Steinhoff Global Settlement

Part 7.A. Transactions in Steinhoff Shares: guidance

Purpose of this section

Please use this Part 7 of this Claim Form entitled "Transactions in Steinhoff Shares" to supply all required details of your purchases, sales and relevant holdings of Steinhoff Shares and the relevant dates thereof. Failure to report all such information may result in the rejection of your Claim in whole or in part.

Required Transaction Information and Supporting Evidence

Please provide all of the requested information with respect to all of your relevant transactions and holdings of Steinhoff Shares. If any of the requested documents or information are not in your possession, please obtain a certified copy or equivalent documents from the relevant broker because these documents are necessary to prove and process your Claim. Failure to provide this documentation could delay review of your Claim or result in rejection of your Claim in whole or in part.

Please submit with this Claim Form reliable evidence, as well as related supporting documentation for transactions and/or holdings of Steinhoff Shares (in electronic format) including, but not limited to:

1. bank or brokerage statements from a third-party financial institution that include the claimant’s name, account number, shareholdings and transactional history and printed on their letterhead or accompanied by a written and duly signed declaration of the bank or broker;
2. records of transactions from a third-party bank and/or broker that include claimant name, account number, shareholdings and transactional history and printed on their letterhead or accompanied by a written and duly signed declaration of the bank or broker;
3. certificates issued by Steinhoff Group Companies for shares it administered that include claimant name, account number and shareholdings, to the extent that the share remains certificated and has not been dematerialised;
4. print-screens of a claimant’s shareholdings and transactions history that have been signed by a bank/broker and printed on their letterhead or accompanied by a written and duly signed declaration of the bank or broker; or
5. a written and duly signed declaration from a third-party entity which (i) is regulated and audited and (ii) has credible systems to maintain and keep trading data as business records confirming the shareholdings and transactional history, that includes: claimant name, account number and shareholdings and transactional history, provided that the Claims Administrator may require additional documentation to support the declaration and confirm the authenticity of the respective transactions.

The following supporting documentation will in any event not be considered reliable evidence of the existence of a Claim by an MPC Claimant: (i) print-screens of a claimant’s shareholdings and/or transactional history that have not been signed by a bank and printed on their letterhead or are not accompanied by a written and duly signed declaration of the bank or broker; (ii) (sworn) statements, affidavits, self-generated reports and hand-written reports drafted by individual retail claimants themselves; and (iii) self-generated tax related documents.

For more information on the required documentation we refer to Schedule 2 of the SRF and Claims Administration Conditions (Required Claim Information) available at: www.steinhoffsettlement.com.

The Claims Administrator may request such additional information and/or documentation as it deems necessary and appropriate. SRF may provide guidance in respect of the necessary evidentiary documentation.

Determination by SRF

SRF, upon advice of the Claims Administrator, will determine whether and to what extent you are entitled to compensation for your claim, based upon information and documentary evidence submitted through this Claim Form to the Claims Administrator. This determination will be made by SRF in accordance with the Proposals (including the Steinhoff Allocation Plan and the SRF and Claims Administration Conditions), as approved and confirmed by the relevant courts. The Proposals, the Steinhoff Allocation Plan and the SRF and Claims Administration Conditions can be found here: www.steinhoffsettlement.com.

Part 7.B. Transactions in Steinhoff Shares

You must provide the information requested below on your holdings of Steinhoff Shares. Before completing this Part, please consider the Steinhoff Allocation Plan carefully for guidance on which transaction types are relevant for the purposes of your Claim.

Beginning Holdings Number of Steinhoff shares owned at the close of business on 1 March 2009:

End Holdings Number of Steinhoff shares held at the close of business on 5 December 2017:

You must submit proof of your End Holding.

You must submit proof of your End Holding. Acceptable proof includes a bank or brokerage statement from a third-party financial institution that shows your name, account number and End Holding and which is printed on the bank/broker’s letterhead or accompanied by a written and duly signed declaration of the bank or broker. Self-generated documents will not be accepted. If you are unable to provide any evidence of your End Holding, you will not qualify as an MPC Claimant.

Click the "Browse" or "Choose File" button and select the relevant file from your computer. The selected files will be uploaded when the "Agree and Submit" button is clicked.

Required documentation may be uploaded in .jpg,.jpeg,.tif,.tiff,.gif,.png,.pdf format only. You may upload up to 10 files. A single file cannot be larger than 30 MB.

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Transactions. Please provide details of all purchases, sales, transfers and bond conversions of Steinhoff Shares made during the period from the opening of business on 2 March 2009 through to the close of business on 6 December 2017 . You must provide details of all transactions during this period.

Transaction Type select Purchase Sale Transfer In Transfer Out Share Conversion (Bonds)

Number of Shares

Price per share   Cents .
                  

