VALUATION OF TABLE MOUNTAIN AERIAL CABLEWAY COMPANY S CABLEWAY ASSETS Reference TMNP 17/2013

VALUATION OF TABLE MOUNTAIN AERIAL CABLEWAY COMPANY S CABLEWAY ASSETS Reference TMNP 17/2013 1. BACKGROUND Consultant s Terms of Reference 9 October 2013 South African National Parks ( SANParks ) manages and controls the Table Mountain National Park ( TMNP ), which includes the upper slopes and top of Table Mountain. By agreement, the cableway and related activities on the top of Table Mountain are operated by Table Mountain Aerial Cableway Company Limited ( TMACC ), while TMACC owns and operates the lower cableway station and related activities at bottom of the mountain on Tafelberg road. SANParks requires the valuation of certain assets currently owned and / or managed by TMACC. The assets to be valued ( Valuation Assets ) are listed in Annexe A hereto. The assets to be excluded from the valuation are listed on Annexe B hereto. SANParks wishes to appoint a single team of appropriate consultants ( Valuers ) to value the Valuation Assets and to prepare a written valuation report. TMACC has offered its cooperation to SANParks and on the site visit date to prospective bidders, as well as to the Valuers, once appointed, at mutually convenient times, to access and view the Valuation Assets. 2. SPECIFIC OBJECTIVES The specific objectives of the valuation exercise process are to: a) Determine the valuation of the Valuation Assets at the Valuation Date; and b) Determine the historical annual rates of inflation that apply to the Valuation Assets. 3. PRECINCT AREA The focal point of the precinct is the area under the control of TMACC, including the upper and lower cableway stations and the land on which these stations are situated. The precinct area, described more fully on Annexe A, includes: - Land, buildings and improvements Lower Cableway Station vicinity (owned by TMACC); - Cableway equipment; and - Buildings and Improvements Upper Cableway Station vicinity

Per Annexe C, see the attached maps of the erf and erven remainders, included in the Valuation Assets. TMACC has advised that prior to the Valuation Date, a deck on top of the kiosks and a staff room will be added to the assets situated at the Lower Cableway Station, in which case these assets are to be included in the Valuation Assets. 4. OUTPUTS REQUIRED The Consultants, once appointed, are required to prepare the following in English: a) A market valuation, as at the Valuation Date, of the Valuation assets, separately specifying the value of each major asset in each of the three categories of assets showing all assumptions and methods of calculations, with applicable source references, and i. For Category 1 and Category 3 Valuation Assets, the market valuation is to be specified in South African Rands; ii. For Category 2 Valuation Assets, the market valuation is to be specified in US Dollars and in Euro currencies; b) The annual change in value (inflation or deflation) in the Western Cape and in South Africa for each of the 12-years up to and including the Valuation Date, specified separately for each major asset in each of the Category 1 and Category 3 of the Valuation Assets, with applicable source references; and c) The annual change in value (inflation or deflation) in the United States and Europe for each of the 12-years up to and including the Valuation Date, specified separately for each major asset in Category 2 of the Valuation Assets, with applicable source references; and d) A comprehensive list of source references, including literature and websites, etc, used in determining the outputs per (a), (b) and (c) above and referred to therein. Note: SANParks is in possession of the insurance values for some of the Valuation Assets. Valuers are expressly directed to ignore the insurance values and to determine the fair market values of the Valuation Assets, in terms of the following definition: Fair market value is the amount at which an asset might exchange between a willing buyer and a willing seller, neither being under compulsion, each having reasonable knowledge of all relevant facts, and with equity to both. (Quote adapted from Valuation of Intellectual Property and Intangible Assets, by Gordon V. Smith and Russell L. Parr, John Wiley & Sons. New York, 3rd Edition, 2000, p. 156.). 5. MULTI-DISCIPLINARY SKILLS REQUIRED To complete the Outputs as described herein, it is envisaged that the following skills will be required from the professional consultants who have the requisite skills, qualifications, registrations and valuation experience in the: a) Valuation of Category 1 assets, reflected on Annexe A and included in the Valuation Assets; 9 October 2013 - Page 2 of 16 pages

