SHAREHOLDER UPDATE – ROADSHOWSMARCH 2009

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1. Objectives

2. Highlights

3. Net asset value

4. Reserve shares

5. Dividends

6. Restrictions

7. Trading

8. What happens at end?

9. Directors

10. AGM

11. ABIL

12. Questions???

Contents

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• January 2008 ABIL acquired Ellerine Holdings Limited (“Ellerines”)• Consideration for the purchase paid by issue of 294.7 million ABIL ordinary shares• Eyomhlaba (ABIL’s first black equity ownership programme) shareholding was

diluted from 6.6% to approximately 4%• BEE target of 10% was not going to be met by 2010• Masonge is ABIL’s second BEE scheme set up to facilitate broad based ownership

of ABIL by black people• Eyomhlaba and Masonge are targeted to own at least 10% of ABIL by 2015

Objectives

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• ABIL issued 11 557 109 ordinary shares for R289 000• Market value R281.6 million• Initial public offer

– Issued 12 849 283 shares for total R58.4 million

• Extended offer

– Issued 4 047 383 shares for total R15.7 million

• Total issued 16 896 666 shares for R74.1 million

Highlights

Current position taking Ellerines deal into account as at 28 February 2009

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Masonge

shareholding

million

ABIL shares issued to BEE entity at par 11.5

ABIL shares purchased in open market utilising

shareholder subscriptions (IPO) 2.4

ABIL shares purchased in open market utilising dividend income

rights offer and private placement proceeds 0.5

Total ABIL ordinary shares held by Masonge 14.4

Total ABIL shares in issue 804.2

Masonge's direct shareholding in ABIL 1.8%

Cash flows 2008

Up to 31 December 2008o Raised R74,1 million from shareholders

o Received R14,4 million dividends on ABIL shares

o Purchased 2 414 300 ABIL shares at average cost of R26.25 per share

o Owns 13 971 409 ABIL shares = 1.7% of ABIL

From 1 January 2009 to 28 February 2009o Bought 510 000 ABIL shares at average cost of R25.11 per share

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Current position as at 28 February 2009

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Ellerines staff

23.1%

African Bank Staff &

Directors15.4%

Eyomhlaba Black

shareholders36.8%

Other black individuals

24.7%

MASONGE

1.8%

ABIL

Net asset value (NAV)

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11.9

8

11.1

3

11.0

6

11.6

0

12.2

7

11.6

0

10.4

10.6

10.8

11

11.2

11.4

11.6

11.8

12

12.2

12.4

Sep-08

Nov-08

Jan-09

Reserve shares

• Reserved 4 450 000 shares for issue to new black employees

• Remaining 17 883 334 shares to be issued in 2009 or 2010. (AGM notice)

• Discount fixed at:– 60% for 2009– 50% for 2010

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Ordinary dividends

• No dividend declared as IPO done late 2008

• Directors will consider in future years

• Limitation on amount of dividend that can be paid

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Shareholders’ rights and restrictions

• Empowerment period ends 31 December 2015 (6 years, 9 months) • Entitled to sell one third in years starting:

– 1 January 2011– 1 January 2012– 1 January 2013

• May only sell through “over the counter” mechanism to other black persons• May not cede or pledge shares before Dec 2015• Shareholders are bound by the Articles – rules governing the company and shareholders• Death of shareholder – shares may be transferred to heir (as stipulated in the Will)• Beneficiary cannot sell earlier than the dates listed above• Masonge shareholders have a right to vote at ABIL’s AGMs

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What happens at end of empowerment period?

• Empowerment period ends 31 December 2015

• After Dec 2015 – Masonge shareholders will receive ABIL shares

• Masonge will settle loans, pay taxes and costs and be liquidated

• If distribution were to be done today, each Masonge shareholder would receive approximately 46 ABIL shares for every 100 Masonge shares owned

• After Dec 2015 shareholders are free to deal with their ABIL shares e.g. sell, pledge, cede, donate, transfer to family trust, etc.

• Dividends from ABIL shares will then be paid directly to shareholders

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• Currently there are three directors who are all non-executives • Two directors are ABIL executives, one is an ABIL non-executive director• No directors fees paid• The initial directors need to resign and may make themselves available for re-election;• The shareholders are requested to vote for a new board of directors• A third of the directors required to retire annually and may offer themselves for re-election• Shareholders vote for or against their re-election at the AGM, in person or by proxy• In the event a director retires and does not stand for re-election, the directors of Masonge

may recommend person(s) for election as directors at the next AGM of Masonge• Maximum number of directors is seven

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Masonge board of directors

Shareholders and your Annual General Meeting

• Purpose of AGM • Benefits of attending AGM• Special Resolution to be considered at the AGM on 4 April 2009

– Change of name of the company to Hlumisa Investment Holdings Limited– Amendment to the Articles allowing for a new offer to the public to be made– Amendment of the Articles to allow private placements to be made to new black employees and

new black directors of the ABIL group of companies

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Shareholders and your Annual General Meeting

• Ordinary Resolutions to be considered at the AGM on 4 April 2009:– Specific approval to issue ordinary shares as a result of an offer to black ordinary shareholders,

including directors who are black ordinary shareholders– Directors to be granted permission to issue any un-issued ordinary and preference shares.