Transaction total (Excluding commission)   Cents .
                                                

Currency select Euro Rand Other

Trade Date

Bond Series select 2015 Convertible Bond 2016 Convertible Bond 2017 Convertible Bond 2018 Convertible Bond

Date of Share Conversions select

Original Purchase Date

Evidence of Original bond purchase date submitted    Yes      No

Original Purchase Date

Purchase Evidence Submitted
Yes      No

Transfer Evidence Submitted
Yes      No

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You must submit proof of all transactions in Steinhoff shares.

You must submit proof of all transactions in Steinhoff shares listed above which includes brokerage and trade statements that include your name, account number, trade date, number of shares and price per share. Beginning holdings of Steinhoff shares can be confirmed with monthly holding statements. Self-generated documents will not be accepted.

Click the "Browse" or "Choose File" button and select the relevant file from your computer. The selected files will be uploaded when the "Agree and Submit" button is clicked.

Required documentation may be uploaded in .jpg,.jpeg,.tif,.tiff,.gif,.png,.pdf format only. You may upload up to 10 files. A single file cannot be larger than 30 MB.

 

Part 8.A. Compensation Payment Information: guidance

In the event SRF finally determined that you are eligible to receive compensation for your Claim, you will receive the payment of the compensation after the Bar Date. The payment will be transferred to your bank account (in respect of a cash payment) or securities account (in respect of a payment in shares, if applicable) in accordance with the details provided by you in this Part 8. Such details should be provided in accordance with the SRF and Claims Administration Conditions. As set out in the Terms and Conditions, you bear the risk that the payment / account details are incorrect. You can only provide one bank account and one securities account (meaning also one account for Claimants that are joint owners or beneficiaries of a Claim).

Please note that payments by SRF (if any) will be made in Euro (EUR) or South African Rand (ZAR), in accordance with the Proposals (as applicable). If you are: (i) entitled to receive a cash payment in ZAR; and (ii) a South African resident, your ZAR cash payment can be made only into a South African bank account.

IMPORTANT NOTE TO OVERSEAS MPC CLAIMANTS

THE PPH SHARES (AS DEFINED BELOW) HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE US SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT") OR UNDER THE RELEVANT SECURITIES LAWS OF ANY STATE OR TERRITORY OR OTHER JURISDICTION OF THE UNITED STATES AND WILL NOT BE LISTED ON ANY STOCK EXCHANGE IN THE UNITED STATES. THE PPH SHARES ARE EXPECTED TO BE DISTRIBUTED TO MPC CLAIMANTS IN THE UNITED STATES IN RELIANCE UPON THE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT PROVIDED BY SECTION 3(A)(10) THEREOF, OR PURSUANT TO ANOTHER EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT.

OTHER OVERSEAS MPC CLAIMANTS SHOULD CONSULT THEIR INDEPENDENT PROFESSIONAL ADVISERS AS TO WHETHER THEY REQUIRE ANY GOVERNMENTAL OR OTHER CONSENTS OR NEED TO OBSERVE ANY OTHER FORMALITIES TO ENABLE THEM TO RECEIVE THE PPH SHARES TO WHICH THEY ARE ENTITLED UNDER THE PROPOSALS. IF AN MPC CLAIMANT IS IN ANY DOUBT AS TO HIS OR HER ELIGIBILITY TO RECEIVE PPH SHARES THEY SHOULD CONTACT THEIR INDEPENDENT PROFESSIONAL ADVISER IMMEDIATELY.

Part 8.B. Compensation Payment Information

Payment in cash

PLEASE NOTE THAT YOU SHOULD PROVIDE DETAILS OF A SOUTH AFRICAN BANK ACCOUNT TO THE EXTENT YOU ARE A SOUTH AFRICAN RESIDENT AND ARE ENTITLED TO RECEIVE A PAYMENT IN ZAR.

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Payment in shares

PLEASE NOTE THAT THE PPH SHARES CAN ONLY BE TRANSFERRED DIRECTLY TO THE MPC CLAIMANT OR TO A NOMINEE REGISTERED WITH STRATE PROPRIETARY LIMITED.

Please indicate whether you are eligible to receive shares in Pepkor Holdings Limited ("PPH Shares").

You (the MPC Claimant) will be "ineligible" to receive PPH Shares if each of the following conditions is met: (i) you are not a natural person; (ii) you previously exclusively held SIHNV Shares listed on the Frankfurt Stock Exchange; and (iii) your internal rules or regulations prohibit you from owning Johannesburg Stock Exchange listed shares, and such rules have been in place since prior to 27 July 2020 (i.e. you are a "Qualifying Ineligible Claimant").

Please note that, if you click "No, I am not eligible to receive PPH Shares" below (and only in that situation), the final determination as to your eligibility will be made by the SRF, upon the advice of the Claims Administrator. You will be notified of this decision in the Claim Determination.

