SAN - Sanyati Holdings Limited - Audited results for the year ended 28 February 20100518 07:08:00 JSE Securities Exchange - SENS

SAN - Sanyati Holdings Limited - Audited results for the year ended 28 February

SAN SAN - Sanyati Holdings Limited - Audited results for the year ended 28 February 2010 Sanyati Holdings Limited ("Sanyati" or "the company" or "the Group") (Registration number 1988/002538/06) Share code: SAN ISIN: ZAE000081055 AUDITED RESULTS for the year ended 28 February 2010 42% Revenue increased to R1 997 million 66% EBITDA increased to R173 million 15% Normalised HEPS of 23,5 cents R116 million Cash generated by operations CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Year ended Year ended 28 February 28 February 2010 2009 % R'000 R'000 Change Audited Audited Continuing operations Revenue 42,4 1 997 166 1 402 571 Cost of sales (1 732 253) (1 143 908) Gross profit 264 913 258 663 Other income 3 459 928 Administration and operating expenses (95 634) (155 463) Operating profit/EBITDA before change in estimate 65,9 172 738 104 128 Depreciation (20 143) (14 857) Operating profit before change in estimate 70,9 152 595 89 271 Changes in accounting estimates (50 245) - Operating profit before interest and taxation 14,7 102 350 89 271 Interest received 15 575 12 068 Interest paid (14 792) (18 753) Profit before tax 24,9 103 133 82 586 Income tax expense (34 317) (31 855) Profit for the period from continuing operations 35,6 68 816 50 731 Discontinued operations Loss from discontinued operations (net of income tax) (15 832) (3 146) Total comprehensive income for the period 11,3 52 984 47 585 Earnings per share from continuing operations Basic earnings per share (cents) 22,7 17,44 14,21 Headline earnings per share (cents) (27,2) 17,62 24,21 Fully diluted headline earnings per share (cents) (24,5) 15,42 20,43 Normalised headline earnings per share (cents) 10,6 26,78 24,21 Normalised fully diluted headline earnings per share (cents) 14,8 23,45 20,43 Earnings per share from total operations Basic earnings per share (cents) 0,7 13,43 13,33 Headline earnings per share (cents) (37,7) 14,53 23,33 Fully diluted headline earnings per share (cents) (35,4) 12,72 19,69 Normalised headline earnings per share (cents) (1,6) 23,70 23,33 Normalised fully diluted headline earnings per share (cents) 5,4 20,75 19,69 Reconciliation between earnings and headline earnings from continuing operations Attributable earnings 68 816 50 731 Goodwill impairment - 35 706 Plus: fair value adjustment 1 020 - Less: profit on sale of assets (318) - Headline earnings 69 518 86 437 Reconciliation between earnings and normalised headline earnings from continuing operations Attributable earnings 68 816 50 731 Changes in accounting estimates 50 245 - Tax adjustment on changes in accounting estimates (14 069) - Normalised earnings 104 992 50 731 Goodwill impairment - 35 706 Plus: fair value adjustment 1 020 - Less: profit on sale of assets (318) - Normalised headline earnings 105 694 86 437 Reconciliation between earnings and headline earnings from total operations Attributable earnings 52 984 47 585 Goodwill impairment - 35 706 Plus: fair value adjustment 1 020 - Plus: net loss on remeasurement to fair value 2 713 - Headline earnings 57 345 83 291 Reconciliation between earnings and normalised headline earnings from total operations Attributable earnings 52 984 47 585 Changes in accounting estimates 50 245 - Tax adjustment on changes in accounting estimates (14 069) - Normalised earnings 89 160 47 585 Goodwill impairment - 35 706 Plus: fair value adjustment 1 020 - Plus: net loss on remeasurement to fair value 2 713 - Normalised headline earnings 93 521 83 291 CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION As at As at 28 February 28 February 2010 2009 R'000 R'000 Audited Audited ASSETS Non-current assets 705 793 683 153 Property, plant and equipment 181 327 205 187 Investments - 412 Goodwill 504 458 464 407 Deferred tax 20 008 13 147 Current assets 773 284 566 009 Inventories 85 649 70 389 Trade and other receivables 553 807 345 955 Gross amount due from customers 62 278 89 443 Taxation 3 159 - Cash and cash equivalents 68 391 60 222 Non-current assets classified as held for sale 21 080 - Total assets 1 500 157 1 249 162 EQUITY AND LIABILITIES Equity attributable to owners of Sanyati