the call centre. 8

9 The existing participants who have not submitted their Know Your Shareholder (KYS) documentation will not be allowed to trade. KYS documentation comprises of: - Original certified copy of ID; - Proof of residence; and - Bank stamped confirmation of banking details form Upon successful identification of oneself, if the participant has not submitted the KYS documentation, the call centre agent will notify the participant of outstanding KYS documentation, and if the terms and conditions have not been accepted. The call centre agent will send the terms and conditions document to the participant. Once signed, this terms and conditions document together with the KYS documents should be sent back to the trading desk administrators Singular Systems (Pty) Ltd at PO Box , Sandton, 2146 or delivered at 7 Junction Road, Bramley Important: Shareholders who have not submitted the required KYS and terms and conditions documentation will not be allowed to trade. Once all the documents have been received and processed by the trading desk administrators, the participant will be authorised to trade. 11. NEW PARTICIPANT REGISTRATION In order to be able to trade (buy or sell) Eyomhlaba or Hlumisa shares, one has to be registered as a participant. To register as a participant you should, phone the trading desk administrator s call centre on (011) To register, the call centre agent will request the following information from the participant: - Title - First name - Surname - ID number - Cell phone number - Physical address - Postal address - address - Race 11.1 Minor participants If the participant is a minor (i.e. under the age of 18) the call centre agent will request the guardian s details. 9

10 11.2 Terms and conditions (T&Cs) The call centre agent will send the terms and conditions document to the participant by or fax. No participant is allowed to trade without accepting the terms and conditions. 12. CONFIRMATION OF REGISTRATION Once the call centre agent has completed the registration process, the participant will receive an SMS confirming registration and request that the following documents need to be completed and sent to Singular before the participant can get authorisation to trade: - HDSA document; - Terms and conditions document; and - KYS documents which are: original certified copy of ID, proof of residence and confirmation of banking details form. The call centre will send the HDSA document, terms and conditions document and banking details confirmation form to the participant either by fax or . Upon receipt of these documents the participant should: - Complete the HDSA documents and have a commissioner of oaths (such as a police officer) stamp it. - Read and sign the terms and conditions - Complete the confirmation of banking details form and have a bank stamp it. These documents together with the KYS documents must be sent by registered mail to the trading desk administrators Singular Systems (Pty) Ltd at PO Box , Sandton, 2146 or be delivered to their offices at 7 Junction Road, Bramley, Once the documents are received and processed by the trading desk administrators, the participant will receive an SMS with a username and password. This is an authorisation SMS indicating that the participant is now authorised to trade in Hlumisa or Eyomhlaba shares over the phone. The participant should use that username and password to identify themselves when calling the call centre to trade. The participant can change their password at anytime by calling the call centre to request a password reset. 13. FIRST TIME LOGIN (existing and new participants) When logging in for the first time, the call centre agent will request the participant to select their preferred form of communication when key transactions occur on their trading account. Key transactions are: - Deposit/allocation of cash into the participant s trading account. - Withdrawal of cash from participants trading account. 10

11 - Placing of order to buy or sell. - Matching of buy/sell offer. The different forms of communication are: - SMS only - only - Both SMS and - None 14. BUYING SHARES A participant (buyer) will only be allowed to buy shares if: The buyer is a black person as defined in the Articles of Hlumisa and Eyomhlaba. The definition of black person per Articles is any natural person of a particular racial group which was historically disadvantaged within the South African political context prior to 1994 in that such racial group was, through race classification or other classification, denied the right to vote in any general election held in the Republic prior to 1994 and which definition predominantly refers to Africans, Coloureds and Asians (as such term was understood within the pre-1994 South African political context and includes Indians) and who are:- - South African citizens; or - permanent residents of the Republic, The buyer has submitted a completed, signed and stamped HDSA document. The buyer has submitted the following KYS documents: original certified copy of ID, proof of residence and confirmation of banking details; and The buyer has enough cash resources to place a buy bid Placing a buy bid The buyer should deposit money into the Eyomhlaba or Hlumisa bank account. The buyer should use their ID number as a deposit reference. The buyer will receive SMS notification once the cash deposited has been allocated to their trading account. When phoning the call centre, the participant will be requested to provide their username and password and to answer security questions in order to verify that they are the authentic shareholder and they are who they say they are. The buyer may then proceed to place a buy bid. The buyer has to inform the call centre agent of the number of shares they wish to buy and at what price. 11

12 Important: The call centre agent will not advise the buyer on the timing of the bid or the price to buy for. Only the information on the past matched trades and current unmatched bids and offers will be provided. The call centre agent will read out to the participant, details of the cash required for the shares, administration fees and securities transfer tax (STT) payable. If the buyer is satisfied with the value and costs associated with the transaction, they should advise the call centre agent to confirm the buy bid Matching The buyer s bid will be matched to the sell offers in the following circumstances: - If the buy bid is at the same price as the sell offer, or - If the buy bid price is higher than the sell offer price. Once matching has taken place, the buyer will receive SMS notification of the match. The buyer s number of shares will be increased by the quantity purchased. The buyer s cash trading account will be reduced by the amount paid for the shares, related administration fees charged and taxes payable Partial match If there are fewer shares on sale than the number of shares that the buyer has placed a bid for, the bid will be matched partially. The buyer s cash trading account will be reduced by the value relating to the number of shares that have been matched. The buyer s number of shares will be increased by the number of shares matched. Matching and partial matching is exactly the same as internet trading matching Expiry and cancellation of a buy bid The buyer has to state how long the buy bid is valid for. If the buy bid is not matched within the stipulated number of days of successfully loading it, the bid will expire. The participant can cancel the buy bid if: - The bid has not been matched and - The bid has not expired. The cancelled or expired buy bid will be removed from the unmatched trades screen. The participant can phone the call centre and request to cancel the loaded buy bid. 12

