Director/PDMR Shareholding & Issue of Equity

Pan African Resources PLC                           

(Incorporated and registered in England and Wales under Companies Act 1985 with
                registered number 3937466 on 25 February 2000)                 

                                 AIM Code: PAF                                 

                                 JSE Code: PAN                                 

                              ISIN: GB0004300496                               

                       ("Pan African" or the "Company")                        

DEALINGS IN SECURITIES BY A DIRECTOR

The Company was notified on 12 March 2015 of the following dealing in respect
of the Company's ordinary shares of 1 pence each ("Shares"):

Name of director:                       KC Spencer                             
                                                                               
Company of which he is a director:      Pan African Resources Plc              
                                                                               
Nature of transaction:                  Exercise of options granted in 2008 in 
                                        terms of the Company's Share Option    
                                        Plan                                   
                                                                               
Class of securities:                    Shares                                 
                                                                               
Date of transaction:                    12 March 2015                          
                                                                               
Number of securities:                   1,500,000                              
                                                                               
Price per security:                     ZAR0.83 ("Strike Price")               
                                                                               
Value of transaction:                   ZAR1,245,000                           
                                                                               
On-market or off-market:                Off-market                             
                                                                               
Nature of interest:                     Indirect beneficial                    
                                                                               
Clearance given in terms of Paragraph   Yes                                    
3.66:                                                                          
                                                                               

Further to this exercise of options by Mr Spencer, the Company has issued
1,500,000 Shares at the Strike Price for a total consideration of ZAR1,245,000
to Mr Spencer's family trust - Strode Trust.

Following this issue of Shares, the total issued share capital of the Company
comprises 1,831,494,763 Shares with no Shares held in treasury. Accordingly,
the figure of 1,831,494,763 Shares may be used by shareholders as the
denominator for the calculations by which they will determine if they are
required to notify their interest in, or a change to their interest in the
Company under the FCA's Disclosure and Transparency Rules.

Mr Spencer's total indirect beneficial interest in Pan African after the
exercise of options is 3,000,000 Shares, representing 0.16% of the issued share
capital of the Company.

Application will be made to the AIM market of the London Stock Exchange ("AIM")
and to the exchange operated by JSE Limited ("JSE") for 1,500,000 Shares to be
admitted to trading on AIM and for listing on the JSE, with admission to
trading and listing on both markets expected to occur on 19 March 2015.

Cobus Loots                             Deon Louw                              
                                                                               
Pan African Resources PLC               Pan African Resources PLC              
                                                                               
Chief Executive Officer                 Financial Director                     
                                                                               
Office: + 27 (0)11 243 2900             Office: + 27 (0)11 243 2900            
                                                                               
Phil Dexter                             Peter Stewart                          
                                                                               
St James's Corporate Services Limited   Canaccord Genuity Limited              
                                                                               
Company Secretary                       Nominated Adviser                      
                                                                               
Office: + 44 (0)207 796 8644            Office: [phone]            
                                                                               
Sholto Simpson                          Matthew Armitt / Ross Allister         
                                                                               
One Capital                             Peel Hunt LLP                          
                                                                               
JSE Sponsor                             Joint Broker                           
                                                                               
Office: + 27 (0)11 550 5009             Office: [phone]           
                                                                               
Julian Gwillim                          Daniel Thöle                           
                                                                               
Aprio Strategic Communications          Bell Pottinger PR                      
                                                                               
Public & Investor Relations SA          Public & Investor Relations UK         
                                                                               
Office: [phone]              Office: + 44 (0)203 772 2500           

For further information on Pan African, please visit the website at
www.panafricanresources.com

13 March 2015

Sponsor: One Capital