Total equity 766 808 709 530 Share capital and premium 552 812 547 869 Share-based payment reserve 6 829 7 478 Retained earnings 207 167 154 183 Non-current liabilities 107 952 64 902 Vendor liabilities - 8 586 Long-term borrowings 62 261 32 978 Deferred taxation 45 691 23 338 Current liabilities 614 082 474 730 Trade and other payables 401 868 213 732 Gross amount due to customers 110 467 89 276 Current portion of interest-bearing borrowings 38 843 95 825 Current portion of vendor liabilities 38 318 17 530 Short-term provisions 1 755 1 460 Current tax payable 18 898 31 121 Bank overdraft 3 933 25 786 Liabilities directly associated with non- current assets classified as held for sale 11 315 - Total liabilities 733 349 539 632 Total equity and liabilities 1 500 157 1 249 162 SUPPLEMENTARY INFORMATION Year ended Year ended 28 February 28 February 2010 2009 Audited Audited Capital expenditure (R'000) 45 073 72 648 Weighted average number of shares ('000) 394 645 357 063 Number of shares in issue ('000) 440 037 399 975 Fully diluted number of shares ('000) 450 802 423 098 Net tangible asset value (NTAV) per share (cents) 59,6 61,3 Operating (EBITDA) margin (%) 8,6 7,4 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS Year ended Year ended 28 February 28 February 2010 2009 R'000 R'000 Audited Audited Cash generated by operations before working capital changes 109 065 134 202 Changes in working capital 7 391 9 825 Cash generated by operations 116 456 144 027 Interest received 15 575 12 068 Interest paid (14 792) (19 425) Taxation paid (28 704) (31 380) Net cash flows from operating activities 88 535 105 290 Cash flows from investing activities Purchase of property, plant and equipment (45 073) (72 648) Purchase of investment property (2 666) Proceeds from sale of property, plant and equipment 4 115 2 359 Proceeds from sale of business 16 749 Decrease/(increase) in investments 412 (1 830) Net cash flow from investing activities (26 463) (72 119) Cash flows from financing activities Increase in interest-bearing borrowings (15 133) 35 719 Decrease in vendor liability (16 917) (36 686) Net cash flows from financing activities (32 050) (967) Net increase/(decrease) in cash and cash equivalents 30 022 32 204 Cash and cash equivalents at beginning of period 34 436 2 232 Cash and cash equivalents at end of period 64 458 34 436 SEGMENTAL REPORT Revenue Revenue Year ended Year ended 28 February 28 February 2010 2009 R'000 R'000 Audited Audited Civils 1 769 541 1 090 166 Central 680 448 310 633 Coastal 593 890 506 278 North (including Civils Inland and old Civils North) 495 203 273 255 Specialist 304 753 314 753 Piling & Geotechnical 85 303 129 942 Buildings & Property Development 176 666 104 107 Conform 42 784 80 704 Corporate Services 38 792 41 205 Elimination of intergroup (115 920) (43 553) Total 1 997 166 1 402 571 EBITDA EBITDA Year ended Year ended 28 February 28 February 2010 2009 R'000 R'000 Audited Audited Civils 175 532 85 014 Central 72 102 41 968 Coastal 48 720 49 081 North (including Civils Inland and old Civils North) 54 710 (6 035) Specialist (8 719) 16 906 Piling & Geotechnical 6 320 (11 546) Buildings & Property Development (19 044) 4 175 Conform 4 005 24 277 Corporate Services 5 925 2 208 Elimination of intergroup - - Total 172 738 104 128 CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Share Share Treasury capital premium shares R'000 R'000 R'000 Balance as at February 2008 (audited) 3 235 116 (21 000) Total comprehensive income for the period - - - Treasury share consolidation - 3 000 (3 000) Transfer of fair value reserve - - - Share issues and adjustments 1 256 858 - Balance as at 28 February 2009 (audited) 4 494 974 (24 000) Total comprehensive income for the period - - - Share issues and adjustments * 59 190 (12 220) Balance as at 28 February 2010 (audited) 4 554 164 (36 220) *Amounts less than R1 000. Share-based Fair Shares to payment value be issued reserve reserve R'000 R'000 R'000 Balance as at February 2008 (audited) 315 760 2 353 3 111 Total comprehensive income for the period - - - Treasury share consolidation - - - Transfer of fair value reserve - - (3 111) Share issues and adjustments (238 869) 5 125 - Balance as at 28 February 2009 (audited) 76 891 7 478 - Total comprehensive income for the period - - - Share issues and adjustments (42 