13 15. SELLING SHARES A participant (seller) will only be allowed to sell shares if the required KYS documentation has been provided: - Original certified copy of ID; - Proof of residence; and - Bank stamped confirmation of banking details form The seller should complete and sign a CM42 with the quantity of shares they wish to sell. The CM42 is only valid for 6 weeks from the date of signature. If all the shares on the CM42 are not sold, the balance will expire once the 6 week period has lapsed Placing a sell offer The seller should phone the call centre and request for their shares to be sold. After they have identified themselves with their username and password and answered security questions, the seller should inform the call centre agent how many shares they wish to sell and the price at which they wish to sell the shares. The call centre agent will ask the seller to choose the payment of proceeds option. The options are: - All proceeds can be paid into a participant s personal banking account; or - All proceeds can be kept in the participant s trading account; or - Part of the proceeds can be paid out into the participant s personal banking account and the balance kept in the trading account The call centre agent will read the summary report to the seller, informing the seller of the proceeds value and the administration fees that will be deductible from the proceeds. After confirmation, the sell offer will be placed. Important: If the seller has placed a sell offer without submitting a CM42 for the shares they wish to sell, the sell offer will be given a pending status until the CM42 is received. Trades that are pending not be visible to the market and will not be shown on the unmatched trades screen Matching The seller s offer will be matched to buy bids in the following circumstances: - If the sell offer is at the same price as the buy bid, or - If the sell offer price is lower than the buy bid price Where multiple sell offers match or are below the buy bid prices, the sell offers placed first will be matched first Once matching has taken place, the seller will receive SMS notification of the match. The seller s number of shares will be reduced by the quantity sold. 13

14 The seller s cash trading account will be increased by the amount received for shares, less related transaction costs. If the seller chose the cash withdrawal option, the cash proceeds will be paid into the seller s personal banking account within 2 working days Partial match If there are fewer buy bids than the number of shares that the seller has put on offer, the offer will be matched partially. The seller s cash trading account will be increased by the value relating to the number of shares that have been matched. The seller s cash proceeds will not be paid out until the transaction costs are covered. For example: The seller has placed shares at R20 on offer and transaction costs are R200. If the first match is only for 10 shares, the full value of R200 (10 x R20) will be withheld as transaction costs and the seller will not get any cash payout. Then the proceeds from subsequent matches will be paid out to him. The seller s number of shares will be reduced by the number of matched shares Expiry and cancellation of a sell offer The seller has to state how long a sell offer is valid for. If the sell offer that is not pending is not matched within the stipulated number of days of successfully loading it, the offer will expire. The seller can cancel the sell offer at any time if: - The offer has not been matched; and - The offer has not expired. If the sell offer is pending and the CM42 does not reach the trading desk administrator within 30 days of loading the sell offer, the offer will expire. The cancelled or expired sell offer will be removed from the unmatched trades screen and if the offer was pending, it will also be removed from the pending sell trades screen. To cancel the sell offer, the seller should phone the call centre and request the agent to cancel the offer. 16. WITHDRAWAL OF CASH Participants will be allowed to withdraw cash from their trading account. If the buyer has deposited cash but subsequently decided to no longer purchase shares, they can request to withdraw the funds at any time. The seller who may have chosen to keep proceeds from the sale of shares in the trading account may also request to withdraw the funds at any time. 14

15 To withdraw the funds a participant should ensure that: - They have enough cash resources in order to request the withdrawal - Their banking details are correct and up to date. The participant should phone the call centre and request to withdraw funds. The cash will be paid into the participant s banking account within two working days. IMPORTANT PARTICIPANT INFORMATION HLUMISA INVESTMENT HOLDINGS LIMITED Bank account details for deposits Bank name Nedbank Account name Hlumisa Investment Holdings Limited Account name Branch code EYOMHLABA INVESTMENT HOLDINGS LIMITED Bank account details for deposits Bank name First National Bank Account name Eyomhlaba Investment Holdings Limited Account name Branch code CONTACT DETAILS Singular Systems: Trading desk call centre Telephone number: (011) Fax number: (011) addresses: Hlumisa Eyomhlaba Link Market Services: Transfer Secretaries Telephone number addresses: Hlumisa Eyomhlaba 15

16 DISCLAIMER African Bank Investments Limited, Hlumisa Investment Holdings Limited and Eyomhlaba Investment Holdings Limited are not investment or legal advisors. If you require advice on your investment in Hlumisa Investment Holdings Limited or Eyomhlaba Investment Holdings Limited, you should consult an investment and/or legal advisor. This document does not replace the Hlumisa and Eyomhlaba prospectuses and Hlumisa and Eyomhlaba Articles of Association. If anything in this document is different to what is stated in the Hlumisa and Eyomhlaba prospectuses and/or Articles of Association, the Hlumisa and Eyomhlaba prospectuses and Articles of Association take precedence. Futhermore, African Bank Investments Limited, Hlumisa Investment Holdings Limited and Eyomhlaba Investment Holdings Limited will not be responsible in any way if anything has been omitted from this document or if anything stated in the document is incorrect. Hlumisa Investment Holdings Limited and Eyomhlaba Investment Holdings Limited reserve the right to change this trading process. 16

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