b) Valuation of Category 2 assets, reflected on Annexe A and included in the Valuation Assets; and c) Valuation of Category 3 assets, reflected on Annexe A and included in the Valuation Assets. 6. PHASING a) Pre-bidding consultation process: 1 x site project briefing and site visit. Attendance by tenderers is not compulsory, but is strongly encouraged; b) Outputs: The Outputs specified herein are to be delivered simultaneously as part of a single valuation; and the work thereon is to commence in the second week of January 2014. c) Post-Output consultations: up to 2 x consultations with SANParks, by way of meetings with Western Cape based consultants and video-conferences with other consultants should be provided for. 7. TIMELINE Valuation Date for the valuation of the Valuation Assets: 7 November 2013. Site project briefing and site visit date and time: Thursday 7 November 2013 at 10h00 South African time, weather permitting (otherwise the first suitable business day thereafter). On-line access: SANParks may, at its sole discretion, decide to post photographs of the major assets per Category, onto a secure website for on-line viewing by potential consultants, but this is not a substitute for attending the briefing and site visit and for actually viewing all of the assets to be valued in situ. Bid closing date and time: Thursday 28 November 2013 at 11h00 South African time. Late bids will not be accepted. Final date and time for adjudication of the bids and communication to the successful bidder(s): Thursday 12 December 2013 at 11h00 South African time. Due date and time for the delivery, by the Consultants, of the required Outputs: Wednesday 30 April 2014 at 11h00 South African time. 8. METHOD OF BID SUBMISSION Bids in hardcopy form AND a copy thereof in electronic form on a compact disc are to be placed in a sealed envelope with the bidders details clearly visible on the compact disc and on the front of the envelope and delivered prior to the Bid closing date and time, by placing the bids in the specially designated box, situated at Table Mountain National Park head office, Tokai Manor, end of upper portion of Tokai Road, Tokai and marked for the attention of Anthea Mouton. The envelope and the compact disk should also include the words Valuation of Cape Town cableway assets or similar. All bids must be in English. 9 October 2013 - Page 3 of 16 pages

9. COMPULSORY INCLUSION OF DOCUMENTATION AS PART OF THE BID SUBMISSION 1. The name of the Bid Consortium and the full names of each valuer included in the Bid Consortium; 2. Separate fixed fee bids in South African Rands, including Value Added Tax, for the valuation of each of Category 1, Category 2 and Category 3 of the Valuation Assets, and the total price, and how this will be split amongst the valuers in the Bid Consortium; as well as a detailed work programme and detailed project plan as to how and when and by whom the valuations of the Category 1, 2 and 3 Valuation Assets will be conducted 3. For each valuer included in the Bid Consortium, bidding ad personum or nominated by a corporate, the following information must be provided: a. A two page resume, highlighting relevant experience, including details of valuations of major assets and their approximate values undertaken per year for the most recent 5-years, expertise, proven academic and professional qualifications, and proven membership of relevant industry bodies that would be relevant for this bid. In respect of Category 2 assets, any experience of selling or manufacturing similar cableway assets during the most recent 3-years will be seen as advantageous; b. A one page list of contactable references, the names of organisations they represent and the details of valuation work (including approximate values of relevant assets valued) carried out for and / or in collaboration with such references, with contact details (telephone, physical address and email address); c. An analysis of each fixed fee bid, including a cost breakdown of expected hourly rates (including VAT) and the expected time to be incurred (note that the fixed fee bid may not be increased should excess time be incurred by the consultants); 4. In respect of every South African corporate included in the Bid Consortium: a. Full name, corporate registration number, certified copy of certificate of incorporation, postal and street addresses, telefax number, website address, income tax registration number, VAT registration number, valid tax clearance certificate issued by SARS; b. Contact person: Full names, certified copy of identity document, street address; mobile and landline telephone numbers, telefax number; email address; position in corporation; c. Certified copy of most up to date certificate (CoR39 or other proof) of active directors and auditor, issued by Commissioner of Companies and Intellectual Property Commission ( CIPC ); d. Certified copy of most recent B-BBEE scorecard issued by an independent B-BBEE-rating agency, indicating the breakdown of points per category; e. Certified copies of the identity documents of any directors who contributed positively towards the B-BBEE-score for management reflected on the B- BBEE score card; f. Certified copies of the identity documents of any shareholders and a certified statement by the auditor confirming the percentage shareholding 9 October 2013 - Page 4 of 16 pages