027) (649) - Balance as at 28 February 2010 (audited) 34 864 6 829 - *Amounts less than R1 000. Retained Total earnings equity R'000 R'000 Balance as at February 2008 (audited) 103 487 638 830 Total comprehensive income for the period 47 585 47 585 Treasury share consolidation - - Transfer of fair value reserve 3 111 - Share issues and adjustments - 23 115 Balance as at 28 February 2009 (audited) 154 183 709 530 Total comprehensive income for the period 52 984 52 984 Share issues and adjustments - 4 294 Balance as at 28 February 2010 (audited) 207 167 766 808 *Amounts less than R1 000. COMMENTARY GROUP OPERATING AND FINANCIAL REVIEW Despite tough trading conditions in the domestic construction market, as well as a number of operational challenges faced by Sanyati's non-core businesses, Sanyati has produced a satisfactory set of results. The most positive aspect of the results was the performance of the Group's three core civil construction businesses which generated outstanding results in a challenging environment. Group revenue grew by a more than satisfactory 42% to nearly R2,0 billion in the year (2009: R1,4 billion) and lifted operating profit before interest, taxation, depreciation and amortisation (EBITDA) as well as changes in estimates, by an impressive 66% to R173 million (2009: R104 million). This resulted in an EBITDA margin of 8,6% compared with 7,4% in 2009, a sterling performance in the face of increased competition in the civils construction industry. Sanyati posted a net interest received position of R0,8 million compared to a net interest paid position of R6,7 million in 2009. The increase of 15% in the year-on-year fully diluted normalised headline earnings per share from continuing operations from 20,4 cents in 2009 to 23,5 cents for 2010 is pleasing. Earnings per share from continuing operations increased by 23% to 17,4 cents per share (2009: 14,2 cents per share). Normalised earnings exclude the impact of the historic change in accounting estimates, which was recognised in the interim results for the six months ended 31 August 2009, of R50,2 million as well as the loss on discontinued operations resulting from the sale of the roads surfacing business announced in February this year. The total capital expenditure for the year amounted to R45 million (2009: R73 million), in light of an emphasis on cost control. A further R24 million in capital expenditure has been budgeted for the year ahead primarily for replacement of existing assets. The balance sheet reflects net gearing, including vendor liabilities, of R75 million (2009: R120 million). The net gearing ratio of 9,8% compares favourably to the 17,0% at 28 February 2009. Cash management continues to be an area of focus for Sanyati to ensure a healthy balance sheet for the Group to grow the business into its areas of strategic focus in the years ahead. DIVISIONAL RESULTS Civils divisions Sanyati North The new Sanyati North division, which includes the Civils Inland and old Civils North divisions, performed exceptionally well during the year. Revenue increased by an impressive 81% to R495 million resulting in an operating margin and operating profit of 11,0% and R55 million, respectively. The division is currently involved in the Gauteng Freeway Improvement Project (GFIP), a 23 km stretch of the N1 freeway from 14th Avenue in the south to the Buccleuch interchange in the north including major upgrades of Malibongwe Drive, William Nicol and Rivonia Road interchanges. Sanyati North is a partner in a joint venture with WBHO, Rainbow Construction, Patula, Glash and Munausi on this project. Another major project this division is involved in is the upgrade of the R40 through the centre of Nelspruit. Sanyati North was also involved in several high-profile contracts around the Soccer City FNB Stadium in preparation for the FIFA Soccer World Cup. Sanyati Coastal This division continued to build on the consistent growth record which it has achieved in KwaZulu-Natal over the last number of years. Turnover increased by 17% to R594 million (2009: R506 million) and the business generated an operating margin of 8,2% (2009: 9,7%) and an operating profit of R49 million for the year. This is an impressive result which was achieved in an increasingly competitive market. The highlight of the year was undoubtedly our ongoing