CONDUIT CAPITAL LIMITED
                                Incorporated in the Republic of South Africa
                                  (Registration number 1998/017351/06)
                                 Share code: CND       ISIN: ZAE000073128
                                    (“Conduit Capital” or “the Group”)


                                      UPDATE TO SHAREHOLDERS


Shareholders are referred to the announcements released on SENS (and using the terms defined therein
unless otherwise stated herein) wherein the Company advised, inter alia, as follows:
o   1 August 2022 - that following an application by the Prudential Authority to the High Court, Constantia
    Insurance Company Limited (“CICL”) had been placed under provisional curatorship and that in
    response thereto, the Financial Services Conduct Authority (“FSCA”) had placed a restriction on CICL
    from writing new business until the Curator was satisfied that doing so would not negatively impact the
    regulatory capital of CICL;
o   26 August 2022 - that the Prudential Authority and the FSCA had been unwilling to entertain the Board’s
    appeal on the new business restriction; and
o   30 August 2022 - that the Prudential Authority had lodged an application to the High Court to place
    CICL into liquidation (“Application”), with the court date set down for either the 6 or 13 September
    2022, depending on whether or not the Application is opposed. Conduit Capital is currently reviewing
    the Application, before considering any legal response.
Further to the above, shareholders are advised that:
o   the Application is expected to be set down for 13 September 2022; and
o   the board of directors of Conduit Capital (“Board”) has decided not to oppose the Application by the
    Prudential Authority and the Curator to wind up CICL given that, inter alia, the prohibition on the writing
    of new business and the suspension of CICL’s insurance license which accompanied the provisional
    curatorship and the adverse publicity associated therewith, has resulted in an irreversible diversion by
    brokers and underwriting managers of a significant portion of CICL’s insurance portfolios to alternative
    insurers, which in turn has had, and will continue to have, a material adverse impact on the financial
    position of CICL and the going concern status of the business.
While a number of inaccuracies are contained in the Prudential Authority and Curator’s founding
affidavits, given that there are no legal grounds on which to oppose the Application, the Board has elected
not to deal with these as part of the potential winding up process and instead to take these up directly with
the Prudential Authority and the Curator.
Given that CICL is Conduit Capital’s main subsidiary, representing approximately 94.4% of the revenue of
the consolidated Group for the six months ended 31 December 2021, and the uncertainty of the impact that
the liquidation of CICL, if granted, would have on Conduit Capital, shareholders are advised to continue to
exercise caution when dealing in Conduit Capital securities until a further announcement is made.


Johannesburg
7 September 2022

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