held in voting and dividend participatory shares by each shareholder who contributed positively to the B-BBEE-score for equity reflected on the B- BBEE score card; g. Affidavit sworn under oath by a Director, confirming that neither the bidder or any of its Directors or shareholders have any equity interest or participate in the management or consult to SANParks or to TMACC; and h. The percentage of the fixed fee bid, for each Category of Valuation Assets, to be received by such corporation. 5. In respect of every non-south African corporate included in the Bid Consortium: a. Full name, corporate registration number, certified copy of certificate of incorporation, postal and street addresses, telefax number, website address, income tax registration number, valid tax clearance certificate issued by taxation authorities of country of registration; b. Contact person: Full names, certified copy of identity document or passport, street address; mobile and landline telephone numbers, telefax number; email address; position in corporation; c. Certified copy of most up to date certificate of active directors and auditor, issued by the companies registration office in country of registration; d. If the corporation is not listed on a stock-exchange, the names and addresses of the four largest shareholders and a certified statement by the auditor confirming the percentage shareholding held in voting and dividend participatory shares by those shareholders; e. Affidavit sworn under oath by a Director, confirming that neither the bidder or any of its Directors or shareholders have any equity interest or participate in the management or consult to SANParks or to TMACC; and f. The percentage of the fixed fee bid, for each Category of Valuation Assets, to be received by such corporation. 6. In respect of every natural person included in the Bid Consortium: a. Full names, certified copy of identity document or passport, postal and street addresses, telefax number, website address, mobile and landline telephone numbers, telefax number; email address; income tax registration number, VAT registration number, valid tax clearance certificate issued by SARS; b. Details of directorships held (CoR39 or other proof) issued by Commissioner of Companies and Intellectual Property Commission ( CIPC ); c. Details of corporations in which shares are held and the percentage of equity held in each corporation; d. Declaration of whether and in what manner, the natural person would contribute positively towards the B-BBEE-score for management and / or equity reflected on a B-BBEE score card, should he theoretically be a manager of a corporation; e. Affidavit sworn under oath, confirming that the bidder does not have any equity interest or participate in the management or consult to SANParks or to TMACC; and 9 October 2013 - Page 5 of 16 pages

f. The percentage of the fixed fee bid, for each Category of Valuation Assets, to be received by such natural person. 7. Each bid must be accompanied by a signed declaration as per Annexe "E and all Standard Bid documentation attached must be completed. 10. FURTHER CONDITIONS OF TENDER 10.1 Governing legislation and policy: As an organ of state in the national sphere, this tender is governed by the following: 10.1.1 The Public Finance Management Act No. 1 of 1999 ("PFMA"), the Treasury Regulations promulgated in terms of the PFMA and in particular Treasury Regulation 16A thereof (Supply Chain Management - "SCM"), the Preferential Procurement Policy Framework Act No. 5 of 2000 ("PPPFA") and the Preferential Procurement Regulations, 2011, promulgated in terms of the PPPFA ("the PPPFA Regulations"). Tenderers are presumed to be familiar with all of the aforementioned legislation. 10.1.2 In addition, this tender is governed in terms of the provisions of SANParks' SCM policy. 10.2 No warranties 10.2.1 SANParks gives no warranties nor makes any representation regarding the accuracy of information, nature and extent of the Valuation Assets as set out herein. 10.2.2 Without limiting the generality of the aforegoing, any verbal information provided by TMACC s and / or SANParks' employees or agents during the site briefing or at any other time prior to the award of the Contract, will not be regarded as binding on SANParks. 10.3 Reservation of right 10.3.1 SANParks reserves the right not to accept any bid submitted in terms of this bid process. 10.3.2 SANParks further reserves the right to cancel this Tender at any time prior to the final date for the adjudication of the bids, subject to PPPFA Regulation 8. 10.4 Tender offer validity The tender offer validity period is approximately three months, ending on Friday 28 February 2014 at 11h00. 10.5 Clarification of tender offer after submission 9 October 2013 - Page 6 of 16 pages

A tender may be rejected as non-responsive if the tenderer fails to provide any clarification requested by SANParks within the time for submission stated in SANParks' written request for such clarification. 10.6 Negotiations with preferred tenderer SANParks may negotiate the final terms of the Contract with a tenderer identified through the competitive tendering process as the preferred tenderer provided that such negotiation - 10.6.1 does not allow any preferred tenderer a second or unfair opportunity; 10.6.2 is not to the detriment of any other tenderer; and 10.6.3 does not lead to a higher price than the tender as submitted. Minutes of any such negotiations shall be kept for record purposes. 10.7 Criteria for the measurement of functionality The tender will initially be evaluated on functionality, measured by objective evaluation criteria. Set out below are the: (a) (b) (c) (d) evaluation criteria for measuring functionality; weight of each criterion; applicable values; and minimum score for functionality. In order to be considered for a contract in terms of this tender, tenderers must achieve the minimum score for functionality as stated below and in accordance with the following criteria: 9 October 2013 - Page 7 of 16 pages