role as a member of the Ilembe consortium in the execution of the demanding civil works component of the King Shaka Airport. The work was completed on time resulting in an extraordinary 36-month end- to-end construction period and the opening of the airport on time on 1 May 2010.Other high profile and successful projects included the ongoing AC pipe replacement programme across the greater Durban area, the two major road contracts between Mount Edgecombe and the new King Shaka International Airport, and the access road to the Greenville Hospital on the South Coast. Sanyati Central The Sanyati Central division performed exceptionally well and contributed significantly to the Group's overall performance. Revenue increased by a phenomenal 119% to R680 million (2009: R311 million) and operating profit was 70% higher at R72 million from R42 million a year earlier. The division's operating profit margin was 10,6% compared to an unprecedented 13,5% in the prior year. The decline in operating margin is a consequence of a change in the mix of the work undertaken and is also more reflective of current market conditions. Road and earthworks form the backbone of the engineering activities of Sanyati Central and as such the division has successfully completed various road and earthwork projects varying from GSM access roads in difficult geographical conditions, load dig and haul in open cast mining, large platforms for the mining industry and conventional roads that form part of the national roads network. The business continues to leverage off its experience and reputation in the rail market and is well advanced in the execution of the re-electrification and capacity upgrade of the Sishen-Saldanha line. Sanyati Central has a broad range of public sector clients including SANRAL, Transnet, provincial and local government. Private sector clients include Vodacom, MTN and mining companies in the Northern Cape. Specialist contractors Sanyati Conform Sanyati Conform reported revenue of R43 million (2009: R81 million) and operating profit of R4 million (2009: R24 million). This disappointing result was primarily due to the general downturn in Conform's traditional mining and industrial markets compounded by ongoing delays in the rollout of Eskom projects. Sanyati Conform continues to capitalise on partnering opportunities with the Civils divisions within Sanyati. A notable achievement was the excellent result at the UMK mine where Sanyati Conform was responsible for the construction of the load-out silos. Sanyati Piling & Geotechnical Sanyati Piling & Geotechnical also experienced tough trading conditions with a reduced turnover of R85 million (2009: R130 million) and an operating profit of R6 million. The business continues to expand its mix of opportunities away from its historical dependence on the KwaZulu-Natal market and was particularly successful with the award and successful execution of a lateral support project at the Zuikerbosch pump station for Rand Water Board. Sanyati Buildings & Property Development The poor performance of this division which generated a loss of R19 million for the year was primarily a result of confronting historic operational problems within the Buildings business. Interventions during the year included the replacement of the management team, deployment of competent contract and site agent staff to resolve project problems and a downsizing of the business. Property Development activity during the twelve months was directed solely at accelerating the conversion of work-in-progress to cash with a moratorium on any future development projects. The increase in revenue to R177 million (2009: R104 million) was aided by the proceeds from the sales of Property Development assets during the last six months. CORPORATE ACTIONS On 12 February 2010, Sanyati announced the disposal of its non-core asphalt manufacturing and supply plant to Aqua Transport (Pty) Limited (Aqua Trans), a wholly owned broad-based black economic empowerment company, for a cash consideration of R18 million. The disposal was effective 28 February 2010. The sale of this business was in line with a decision made in 2009 to exit non-core businesses and Sanyati delayed this disposal to ensure that it coincided with the completion of the Group's supply and paving contract at the King Shaka International