EX-19 16 item19exhibits.htm EX-19
85
ITEM 19. EXHIBITS
The following
exhibits are
filed as a part
of this Annual
Report:
1.1
(1)
Memorandum of
Association
of DRDGOLD Limited.
1.2
(6)
Articles of
Association of
DRDGOLD Limited,
as amended on
November 8, 2002.
http://www.sec.gov/Archives/edgar/data/1023512/000104746902008746/a2096282zex-1_2.txt
1.3
(1)
Excerpts of
relevant provisions
of the South
African Companies
Act.
1.5
(9)
Memorandum of
Incorporation,
as amended on
November 30,
2012.
http://www.sec.gov/Archives/edgar/data/1023512/000120561313000188/ex1_5.htm
2.1
(1)
Excerpts of
relevant provisions
of the Johannesburg
Stock Exchange
Listings Requirements.
2.2
(4)
Indenture between
DRDGOLD Limited,
as Issuer, and The
Bank of New
York Mellon, as Trustee, dated
November
12, 2002.
http://www.sec.gov/Archives/edgar/data/1023512/000104746902008746/a2096282zex-2_2.txt
4.1
(2)
Deposit Agreement
among DRDGOLD
Limited, The
Bank of New York Mellon as
Depositary, and owners
and
holders of American
Depositary Receipts,
dated as of August
12, 1996, as
amended and restated
as of October
2, 1996,
as further
amended and restated
as of August
6, 1998, as
further amended
and restated
July 23, 2007.
4.2
(3)
Form of Non-Executive
Employment Agreement.
4.3
(3)
Form of Executive
Employment Agreement.
4.4
(4)
Agreement between
DRDGOLD Limited
and Rand Refinery
Limited, dated
October 12,
2001.
http://www.sec.gov/Archives/edgar/data/1023512/000104746902008746/a2096282zex-4_36.txt
4.5
(12)
Local Mine Bullion
Refining Agreement
between DRDGOLD
Limited and Rand
Refinery Limited,
dated June 27,
2018.
http://www.sec.gov/Archives/edgar/data/1023512/000102351218000003/exhibit4.htm
4.9
(8)
Sale of Shares and Claims Agreement entered into by Village
Main Reef Limited (“Village”),
DRDGOLD Limited
(“DRDGOLD”) (“Seller”), Business Venture
Investments No 1557 Proprietary Limited (“Purchaser”) and
Blyvooruitzicht Gold Mining Company Limited (“Blyvoor”)
dated February 11, 2012.
http://www.sec.gov/Archives/edgar/data/1023512/000120561312000150/ex4_140.htm
4.10
(9)
Heads of Agreement entered into by Trans
-Caledon Tunnel Authority (“TCTA’),
Ergo Mining Operations
Proprietary Limited (“EMO”), East Rand Proprietary Mines Limited (“ERPM”)
and Crown Gold Recoveries
Proprietary Limited (“CGR”) (collectively CGR, EMO and ERPM are called “the
Ergo Group”) dated November
28, 2012.
http://www.sec.gov/Archives/edgar/data/1023512/000120561313000188/ex4_39.htm
4.13(11)
Settlement Agreement between DRDGOLD Limited ("DRDGOLD") and
VMR Gold Investments 02 Proprietary
Limited ("VMR Gold") dated May 28, 2015.
http://www.sec.gov/Archives/edgar/data/1023512/000120561315000144/ex4_42.htm
8.1(13)
List of Subsidiaries
.
10.1(12)
DRD Exchange Agreement entered into by DRDGOLD Limited (“DRDGOLD”) and
Sibanye Gold Limited
http://www.sec.gov/Archives/edgar/data/1023512/000102351218000003/exhibit10.htm
10.2(12)
Sibanye-Stillwater Exchange Agreement entered into by Sibanye
Gold Limited and K2017449061 (South Africa)
Proprietary Limited (to be renamed WRTRP
Proprietary Limited) and including DRDGOLD Limited
(“DRDGOLD”)
http://www.sec.gov/Archives/edgar/data/1023512/000102351218000003/exhibit10002.htm
10.3(12)
DRD Guarantee issued by DRDGOLD Limited (“DRDGOLD”) to and
in favor of Sibanye Gold Limited.