Evaluation criteria for the Valuation of Category 1, Category 2 and Category 3 Valuation Assets 1. Expertise and relevant experience of valuers in Bid Consortium (Total) Factors to be taken into consideration: Weight of each criterion Applicable values (score) per criterion Maximum score permitted 60% 60 60 Minimum score required 1.1 Value and number of valuations of similar assets carried out over the last 5-years (Sub-total) 50% 50 50 per Category, thus for Category 1 and 3 Valuation Assets: (projects up to R 50 million) 10% 10 10 Category 2 Valuation Assets: (projects up to R20 million ) 40% 40 40 1.2 Number of valuations undertaken of relevant values 1-5 projects (2.5%) 6-10 projects (5%) 5% 5 10 1.3 Academic qualifications and membership of industry associations (Sub-total) Mechanical Engineering (2.5%) and property valuer (2.5%) affiliations to relevant bodies are a prerequisite 5% 5 5 2. Track record of valuers in Bid Consortium (Total) 30% 30 30 Factors to be taken into consideration: 2.1 Number of years working as a valuer in the industry with at least three years experience (Sub-total) 20% 20 20 9 October 2013 - Page 8 of 16 pages

Evaluation criteria for the Valuation of Category 1, Category 2 and Category 3 Valuation Assets 2.2 Quality of feedback from relevant references / referees 0-5 references (2.5%) 6-10 references (5%) (Sub-total) 2.3 Nature of previous projects (i.e. relevancy to the aerial cable way project) 3. Work plan, approach and methodology (Total) Factors to be taken into consideration: 3.1 Detailed work programme that includes detailed project plan Weight of each criterion Applicable values (score) per criterion Maximum score permitted 5% 5 5 5% 5 5 10% 10 10 10% 10 10 Minimum score required GRAND TOTAL 100% 100 100 65 10.8 Preference point system 10.9 Pricing This tender will be undertaken on the basis of the 80/20 preference point system as set out in the PPPFA and the PPPFA Regulations. Given the relatively limited scope or work set out herein, SANParks envisages that the total of any bid will not exceed R500, 000.00 (five hundred thousand Rand), including VAT. 9 October 2013 - Page 9 of 16 pages

Assets to be valued ( Valuation Assets ) Annexe A a. Category 1: Land Lower Cable Station vicinity (refer to Annexe C): i. Remainder Erf 2004, Oranjezicht including portion of bus parking area, phone booths, storage yard (Erf 2005 was subdivided out of Erf 2004 and transferred to the City, thus Remainder Erf 2004 remains as owned by TMACC); ii. Remainder Erf 2006, Oranjezicht including station building, administration building, kiosks, reservoir (Erf 2007 was subdivided out of Erf 2006, thus Remainder Erf 2006 remains as owned by TMACC); iii. Remainder Erf 2008, Oranjezicht including portion of road reserve, cordoned off parking (Erf 2009 was subdivided out of Erf 2008, thus Remainder Erf 2008 remains as owned by TMACC); and iv. Erf 2235, Oranjezicht including kitchen, service yard. b. Category 2: Cableway equipment: Cableway related equipment situated at the lower cableway station and at the upper cableway station, as well as the connecting cables and the cable cars, winches, generators, compressor, electrical wiring, evacuation siren, public address system, power lines, weather station, shading, security installations and electrical installations and miscellaneous equipment such as pumps, piping. Computers used in the operation of the cableway equipment, should be valued as part of the cableway equipment. c. Category 3: Buildings and Improvements Upper Cable Station vicinity: i. Upper station cableway specialised building to hold cableway equipment, comprises lower level with cablecar gondola receiving bay, offices and curio shop and an upper level with offices and temp snack shop and first floor with offices; ii. Curio shop building; iii. Restaurant building including shading, electrical and plumbing and waste systems, artificial lawns; iv. Walkways reinforced concrete bed, screeded concrete floors, brick paving, rough stone walls; v. Public toilet block including sanitary ware and chemical ablution systems; vi. Water reservoir; vii. Septic tanks; viii. 7 x Viewing decks and suspended bridges including timber, concrete, masonry and steel components; and ix. Other improvements at upper cable station: Fencing (and some other improvements mentioned under cableway equipment above) Note: Bidders are also referred to the Fixed Asset Register, per Annexe D which provides more detail of the Valuation Assets 9 October 2013 - Page 10 of 16 pages

Assets excluded from the valuation Annexe B x. Equipment, furniture and computers in offices, restaurant, curio shop and snack shop; and xi. Any other assets owned and / or managed by TMACC, which are not included on Annexe A. 9 October 2013 - Page 11 of 16 pages