Airport. BOARD CHANGES There have been a number of changes to the Board of directors over the past year. These changes have been resulted in greater compliance with the principles of King III and the Construction Charter. Appointments Malcolm Lobban was appointed Chief Executive Officer effective 1 May 2009 and John Deeb as the Chief Financial Officer effective 1 August 2009. On 25 January 2010, Sanyati announced the appointment of two independent non-executive directors in Zohra Ebrahim, as the Independent Non-executive Chairperson and Lesibana Fosu, who also chairs the Audit Committee. Resignations Rick Jackson (former CEO and Chairperson) resigned effective 15 January 2010, Archie Rutherford (executive director) on 11 May 2009, Marc Krouse (Chief Financial Officer) on 31 July 2009, Moses Sangweni (Human Resource executive) effective 22 January 2010 and Nhlanhla Khambule (non-executive director) on 29 March 2010. Moses Sangweni is however still employed by the Group within the Sanyati Coastal division. We acknowledge the contribution that they have all made in the building of Sanyati and wish them well. PROSPECTS The debate regarding government's well publicised infrastructure spend and the unanswered questions regarding timing, funding and procurement capacity continues. Notwithstanding the many challenges that lie ahead, Sanyati remains optimistic that this government infrastructure programme will ensure significant opportunities for the construction sector in the years ahead. The urgent need for grass roots service delivery to millions of South Africans in the vital areas of water, sanitation and shelter cannot be questioned. The importance of maintaining and expanding the country's rail, road and power infrastructure and capacity as the backbone for our economy is also well understood. Sanyati will therefore continue to adopt a strategy that optimises opportunities to meaningfully participate in this spend programme as and when it is rolled out. At the same time the Group has embarked on a selective and responsible strategy of expanding its business into the SADC region and leveraging off Sanyati's position in the mining infrastructural markets. Both these strategies provide an important hedge against the timing risks associated with government infrastructural spend programs and are significant opportunities in their own right. Sanyati currently has a confirmed order book of R1,0 billion with approximately R1,8 billion pending award. DIVIDENDS TO SHAREHOLDERS The Board has decided that based on current market conditions, no dividend will be declared for this financial year. BASIS OF PREPARATION The annual financial statements for the year ended 28 February 2010 are prepared in accordance with International Financial Reporting Standards, and in a manner required by the Companies Act, and the JSE Listings Requirements and the requirements of ISA 34 and incorporates responsible disclosure in line with the accounting philosophy of the Group. The financial statements are based on appropriate accounting policies consistently applied and supported by responsible and prudent judgments and estimates. AUDIT OPINION The Group's auditors, PKF Durban have audited the financial information in terms of Rule 3.18 of the Listing Requirements of the JSE Limited. Their unqualified audit opinion is available for inspection at Sanyati's offices. On behalf of the Board Malcolm Lobban John Deeb Chief Executive Officer Chief Financial Officer Bryanston 18 May 2010 CORPORATE INFORMATION Sanyati Holdings Limited ("Sanyati" or "the company" or "the Group") (Registration number 1988/002538/06) Share code: SAN ISIN: ZAE000081055 Directors: ZB Ebrahim (independent non-executive Chairperson), MH Lobban (Chief Executive Officer), JJ Deeb (Chief Financial Officer), RM Crowie (non-executive director), HM Dlamini (independent non-executive director), MR Gahagan (independent non-executive director) and LJ Fosu (independent non-executive director) Registered office: 2nd Floor, Pin Oak House, Ballyoaks Office Park, 35 Ballyclare Drive, Bryanston, 2191 Transfer secretaries: Computershare Investor Services (Pty) Limited, PO Box 61051, Marshalltown, 2008 Sponsor: Exchange Sponsors (2008) (Pty) Limited www.sanyati.co.za Date: 18/05/2010 07:06:06 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.

