Old Mutual Limited
Incorporated in the Republic of South Africa
Registration number: 2017/235138/06
ISIN: ZAE000255360
LEI: 213800MON84ZWWPQCN47
JSE Share Code: OMU
LSE Share Code: OMU
MSE Share Code: OMU
NSX Share Code: OMM
ZSE Share Code: OMU
("Old Mutual" or "Company")

Ref: 27/22
13 July 2022

DISTRIBUTION OF CIRCULAR, INCLUDING A NOTICE OF GENERAL MEETING, RELATING TO OLD MUTUAL’S
PROPOSED BULA TSELA BROAD-BASED BLACK ECONOMIC EMPOWERMENT (“B-BBEE”) OWNERSHIP
TRANSACTION

OLD MUTUAL BULA TSELA TRANSACTION
Shareholders are referred to the announcement dated 20 April 2022 (“Transaction Announcement”) which advised
shareholders that the Company is entering into a transformative B-BBEE ownership transaction named Old Mutual
Bula Tsela, seSotho for “open or pave the way” (“Transaction”).
As stated in the Transaction Announcement, the Transaction entails, inter alia and subject to the fulfilment or
waiver of certain conditions precedent, the issue of 205 326 842 new Old Mutual ordinary shares (“Old Mutual
Shares”) for cash. Once issued, these Old Mutual Shares will constitute approximately 4.2% of the enlarged issued
share capital of the Company, held as follows:
        -      employee share ownership trusts will hold, in total, approximately 1.6% of Old Mutual’s issued share
               capital for the benefit of employees of the Old Mutual group (“ESOP Scheme”), in addition to Old
               Mutual Shares they currently hold for other Old Mutual group employee plans. The subscription price
               of these shares will be funded from contributions by employer companies within the Old Mutual
               group, constituting financial assistance as contemplated in the Companies Act, 2008 (“Companies
               Act”);

        -      a Community trust will hold approximately 1.3% of Old Mutual’s issued share capital, for the benefit
               of various qualifying Black community beneficiaries. The subscription price of these shares will be
               funded by way of financial assistance from Old Mutual in the form of a cash contribution; and

        -      Black members of the public and Black-owned entities (collectively, “Qualifying Retail Scheme
               Persons”) will be invited, via a prospectus, to apply for ordinary shares (“RetailCo Shares”) in a special
               purpose vehicle (“RetailCo”), which, in turn, will hold approximately 1.3% of the issued Old Mutual
               Shares. It is anticipated that the RetailCo Shares will be listed on a recognised -B-BBEE exchange by the
               5th anniversary of the date of issue of the Old Mutual Shares. The subscription price of the Old Mutual
               Shares will be partly funded by way of financial assistance from Old Mutual in the form of a cash
               contribution and preference share funding. If any of the RetailCo Shares are not taken up by Qualifying
               Retail Scheme Persons, these might be held in a warehousing trust (“Warehousing Trust”) pending
               their sale to Black persons and Black-owned entities. The Warehousing Trust might also house, inter
               alia, the RetailCo Shares allocated to Qualifying Retail Scheme Persons under an extended payment
               terms arrangement, the RetailCo Shares currently held by Old Mutual and RetailCo Shares forfeited in
               limited circumstances such as death, default and certain insolvency events. Old Mutual will provide
               financial assistance as contemplated in the Companies Act, in the form of a loan facility, available to
               the Warehousing Trust to fund these subscriptions for, and purchases of, RetailCo shares.
CIRCULAR AND NOTICE OF GENERAL MEETING
Shareholders are advised that the Company has today distributed a circular to shareholders relating to the
Transaction, containing a notice of a general meeting of shareholders, (“Circular”) to be held by electronic
participation only, at 10:00 (South African Standard Time) on Friday 12 August 2022 (“General Meeting”).

The Company has retained the services of The Meeting Specialist Proprietary Limited (“TMS”) to remotely host the
General Meeting on an interactive electronic platform, in order to facilitate remote participation and voting by
shareholders. In order to participate electronically in, and/or vote electronically at, the General Meeting,
shareholders are required to contact TMS at proxy@tmsmeetings.co.za or alternatively contact it on +27 11 520
7950/1/2 as soon as possible, but in any event no later than 10:00 (South African Standard Time) on Friday, 5 August
2022. TMS will assist shareholders with the requirements for electronic participation in, and/or electronic voting
at, the General Meeting.

The Circular will be available on the Company’s website (https://www.oldmutual.com/investor-relations/news).
Until the date of the General Meeting, copies of the Circular can be obtained by emailing
meetingservices@jseinvestorservices.co.za, or during normal business hours from the Company’s registered office,
Mutualpark, Jan Smuts Drive, Pinelands, Cape Town, Western Cape, 7405, South Africa or from the offices of the
Company’s sponsor, Merrill Lynch South Africa (Pty) Limited t/a BofA Securities, 3rd Floor, The Place 1 Sandton
Drive Sandton, 2196, South Africa.

