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AFRICAN DAWN ANNUAL REPORT 2020

Form of proxy

African Dawn Capital Limited
Incorporated in the Republic of South Africa
Registration number 1998/020520/06
Share code: ADW
ISIN: ZAE000223194
(African Dawn” or “the Company”)
For the use of shareholders who:
1. are registered as such and who have not dematerialised their African Dawn ordinary shares; or
2. hold dematerialised African Dawn ordinary shares in their own name,
at the African Dawn annual general meeting to be held at the offices of Elite Group, Horizon Shopping Centre, 3rd Floor, Corner Sonop and
Ontdekkers Roads, Horizon View, Roodepoort, on Wednesday, 4 November 2020 at 10h00 (“the Annual General Meeting”).

Dematerialised shareholders holding shares other than with “own name” registration, must inform their central securities depository participant
(“CSDP”) or broker of their intention to attend the Annual General Meeting and request their CSDP or broker to issue them with the necessary
letter of representation to attend the Annual General Meeting in person and to vote or provide their CSDP or broker with their voting instructions
should they not wish to attend the Annual General Meeting in person. These shareholders must not use this form of proxy.

I/We (please print name in full)
of (address)
being a shareholder(s) of African Dawn and holding ordinary shares hereby appoint (name in block letters)

1. him/her, or failing him,

2. him/her, or failing him,

3. the Chairman of the Annual General Meeting as my/our proxy to attend, speak and vote on my/our behalf at the Annual General Meeting
for the purposes 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 the resolutions and/or abstain from voting in respect of the shares in
the issued share capital of the Company registered in my/our name(s) in accordance with the following instructions (see note 2).

Number of votes (one vote per ordinary share)
Ordinary Resolutions Agenda Item For Against Abstain
Ordinary resolution 1 Confirmation of appointment of Mr B Stagman as an independent non-executive
director
Ordinary resolution 2 Confirmation of appointment of Mr D Danker as an executive director
Ordinary resolution 3 Re-election of Mr S Roper as an independent non-executive director
Ordinary resolution 4 Re-appointment of Ms V Lessing to the audit and risk committee
Ordinary resolution 5 Re-appointment of Mr S Roper to the audit and risk committee
Ordinary resolution 6 Appointment of Mr B Stagman to the audit and risk committee
Ordinary resolution 7 Re-appointment of the independent registered auditor
Ordinary resolution 8 Non-binding endorsement of the Company’s remuneration policy
Ordinary resolution 9 General authority to issue ordinary shares for cash
Special Resolutions Agenda item For Against Abstain
Special resolution 1 Approval of the non-executive directors’ remuneration
Special resolution 2 General approval to acquire own shares
Special resolution 3 Inter-company financial assistance
Special resolution 4 Financial assistance for the subscription and/or purchase of shares in the
Company or a related or inter-related company

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