Notice of GM

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”)

Notice of General Meeting

Notice is hereby given that a General Meeting of Shareholders (“General Meeting”) will be held at the offices of Numis Securities Limited, The London Stock Exchange Building,         10 Paternoster Square, London EC4M 7LT on Thursday, 9 February 2017 at 09:30. Please note that as the General Meeting will be held at The London Stock Exchange (“LSE”) all attendees will be required to show ID in order to gain entry to the meeting venue.

The resolutions passed at the Company’s Annual General Meeting held on 25 November 2016 did not include the customary resolution to disapply the statutory pre-emption rights or, as is required in terms of the Listings Requirements of the JSE Limited (“JSE”), to allow the Company to carry out a general issue of ordinary shares for cash (“General Issue”).  The Company now wishes to obtain the rights to provide the board of directors (“Board”) with the flexibility to proceed with a General Issue, as and when suitable opportunities arise.

Accordingly, the General Meeting is being convened in order to propose, amongst other things, a resolution to disapply the statutory pre-emption rights and a resolution as required by the JSE to allow the Company to proceed with a General Issue.

A circular to Shareholders (“the Circular”) setting out details of the proposed resolutions, including the notice convening the General Meeting, will be posted to Shareholders on Tuesday, 17 January 2017.

Shareholders are advised that the Circular and Notice of General Meeting will be available on the Company’s website http://www.panfricanresources.com from Tuesday, 17 January 2017.

Salient dates and times in relation to the General Meeting

The salient dates and times in relation to the General Meeting are set out below:

	2017
Posting of Circular and notice of General Meeting	Tuesday, 17 January
Last day to trade to be eligible to participate and vote at the General Meeting	Thursday, 2 February
Record date to be eligible to participate and vote at the General Meeting	Tuesday, 7 February
Latest time and date for receipt of completed forms of proxy for the General Meeting (or electronic proxy appointments) at 09:30 a.m. GMT	Tuesday, 7 February
Latest time and date for receipt of CREST Proxy Instruction  at 09:30 a.m. GMT	Tuesday, 7 February
General Meeting be held at 9.30 a.m. GMT on Tuesday, 7 February 2017 at the offices of Numis Securities Limited at The London Stock Exchange Building, 10 Paternoster Square, London EC4M 7LT	Thursday, 9 February
Results of General Meeting released on the regulatory news service of the JSE and the LSE	Thursday, 9 February

Notes:

1. The dates and times above are subject to change.  Any changes will be released on the regulatory news service of the JSE and the LSE. All times in this announcement are GMT unless otherwise stated.

2. Should the General Meeting be adjourned or postponed, it is requested that forms of proxy be received by no later than 48 hours (excluding Saturdays, Sundays and statutory or proclaimed public holidays in South Africa and the United Kingdom) prior to the time of the adjourned or postponed General Meeting.

Johannesburg
16 January 2017

CONTACT INFORMATION

Corporate Office
The Firs Office Building
1st Floor, Office 101
Cnr. Cradock and Biermann Avenues
Rosebank, Johannesburg
South Africa
Office:   + 27 (0) 11 243 2900
Facsimile: + 27 (0) 11 880 1240

Registered Office
Suite 31
Second Floor
107 Cheapside
London
EC2V 6DN
United Kingdom
Office:   + 44 (0) 207 796 8644
Facsimile: + 44 (0) 207 796 8645

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                  John Prior / Paul Gillam
St James's Corporate Services Limited         Numis Securities Limited
Company Secretary                Nominated Adviser and Joint Broker
Office: + 44 (0) 207 796 8644                         Office: [phone]

Natalie Di-Sante                                              Matthew Armitt / Ross Allister
Standard Bank                                                Peel Hunt LLP
JSE Transaction Sponsor                              Joint Broker
Office: + 27 (0) 11 721 6125                          Office: [phone]

Julian Gwillim              Lorna Cobbett
Aprio Strategic Communications                    Bell Pottinger PR
Public & Investor Relations SA                       Public & Investor Relations UK
Office: [phone]                            Office: + 44 (0) 203 772 2564

Jeffrey Couch/Neil Haycock/Thomas Rider
BMO Capital Markets Limited
Joint Broker
Office: [phone]

www.panafricanresources.com