Annexe C 1. Maps of Erf and Erven Remainders included in the Valuation Assets at Lower Cable Station (See maps Annexures C1 and C2) xii. Remainder Erf 2004, Oranjezicht xiii. Remainder Erf 2006, Oranjezicht xiv. Remainder Erf 2008, Oranjezicht; and xv. Erf 2235, Oranjezicht 2. Aerial photograph of Upper Cable Station buildings included in the Valuation Assets (See Annexure C3) 3. Aerial photograph of all buildings included in the Valuation Assets (See Annexure C4) 9 October 2013 - Page 12 of 16 pages

Annexe D Fixed Asset Register furnished by TMACC 1. Refer to attached Excel file, with multiple worksheets, reflecting description of assets, date acquired and TMACC reference. This information was furnished by TMACC. 9 October 2013 - Page 13 of 16 pages

Declaration of Interest Annexe E SBD 4 1. Any legal person, including persons employed by the state¹, or persons having a kinship with persons employed by the state, including a blood relationship, may make an offer or offers in terms of this invitation to bid (includes an advertised competitive bid, a limited bid, a proposal or written price quotation). In view of possible allegations of favouritism, should the resulting bid, or part thereof, be awarded to persons employed by the state, or to persons connected with or related to them, it is required that the bidder or his/her authorised representative declare his/her position in relation to the evaluating/adjudicating authority where- o o the bidder is employed by the state; and/or the legal person on whose behalf the bidding document is signed, has a relationship with persons/a person who are/is involved in the evaluation and or adjudication of the bid(s), or where it is known that such a relationship exists between the person or persons for or on whose behalf the declarant acts and persons who are involved with the evaluation and or adjudication of the bid. 2. In order to give effect to the above, the following questionnaire must be completed and submitted with the bid. 2.1 Full Name of bidder or his or her representative:... 2.2 Identity Number:... 2.3 Position occupied in the Company (director, trustee, shareholder², member): 2.4 Registration Number of company, enterprise, close corporation, partnership agreement or trust:...... 2.5 Tax Reference Number:... 2.6 VAT Registration Number:... 2.6.1 The names of all directors / trustees / shareholders / members, and their individual identity numbers, tax reference numbers and, if applicable, employee / PERSAL numbers must be indicated in paragraph 3 below. 2.7 Are you or any person connected with the bidder presently employed by the state? 2.7.1 If so, furnish the following particulars: YES / NO Name of person / director / trustee / shareholder/ member: Name of state institution at which you or the person connected to the bidder is employed:.. 9 October 2013 - Page 14 of 16 pages

Position occupied in the state institution:. Any other particulars:... 2.7.2 If you are presently employed by the state, did you obtain the appropriate authority to undertake remunerative work outside employment in the public sector? 2.7.2.1 If yes, did you attach proof of such authority to the bid document? Note: Failure to submit proof of such authority, where applicable, may result in the disqualification of the bid. 2.7.2.2 If no, furnish reasons for non-submission of such proof:... 2.8 Did you or your spouse, or any of the company s directors / trustees / shareholders / members or their spouses conduct business with the state in the previous twelve months? 2.8.1 If so, furnish particulars:... 2.9 Do you, or any person connected with the bidder, have any relationship (family, friend, other) with a person employed by the state and who may be involved with the evaluation and or adjudication of this bid? 2.9.1 If so, furnish particulars:... 2.10 Are you, or any person connected with the bidder, aware of any relationship (family, friend, other) between the bidder and any person employed by the state who may be involved with the evaluation and or adjudication of this bid? 2.10.1 If so, furnish particulars:... 2.11 Do you or any of the directors / trustees /shareholders/ members of the company have any interest in any other related companies whether or not they are bidding for this contract? YES / YES / YES / YES / YES / YES / NO NO NO NO NO NO 9 October 2013 - Page 15 of 16 pages

2.11.1 If so, furnish particulars:... 3 Full details of directors / trustees / members / shareholders. Full Name Identity Number Personal Income Tax Reference Number State Employee Number / Persal Number 4 DECLARATION I, THE UNDERSIGNED (NAME) CERTIFY THAT THE INFORMATION FURNISHED IN PARAGRAPHS 2 AND 3 ABOVE IS CORRECT. I ACCEPT THAT THE STATE MAY REJECT THE BID OR ACT AGAINST ME SHOULD THIS DECLARATION PROVE TO BE FALSE.. Signature... Date. Position Name of bidder ¹ State means (a) any national or provincial department, national or provincial public entity or constitutional institution within the meaning of the Public Finance Management Act, 1999 (Act No. 1 of 1999); (b) any municipality or municipal entity; (c) provincial legislature; (d) national Assembly or the national Council of provinces; or (e) Parliament. ² Shareholder means a person who owns shares in the company and is actively involved in the management of the enterprise or business and exercises control over the enterprise. 9 October 2013 - Page 16 of 16 pages