349710 SAN - Sanyati - Trading statement in respect of the year ended 28 February 2010 20100511 08:37:00 JSE Securities Exchange - SENS

SAN - Sanyati - Trading statement in respect of the year ended 28 February 2010

SAN SAN - Sanyati - Trading statement in respect of the year ended 28 February 2010 Sanyati Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1988/002538/06) Share code: SAN ISIN code: ZAE000081055 ("Sanyati" or "the Group") Trading statement in respect of the year ended 28 February 2010 In terms of paragraph 3.4(b) of the Listings Requirements of the JSE Limited, a company is required to publish a trading statement as soon as it becomes aware, with a reasonable degree of certainty, that the financial results for the next period to be reported on will differ by 20% or more from the financial results of the previous corresponding period. Shareholders are advised that Sanyati is currently finalising its results for the year ended 28 February 2010. Normalised fully diluted headline earnings per share from continuing operations is expected to be between 10% and 20% higher, and basic earnings per share from continuing operations between 20% and 30% higher than the prior comparative period. Shareholders were advised in October 2009 of the R50.2 million change in an accounting estimate which was recognised in the interim results for the six months ended 31 August 2009. Earnings per share (EPS) and headline earnings per share(HEPS) both factor in the impact of this amount of R50.2 million as well as the loss on discontinued operations resulting from the sale of the roads surfacing business announced in February 2010. As a result, EPS for the year ended 28 February 2010 is expected to be similar to the reported EPS for the year ended 28 February 2009, and for the same period, the 2010 HEPS, both basic and fully diluted, is expected to be between 35% and 45% lower than the reported 2009 HEPS. The financial information, on which this trading statement is based, has not been reviewed or reported on by the Group's auditors. The Group's financial results will be released on 18 May 2010. Bryanston 11 May 2010 Sponsor Exchange Sponsors Date: 11/05/2010 08:37:01 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.

349224 SAN - Sanyati Holdings Limited - Changes to the board of directors 20100330 16:28:00 JSE Securities Exchange - SENS

SAN - Sanyati Holdings Limited - Changes to the board of directors

SAN SAN - Sanyati Holdings Limited - Changes to the board of directors SANYATI HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 1988/002538/06) JSE Share code: SAN ISIN: ZAE000081055 ("Sanyati" or "the Company") CHANGES TO THE BOARD OF DIRECTORS In compliance with Section 3.59 of the Listing Requirements of the JSE Limited, Sanyati shareholders are hereby notified of the the resignation of Mr Nhlanhla Khambule as a non-executive director of the Board of the Company with effect from Monday, 29 March 2010. The Board expresses its appreciation for Nhlanhla's contribution and service to the Company and the Sanyati Group over the last four years since listing on the JSE. Durban 30 March 2010 Sponsor Exchange Sponsors Date: 30/03/2010 16:28:01 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.

