CIRCULAR TO SHAREHOLDERS
Regarding a
RENOUNCEABLE RIGHTS OFFER
Of 43,100,861 “A” Ordinary Shares of ZMW 0.01 (one Zambian ngwee) par value each , fully subscribed for by GRZ, and 28,402,997 “B” Ordinary Shares of ZMW 0.01 (one Zambian ngwee) par value each comprising 19,482,040 “B” Ordinary Shares and 8,920,957 “B” Ordinary Shares, fully subscribed for by GRZ and NAPSA respectively, in the share capital of ZCCM‐IH (the “new Ordinary Shares”), at a subscription price of ZMW 29.23 per new Ordinary Share (“Rights Offer Price”);

RENOUNCEABLE CLAW‐BACK RIGHTS OFFER
Of the 8,920,957 “B” Ordinary Shares subscribed for by NAPSA, on the basis of 4 (four) new Ordinary Shares for every 5 (five) Ordinary Shares already held as at the Record Date, payable in full on acceptance;
and
Incorporating the information required for a Pre‐Listing Statement for the purposes of providing information to the public.

DIRECTORS RESPONSIBILITY STATEMENT
The Directors of ZCCM‐IH, whose names are given in section E on pages 33 to 34 of this Circular, collectively and individually accept full responsibility for the accuracy of the information contained in this Circular and confirm that to the best of their knowledge and belief, there are no other facts the omission of which would make any statement false or misleading, that they have made all reasonable enquiries to ascertain such facts and that the Circular contains all information required by law and the LuSE Listing Requirements. Each of the Joint Financial Advisers to the Offer and the listing, Sponsoring Broker, Legal Adviser, Co‐Legal Adviser, Transfer Agent and Independent Reporting Accountant have consented in writing to act in the capacities stated and to their names being stated and, where applicable, their reports being included in this Circular…

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Circular to Shareholders regarding a Renounceable Rights Offer