Permission valid until the next AGM– MEK Nkeli , MLD Marole and N Nalliah who resign as directors in terms of the Articles offer

themselves for re-election– Appoint A Gani, D Lockey, P Khosa and T Mashanda as directors as recommended by the

current board of directors

• Routine business to be considered by shareholders at the AGM:– Consider annual financial statements for the year ended 31 December 2008– To consider the re-appointment of the auditors, Nkonki Inc– To authorize the directors to determine the remuneration of the auditors.

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Shareholders and your Annual General Meeting - Proxy forms

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Masonge Investment Holdings Limited (Incorporated in the Republic of South Africa)

(Registration number 2008/008839/06) (" Masonge " or “ the Company ”)

FORM OF PROXY

Instructions: For use by Masonge shareholders at the annual general meeting of shareholders of Masonge, to be held at the Johanneburg Civic Theatre, 158 Loveday Street, Braamfontein, Johannesburg on 4 April 2009.

. .

Shareholders and your Annual General Meeting - Proxy forms

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I/We (Name in BLOCK LETTERS please)

of [Address]

Telephone Work ( ) Telephone Home ( )

being the holder/s of (number of Masonge ordinary shares)

(number of Masonge preference shares)

hereby appoint (see note 1 overleaf – insert name of person you ap point):

or failing him/her

or failing him/her

the chairman of the annual general meeting of shareholders, as my/our proxy to act for me/us at the annual general meeting of shareholders for the purpose of considering and, if deemed fit, passing, with or without modification, the resolutions to be proposed thereat and at each adjournment or postponement thereof, and to vote for and/or against such resolutions and/or abstain from voting in respect of the Masonge shares registered in my/our name (see note 3 overleaf) as follows:

Shareholders and your Annual General Meeting - Proxy forms

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Yes No Abstain

Special resolution number 1 – Change of name of the company to Hlumisa Investment Holdings Limited

Special resolution number 2 - Amendment of the articles allowing for a new offer to the public to be made

Special resolution number 3 – Amendment of the articles to allow private placements to be made to employees and directors of the ABIL group of companies

Ordinary resolution number 1 – Specific approval to issue ordinary shares as a result of an offer to black ordinary shareholders, including directors who are black ordinary shareholders

Ordinary resolution number 2 – Giving directors general permission to allot and issue unissued shares

Shareholders and your Annual General Meeting - Proxy forms

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Ordinary resolution number 3 Re-elect the following directors

Mpho Elizabeth Kolekile Nkeli

Marion Lesego Dawn Marole

Nithiananthan Nalliah

Appointment of new directors

Asim Gani

Desmond Lockey

Paul Khosa

Thuli Mashanda

Routine Business Re-appointment of Nkonki Inc as auditors

Authorise the directors to determine the remuneration of the auditors

Shareholders and your Annual General Meeting - Proxy Proxy forms

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• and generally to act as my/our proxy at the said annual general meeting of shareholders. (Tick whichever is applicable. If no directions are given, the proxy will be entitled to vote or to abstain from voting, as that proxy deems fit.)

• Signed at on ___________________________________________________________________________________________________2009

• Signature ______________________________________________________________________________________________________• Assisted by (where applicable) ______________________________________________________________________________________• • Each shareholder is entitled to appoint one or more proxies (who need not be a shareholder/s of Masonge) to attend, speak and vote in place of that

shareholder at the annual general meeting of shareholders. • Please read the notes on the reverse side hereof.

Masonge’s priorities for 2009

• Change name of company to Hlumisa Investment Holdings Limited

• Amend the Articles to allow for a new offer to be made to the public

• Amend the Articles to allow private placements to be made to new black employees and new black directors of the ABIL group of companies

• Issue reserved shares to new employees of the ABIL group of companies

• Explore possibility of borrowing to purchase more ABIL shares

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ABIL’s strategic priorities for 2009

• Grow the business to target loan book of R25 billion

• Use this to reduce cost of credit to our customers and expand ability to take more risk and thereby grow and widen the existing target client base

• Offer existing and potential clients credit products that match their needs, whilst being more affordable than other credit providers, and

• Entrench ABIL’s role as the leading provider of unsecured personal loans/credit in South Africa

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Thank you

Questions ??????