The salient information relating to the General Meeting is set out below:
                                                                                  2022

Issuer name                                                                       Old Mutual Limited

ISIN                                                                              ZAE000255360

Share codes                                                                       JSE Share Code: OMU
                                                                                  LSE Share Code: OMU
                                                                                  MSE Share Code: OMU
                                                                                  NSX Share Code: OMM
                                                                                  ZSE Share Code: OMU
Meeting type                                                                      General meeting

Meeting venue                                                                     Electronic participation only

Record date to receive the Circular                                               Friday, 8 July

Circular distributed to Old Mutual shareholders on                                Wednesday, 13 July

Last Day to trade in Old Mutual shares for an Old Mutual shareholder to be Tuesday, 2 August
entitled to attend, and speak and vote at, the General Meeting on
Record date for an Old Mutual shareholder to be entitled to attend, and speak Friday, 5 August
and vote at, the General Meeting on
For administrative purposes, Old Mutual Shareholders are requested (but not Wednesday, 10 August
required) to lodge forms of proxy by 10:00 (South African Standard Time) on
Last day and time to lodge forms of proxy, by the time of commencement of the Friday, 12 August
General Meeting
General Meeting to be conducted entirely by electronic communication at 10:00 Friday, 12 August
(South African Standard Time) on
Results of the General Meeting released on SENS on                                          Friday, 12 August
Results of the General Meeting published in the Malawian press on                           Monday 15 August
Finalisation announcement expected to be released on the JSE Stock Exchange Friday, 4 November
News Service on
Finalisation announcement expected to be published in the South African press Monday, 7 November
on
Implementation (on or about)                                                                Monday, 21 November
Website link                                                                                www.oldmutual.com
The above dates and times are subject to change, and may be changed by Old Mutual. Any material change will be released on SENS and
published in the South African press.

     In paragraph 10 of the Transaction Announcement, shareholders were advised that a fairness opinion would
     be obtained in relation to the Transaction. In accordance with the rationale of achieving a truly transformative
     transaction, the executive directors and prescribed officers of Old Mutual have elected that they will not
     participate in the ESOP Scheme and that they will procure that certain groups of persons connected to them
     will not participate in the ESOP Scheme. As a result, a fairness opinion is no longer required.

     As stated in the Transaction Announcement, the Transaction remains subject to the receipt of approval from
     the South African Reserve Bank Prudential Authority.

     Notwithstanding anything to the contrary in this announcement, this announcement does not constitute or
     form part of any offer, or invitation or advertisement for or solicitation of any offer, to purchase, otherwise
     acquire, subscribe for, sell, otherwise dispose of, or issue, any security in any jurisdiction nor shall it or any
     part of it form the basis of, or be relied on in connection with, any agreement or commitment in any
     jurisdiction. Without limiting the aforegoing, this announcement is not a prospectus or an “advertisement”
     as contemplated by the Companies Act or an offer of shares in RetailCo, and as at the date of this
     announcement, no prospectus has been filed with the Companies and Intellectual Property Commission.
     Subject to fulfilment or waiver of the conditions precedent to the Transaction, RetailCo will, via a prospectus
     (which is not yet available), invite qualifying persons to apply for RetailCo Shares. That prospectus will
     contain detailed information on RetailCo and other information required in terms of the Companies Act and
     the Companies Regulations, 2011, as amended. This announcement is not for distribution, directly or
     indirectly, in or into any jurisdiction outside of South Africa if such distribution is restricted or prohibited by,
     or would constitute a violation of, the laws or regulations of such jurisdiction. If the distribution of this
     announcement in or into any jurisdiction outside of South Africa is restricted or prohibited by, or would
     constitute a violation of, the laws or regulations of any such jurisdiction, this announcement is deemed to
     have been sent for information purposes only and should not be copied or redistributed.
     Sandton
     13 July 2022


     Corporate Advisers
     Tamela Holdings Proprietary Limited
     Rand Merchant Bank (a division of FirstRand Bank Limited)


     Independent Reporting Accountants and Auditors
     Deloitte & Touche
Legal Adviser to Old Mutual
Bowman Gilfillan Inc.


JSE Sponsor
Merrill Lynch South Africa (Pty) Limited t/a BofA Securities


Sponsors
 Johannesburg Stock Exchange         Merrill Lynch South Africa (Pty) Limited t/a BofA Securities

 Malawi Stock Exchange               Stockbrokers Malawi Limited

 Namibia Stock Exchange              PSG Wealth Management (Namibia) Proprietary Limited

 Zimbabwe Stock Exchange             Imara Capital Zimbabwe plc




Enquiries
Investor Relations
Sizwe Ndlovu                                     T: +27 (0)11 217 1163
Head of Investor Relations                       E: tndlovu6@oldmutual.com


Communications
Vuyo Mtawa                                       M: +27 68 422 8125
Head: Group Communications                       E: VMtawa@oldmutual.com


Notes to Editors
About Old Mutual Limited
Old Mutual is a premium African financial services group that offers a broad spectrum of financial solutions to
retail and corporate customers across key market segments in 14 countries. Old Mutual's primary operations
are in South Africa and the Rest of Africa, and it has a niche business in Asia. With over 177 years of heritage
across sub-Saharan Africa, Old Mutual is a crucial part of the communities they serve and the broader society
on the continent.
For further information on Old Mutual and its underlying businesses, please visit the corporate website at
www.oldmutual.com.