CIG04 CIG05 CIG10 CIG11 CIG12 CIG06 CIG07 201806140029A
Consolidated Infrastructure Group Limited Notice Requesting Extraordinary Written Resolution- 
CIG

CONSOLIDATED INFRASTRUCTURE GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2007/004935/06)
(“CIG” or “the Issuer” or “the Group”)

NOTICE REQUESTING EXTRAORDINARY WRITTEN RESOLUTION

1.   The Issuer has on 11 June 2018 given notice ("Notice") to
     all the Senior Noteholders of Notes issued under the ZAR
     500,000,000 unsecured note programme (the "Programme")
     (subsequently   increased   to  a   Programme   Amount   of
     ZAR 1,000,000,000) pursuant to the programme memorandum
     dated 3 May 2012 (the "Programme Memorandum")in accordance
     with section 1.19 of the JSE Debt Listings Requirements.
2.   The "Issuer" seeks the consent of the Senior Noteholders
     for the delisting from the Interest Rate Market of the JSE
     of all the Senior Notes (listed below) with effect from 3
     days after the required majority of votes in favour of
     delisting have been obtained (or as soon as possible
     thereafter), provided that the delisting of the Notes will
     only take place if the proposed resolution is approved by
     each Series of Notes:
     (a)   Notes issued under stock code CIG04 (ISIN      number
           ZAG000117326)   with  an   aggregate Nominal   Amount
           Outstanding of ZAR 134,000,000;
     (b)   Notes issued under stock code CIG05 (ISIN      number
           ZAG000117334)   with  an   aggregate Nominal   Amount
           Outstanding of ZAR 134,000,000;
     (c)   Notes issued under stock code CIG06 (ISIN      number
           ZAG000129305)   with  an   aggregate Nominal   Amount
           Outstanding of ZAR 70,000,000;
     (d)   Notes issued under stock code CIG07 (ISIN      number
           ZAG000129313)   with  an   aggregate Nominal   Amount
           Outstanding of ZAR 155,000,000;
     (e)   Notes issued under stock code CIG10 (ISIN      number
           ZAG000138363)   with  an   aggregate Nominal   Amount
           Outstanding of ZAR 19,000,000;
     (f)   Notes issued under stock code CIG11 (ISIN      number
           ZAG000138371)   with  an   aggregate Nominal   Amount
           Outstanding of ZAR 147,000,000; and
     (g)   Notes issued under stock code CIG12 (ISIN      number
           ZAG000138389)   with  an   aggregate Nominal   Amount
           Outstanding of ZAR 179,000,000.
3.   The consent of the Noteholders referred to in paragraph 4
     above is requested by written Special Resolution ("Written
     Special Resolution") in the form distributed to the
     Noteholders with the Notice as required under paragraph 1.19
     of the JSE Debt Listing Requirements.
4.   The reasons for the delisting of the Notes referred to in
     paragraphs 4 are the following:
     (a)   We refer to the SENS announcements made by the Issuer
           on 30 November 2017, 12 December 2017 and 19 February
           2018.
     (b)   Discussions with the Funders of the CIG Group of
           companies   (referred   to   in   the   aforementioned
           announcements) are ongoing as the Issuer continues to
           work with the Funders and Fairfax Africa Investments
           Proprietary Limited towards achieving an optimal long-
           term capital structure for the CIG Group (we refer to
           the announcement made by the Issuer on 18 May 2018 in
           relation to the proposed transaction with Fairfax
           Africa Investments Proprietary Limited).
     (c)   During this process the Issuer and several Noteholders
           have agreed that it would be in the best interests of
           all parties involved for the Senior Notes to be
           delisted.
5.   The date that the Issuer has selected to determine which
     Noteholders recorded in the Register will receive this
     notice, is 8 June 2018.
6.   There are no restrictions imposed on the Noteholders in
     respect of the voting and passing of the Written Special
     Resolution.   In terms of paragraph 1.19 of the JSE Debt
     Listing Requirements, the Issuer will not be permitted to
     vote on the proposed resolution.
7.   The Noteholders are required to sign the Written Special
     Resolution and deliver a signed copy thereof by not later
     than 17h00 on 9 July 2018 as set out in paragraph 9 below.
     The Written Special Resolution will automatically be
     approved and passed if and when relevant Noteholders holding
     between them relevant Notes representing at least 66.67% in
     value of the aggregate Outstanding Nominal Amount of each
     Series of Notes have given their written consent and
     approval.
8.   In terms of Condition 20.4, a Noteholder may by an instrument
     in writing (a "proxy form") signed by the Noteholder or his
     duly authorised agent or, in the case of a juristic person,
     signed on its behalf by a duly authorised officer, appoint
     any person (a "Proxy") to act on its behalf in connection
     with any meeting or proposed resolution. A person appointed
     to act as Proxy need not be a Noteholder. A proxy form was
     distributed to the Noteholders together with the Notice.
      Please note that the proxy form must be delivered to the
      relevant Central Securities Depository Participant and the
      Issuer, together with or prior to the delivery of the signed
      Written Special Resolution of that Noteholder.
9.    The signed Written Special Resolution must be lodged with
      the relevant Central Securities Depository Participant for
      each Noteholder (that provided such Noteholder with this
      notice) by no later than 17h00 on 9 July 2018, as follows:
      (a)   in respect of the relevant Central Securities
            Depository Participant, a copy of such Written Special
            Resolution must be e-mailed to the relevant Central
            Securities Depository Participant (with the original to
            follow shortly thereafter); and
      (b)   on receipt of the Written Special Resolution        the
            relevant Central Securities Depository Participant will
            notify Strate Proprietary Limited of the total Nominal
            Amount Outstanding of the holders of the Senior Notes
            that have signed the Written Special Resolution, by e-
            mail to Strate-CDAdmin@strate.co.za.
10.   A copy of each signed Written Special Resolution must also
      be e-mailed to the Issuer, for the attention of Mr Ivor
      Klitzner at the following email address:
      Ivor@ciglimited.com.


Date 13 June 2018

Debt Sponsor:         Investec Bank Limited (“Investec”)

For further information contact:
Investec Bank Limited
Mr. Louis Dirker
Tel:      (011)286 7799
Email:    Louis.dirker@investec.co.za
Debt Sponsor: Investec Bank Limited

Date: 14/06/2018 01:09:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.