346588 SAN - Sanyati Holdings Limited - Directors dealing in securities 20100226 12:49:00 JSE Securities Exchange - SENS

SAN - Sanyati Holdings Limited - Directors dealing in securities

SAN SAN - Sanyati Holdings Limited - Directors dealing in securities SANYATI HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 1988/002538/06) JSE Share code: SAN ISIN: ZAE000081055 ("Sanyati" or "the company") DIRECTORS DEALING IN SECURITIES Shareholders are advised that two executive directors of Sanyati and five directors of a major subsidiary of Sanyati, Sanyati Civil Engineering and Construction (Pty) Ltd, have accepted share options in terms of the Executive Share Incentive Scheme. In terms of paragraph 3.63 to 3.65 of the JSE Limited Listings Requirements, the following information is disclosed relating to Sanyati Executive Share Incentive Scheme options accepted by directors of Sanyati: Name of director: M Lobban Date of acceptance: 25 February 2010 Nature of transaction: Acceptance of options granted Number of shares & price: 2 500 000 at 47 cents per share Type and expiry date: American option, exercisable in equal tranches over the next three years as defined in the trust deed Class of security: Ordinary Shares Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director: J Deeb Date of acceptance: 25 February 2010 Nature of transaction: Acceptance of options granted Number of shares & price: 1 500 000 at 47 cents per share Type and expiry date: American option, exercisable in equal tranches over the next three years as defined in the trust deed Class of security: Ordinary Shares Nature of interest: Direct Beneficial Clearance obtained: Yes In terms of paragraph 3.63 to 3.65 of the JSE Limited Listings Requirements, the following information is disclosed relating to Sanyati Executive Share Incentive Scheme options accepted by directors of a major subsidiary of Sanyati, Sanyati Civil Engineering and Construction (Pty) Ltd: Name of director: J Gutter Date of acceptance: 25 February 2010 Nature of transaction: Acceptance of options granted Number of shares & price: 1 500 000 at 47 cents per share Type and expiry date: American option, exercisable in equal tranches over the next three years as defined in the trust deed Class of security: Ordinary Shares Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director: I Ferguson Date of acceptance: 25 February 2010 Nature of transaction: Acceptance of options granted Number of shares & price: 1 500 000 at 47 cents per share Type and expiry date: American option, exercisable in equal tranches over the next three years as defined in the trust deed Class of security: Ordinary Shares Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director: G van Schalkwyk Date of acceptance: 25 February 2010 Nature of transaction: Acceptance of options granted Number of shares & price: 1 500 000 at 47 cents per share Type and expiry date: American option, exercisable in equal tranches over the next three years as defined in the trust deed Class of security: Ordinary Shares Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director: M O'Reilly Date of acceptance: 25 February 2010 Nature of transaction: Acceptance of options granted Number of shares & price: 1 500 000 at 47 cents per share Type and expiry date: American option, exercisable in equal tranches over the next three years as defined in the trust deed Class of security: Ordinary Shares Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director: M Sangweni Date of acceptance: 25 February 2010 Nature of transaction: Acceptance of options granted Number of shares & price: 500 000 at 47 cents per share Type and expiry date: American option, exercisable in equal tranches over the next three years as defined in the trust deed Class of security: Ordinary Shares Nature of interest: Direct Beneficial Clearance obtained: Yes In addition the following information is disclosed in terms of share options accepted by new directors of Sanyati as an incentive to join the company: Name of director: M Lobban Date of acceptance: 25 February 2010 Nature of transaction: Acceptance of options granted Number of shares & price: 2 500 000 at 47 cents per share Type and expiry date: American option, exercisable in equal tranches over the next three years as defined in the trust deed Class of security: Ordinary Shares Nature of interest: Direct Beneficial Clearance obtained: Yes Name of director: J Deeb Date of acceptance: 25 February 2010 Nature of transaction: Acceptance of options granted Number of shares & price: 1 500 000 at 47 cents per share Type and expiry date: American option, exercisable in equal tranches over the next three years as defined in the trust deed Class of security: Ordinary Shares Nature of interest: Direct Beneficial Clearance obtained: Yes Shareholders will be advised once the above options have been exercised. 26 February 2010 Durban Sponsor: Exchange Sponsors Date: 26/02/2010 12:49:02 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.

344529 SAN - Sanyati Holdings Limited - Sale of the Road Surfacing Business and 20100212 09:06:00 JSE Securities Exchange - SENS