http://www.sec.gov/Archives/edgar/data/1023512/000102351218000003/exhibit10003.htm
86
ITEM 19. EXHIBITS
The following
exhibits are
filed as a part
of this Annual
Report:
10.5
(12)
Closing and
Amending Agreement,
dated 20 July
2018, among Sibanye
Gold Limited,
WRTRP Proprietary
Limited
and DRDGOLD
Limited; each
of the following
annexures are
incorporated
by reference
to Sibanye-Stillwater's
Schedule 13-D,
Exhibit 99.5
filed with the
Securities and
Exchange Commission
on July 31, 2018
Annexure A —
Approval of Financial
Surveillance
Department of
SARB;
Annexure B —
JSE Approval
of DRD Circular;
Annexure C —
TRP Approval of
DRD Circular;
Annexure D —
Approval in
Terms of Competition
Act;
Annexure E —
Press Announcement
Confirming Approval
of DRD Shareholders;
Annexure F —
Environmental
Authorisations
and Waste Management Licences;
Annexure G —
Confirmation
of VAT
Registration
of Issuing Party;
Annexure H —
Lender’s Consent
in Terms of the Rand
Revolving Credit
Facility; and
Annexure I —
Employees of
the Business
as at the Delivery
Date of the
Closing and
Amending Agreement.
http://www.sec.gov/Archives/edgar/data/1023512/000110465918048791/0001104659-18-048791-index.htm
http://www.sec.gov/Archives/edgar/data/1023512/000102351218000003/exhibit10005.htm
10.6
(12)
Revolving Credit
Facility.
http://www.sec.gov/Archives/edgar/data/1023512/000102351218000003/exhibit10006.htm
10.8
(13)
ABSA Ergo Mining
Performance
Guarantee Number
175 02 0183033
G
10.9
(14)
Second Addendum
to the Revolving
Credit Facility
Agreement entered
into on August
1, 2018
12.1
(14)
Certification
pursuant to
Section 302 of
the Sarbanes-Oxley
Act of 2002.
12.2
(14)
Certification
pursuant to
Section 302 of
the Sarbanes-Oxley
Act of 2002.
13.1
(14)
Certification
pursuant to
Section 906 of
the Sarbanes-Oxley
Act of 2002.
13.2
(14)
Certification
pursuant to
Section 906 of
the Sarbanes-Oxley
Act of 2002.
101.INS
(14)
XBRL Instance
Document
101.SCH
(14)
XBRL Taxonomy Extension
Schema Document
101.CAL
(14)
XBRL Taxonomy Extension
Calculation
Linkbase Document
101.DEF
(14)
XBRL Taxonomy Extension
Definition Linkbase
Document
101.LAB
(14)
XBRL Taxonomy Extension
Label Linkbase
Document
101.PRE
(14)
XBRL Taxonomy Extension
Presentation
Linkbase Document
___________
87
ITEM 19. EXHIBITS
The following
exhibits are
filed as a part
of this Annual
Report:
(1)
Incorporated
by reference
to our Registration
Statement (File
No. 0-28800) on
Form 20-F.
(2)
Incorporated
by reference
to Amendment
No. 1 to our
Registration
Statement (File
No.
333-140850
) on Form F-6.
(3)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended June 30,
2000.
(4)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended June 30,
2002.
(5)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended June 30,
2005.
(6)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended June 30,
2006.
(7)
Incorporated
by reference
to our Annual Report
on Form 20-F for
the fiscal
year ended June
30, 2010.
(8)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended June 30,
2012.
(9)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended
June 30, 2013.
(10)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended June 30,
2014.
(11)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended June 30,
2015.
(12)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended June 30,
2018.
(13)
Incorporated
by reference
to our Annual Report
on Form 20-F for
the fiscal
year ended June
30, 2019.
(14)
Incorporated
by reference
to our Annual
Report on Form
20-F for the
fiscal year
ended June 30,
2020.
(15)
Filed herewith.