AECI LIMITED
(Incorporated in the Republic of South Africa)
(Registration No. 1924/002590/06)
Company code: AECI
LEI: 3789008641F1D3D90E85
(AECI or the Issuer)

NOTIFICATION OF AMENDMENTS TO AECI’S ZAR 5 000 000 000 DOMESTIC MEDIUM TERM NOTE PROGRAMME
MEMORANDUM

AECI Limited has received approval from the JSE Limited (the JSE) on its amended and restated ZAR 5 000 000 000
Domestic Medium Term Note Programme Memorandum dated 4 September 2023 (the Amended Programme
Memorandum). A summary of the changes effected in the Amended Programme Memorandum is provided below:

•   Updated AECI Mining Solutions Limited to AECI Mining Limited, a guarantor to the Amended Programme
    Memorandum, to cater for a name change;
•   Updated references of “BESA Guarantee Fund Trust” to “JSE Debt Guarantee Fund Trust” throughout the
    Amended Programme Memorandum;
•   Update to the general section;
•   Updates to the Documents Incorporated by Reference section to cater for restatements to the Programme
    Memorandum, the annual financial statements of both the Issuer and the guarantors, respectively; the
    inclusion of an Information Statement containing disclosure information, which has been removed from the
    Programme Memorandum:
        − The business description of both the Issuer and the guarantors;
        − The full names of the directors of each of the Issuer and the guarantors;
        − A brief CV of each director of the Issuer, including a list of all other companies of which he/she is a
            director, as well as other disclosures required by Applicable Laws;
        − The full names of both the company secretary, the address and of the registered offices;
        − The full name of the debt officer and their contact details;
        − The information relating to risk factors and the Issuer’s compliance with the King IV Report on
            Corporate Governance; and
        − the policies relating to the process for the nomination and appointment of directors and the conflicts of
            interest of the directors and the executive management and the inclusion of a statement as to the
            availability of the constitutional documents of the Issuer;
•   Updates to the general description of the programme and the summary of the programme sections;
•   Amendments to the pro forma applicable pricing supplement to cater for amendments to the JSE Debt Listings
    Requirements (“Requirements”);
•   Updates to the interpretation section to revise existing definitions and include new definitions;
•   Amendments to the form of notes section;
•   Amendments to conditions 2 (Issue), 3 (Form and Denomination), 4 (Title), 5 (Status of Senior Notes), 6 (Status
    and Characteristics of Subordinated Notes), 8 (Guarantee), 9 (Interest), 10 (Payments), 11 (Redemption and
    Purchase), 12 (Taxation), 13 (Exchange of beneficial interests and replacement of individual certificates), 14
    (Registration of Notes Issued in Certificated Form), 15 (Registration of Notes Issued in Uncertificated Form), 16
    (Transfer of Notes), 17 (Prescription), 18 (Events of default), 19 (Calculation Agent, Transfer Agent, Paying
    Agent, Settlement Agent and Issuer Agent), 20 (Notices), 21 (Amendments of these Terms and Conditions), 22
    (Meetings of Noteholders/Consent Process) and 24 (Governing Law);
•    Minor updates to the terms and conditions of the guarantee and for of accession letter and conditions
    precedent sections;
•   Updates to the use of proceeds section;
•   Updates to the Settlement, Clearing and Transfer of Notes, the Subscription and Sale, the Taxation, South
    African Exchange control, the General Information and Corporate sections; and
•   Other ancillary updates to give effect to these amendments.

The Amended Programme Memorandum and the Information Statement will be made available through a secure
electronic manner at the election of the person requesting inspection as at the Programme Date and will be made
available for inspection on the website:
https://investor.aeciworld.com/debt-capital-markets .

The Amended Programme Memorandum will also be made available for inspection on the JSE’s website,
www.jse.co.za.



07 September 2023

Debt Sponsor
RAND MERCHANT BANK (A division of FirstRand




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