SAN - Sanyati Holdings Limited - Sale of the Road Surfacing Business and

SAN SAN - Sanyati Holdings Limited - Sale of the Road Surfacing Business and Withdrawal of Cautionary Announcement SANYATI HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 1988/002538/06) JSE Share code: SAN & ISIN: ZAE000081055 ("Sanyati" or "the Company") SALE OF THE ROAD SURFACING BUSINESS AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT 1. INTRODUCTION Shareholders are referred to the cautionary announcement dated 7 January 2010, where it was announced that Sanyati had entered into negotiations regarding the sale of its Road Surfacing business. Sanyati has now concluded an agreement to sell its Road Surfacing business, comprising the static asphalt manufacturing and supply plant in Verulam (KwaZulu-Natal) ("the Road Surfacing business"), to Aqua Transport and Plant Hire (Pty) Limited ("Aqua Trans") ("the transaction"). 2. RATIONALE FOR THE TRANSACTION Sanyati is a broad-based civil engineering and construction company operating throughout South Africa. The company executes projects on behalf of a number of private clients, parastatals and government departments. During 2009, Sanyati performed an in depth review of the strategic fit of businesses within the group, which led to the identification of certain non core activities, including the Road Surfacing business. The sale of this business is in line with this decision and has been timed to coincide with the completion of the supply and paving contract at the King Shaka Airport. An important part of the transaction is the agreement to form a strategic relationship with Aqua Trans, who are strongly positioned in the plant hire industry. The exit from this specialist activity should be viewed separately from Sanyati's ongoing commitment and involvement in a multitude of roads projects (including upgrades, new roads and road rehabilitation) which remains a core focus area and capability of Sanyati. 3. TERMS AND CONDITIONS OF THE TRANSACTION 3.1 On 10 February 2010 Sanyati entered into an agreement to sell, with effect from 28 February 2010, its Road Surfacing Business to Aqua Trans. All conditions precedent have been fulfilled and the transaction is unconditional in all respects. The cash proceeds from the disposal is R18 000 000 plus a further amount equal to the value of the stock on the premises of the Road Surfacing business at the effective date. 3.2 The cash proceeds from the disposal is receivable as follows: 3.2.1 Initial Payment An amount of R1 750 000 in cash was received on 7 January 2010. 3.2.2 Final payment The remaining balance is receivable in cash on 28 February 2010. 4. UNAUDITED PRO FORMA FINANCIAL EFFECTS OF THE TRANSACTION The unaudited pro forma financial effects set out below are provided for illustrative purposes only and to provide information about how the transaction may have impacted on Sanyati's results and financial position. Due to the nature of the unaudited pro forma financial information, it may not give a fair presentation of the Company's results and financial position after the transaction. The unaudited pro forma financial effects are based on the unaudited interim financial information of Sanyati at 31 August 2009. The directors of Sanyati are responsible for the preparation of the unaudited pro forma financial effects. Before the Pro forma Change transaction After the Unaudited transaction interim Unaudited 31 August 2009 interim 31 August 2009 Earnings per share (cents) 3.73 3.98 6.59% Headline earnings per share 3.78 4.27 12.83% (cents) Fully diluted headline 3.52 3.97 12.83% earnings per share (cents) Normalised headline earnings 12.97 13.46 3.74% per share (cents) Normalised fully diluted 12.07 12.52 3.74% headline earnings per share (cents) Net asset value per share 170.96 170.51 -0.26% (cents) Net tangible asset value per 61.20 60.75 -0.74% share (cents) Weighted average shares in 393 687 393 687 issue (`000) Fully diluted shares in issue 423 098 423 098 at period end (`000) Notes: (1) The unaudited pro forma financial effects on the results were prepared on the basis that the transaction was completed on 1 March 2009. (2) The "Before the transaction" column has been extracted, without adjustment, from the unaudited interim results of Sanyati for the six months ended 31 August 2009. (3) The "After the transaction" earnings, headline earnings, fully diluted headline earnings, normalised headline earnings and normalised fully diluted headline earnings per share have been based on the exclusion of the Road Surfacing Business' results for the six months and the inclusion of the profit and loss on the sale of assets in terms of the transaction. (4) The "After the transaction" net asset value and net tangible asset value per share have been adjusted to exclude the assets of the Road Surfacing Business and include the cash proceeds received as well as accounting for the profit and loss on sale of the assets. 5. WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT Caution is no longer required to be exercised by shareholders when dealing in their securities. Durban 12 February 2010 Sponsor Exchange Sponsors Date: 12/02/2010 09:06:02 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.

343589