Options

Yes, I am eligible to receive PPH Shares
No, I am not eligible to receive PPH Shares because I am a Qualifying Ineligible Claimant (as defined above)

Part 9.A. Filing instructions: guidance

SoP proceedings

This Part is only relevant to SIHNV MPC Claimants.

If you are an SIHNV MPC Claimant, you are invited to file your SIHNV MPC Relevant Claim.

If you submit this Claim Form to the Claims Administrator on or before the Voting Record Date (15 June 2021) you file such SIHNV MPC Relevant Claim(s) in the SoP. If the Voting Record Date has passed, your SIHNV MPC Relevant Claim(s) may still be admitted in the SoP:

1. until two days before the Voting Hearing, if you so request at the Voting Hearing and neither the SoP Administrator nor – in the event of a meeting in accordance with Section 255(1)(2°) DBA – any of the other attending creditors object; or
2. at the Voting Hearing, if you reside outside of the European part of the Netherlands and provided that you were unable to file your SIHNV MPC Relevant Claim(s) earlier.

By submitting this Claim Form, your SIHNV MPC Relevant Claim will be filed for the Claim Value as initially determined (for the purposes of the SoP Proceedings only) by the Claims Administrator. Alternatively, you may indicate to file your SIHNV MPC Relevant Claim for a different amount. Please note however that:

1. the SoP Administrator will contest ("betwisten") all SIHNV MPC Relevant Claims that are filed for an amount that differs from the Claim Value as initially determined (for the purposes of the SoP Proceedings only) by the Claims Administrator in accordance with the Valuation Principles; and
2. the SoP Administrator will propose the supervisory judges in the SoP Proceedings to admit all SIHNV MPC Relevant Claims for an amount that equals the Claim Value as initially determined (for the purposes of the SoP Proceedings only) by the Claims Administrator in accordance with the Valuation Principles.

Please note that the SoP Administrator will request the District Court of Amsterdam to appoint a SoP Committee of Representatives. If appointed by the District Court of Amsterdam, the SoP Committee of Representatives, instead of individual creditors of SIHNV, will vote on the SIHNV Composition Plan. This Claim Form therefore does not entitle or invite you to cast a vote on the SIHNV Composition Plan. The SoP Committee of Representatives (if appointed) will be exclusively entitled to vote on the SIHNV Composition Plan. You can find further information on the appointment and composition of the SoP Committee of Representatives (when available) online at: www.steinhoffsettlement.com.

This filing is also referred to as the "SIHNV Filing Instruction".

Section 155 Proceedings

This Part is only relevant to SIHPL MPC Claimants.

The SIHPL Section 155 Proposal will be put to a vote at a virtual Section 155 Meeting. If you qualify as a SIHPL MPC Claimant, you may be eligible to cast your vote in respect of the SIHPL Section 155 Proposal at the virtual Section 155 Meeting.

If (i) you submit this Claim Form to the Claims Administrator on or prior to the date stipulated therefor, which date shall be published on www.steinhoffsettlement.com and (ii) the Claims Administrator initially determines that you qualify as a SIHPL MPC Claimant, you also instruct the Claims Administrator to incorporate the SIHPL MPC Relevant Claim(s) in the report to be submitted by the Claims Administrator to the chairperson of the virtual Section 155 Meeting for admission in the Section 155 Proposal. This will be referred to as the "SIHPL Filing Instruction".

In the SIHPL Filing Instruction, you can elect whether you wish to attend the virtual Section 155 Meeting personally and vote at that Meeting or to appoint a proxy (such as the chairperson of the virtual Section 155 Meeting) to attend the virtual Section 155 Meeting and vote on your behalf. If you choose to provide a proxy to the chairperson, you must instruct the chairperson to vote either in favour of or against the SIHPL Section 155 Proposal (or abstain from voting) on your behalf. This voting proxy can be revoked prior to the Section 155 Meeting.

If you do not fill out the voting proxy but do wish to give a proxy to someone else to vote on your behalf at the virtual Section 155 Meeting, you can still submit a separate proxy until 72 hours prior to the Section 155 Meeting. Please contact the Claims Administrator for more information in this case.

If you do not wish to instruct the chairperson of the virtual Section 155 Meeting or a third party to vote on your behalf, you may participate in the virtual Section 155 Meeting yourself. In this case, SIHPL and/or the Claims Administrator on its behalf will send you an invite to participate in the virtual Section 155 Meeting to vote in respect of the SIHPL Section 155 Proposal.

You can find further information on how to participate in the virtual Section 155 Meeting at: www.steinhoffsettlement.com.

Part 9.B. The Filing Instructions

Please note that this part only applies to the extent you filed your SIHNV MPC Relevant Claims before 15 June 2021 and/or your SIHPL MPC Relevant Claims before the deadline for submission of the Claim Form if you wish to attend and vote at the Section 155 Meeting, which date shall be published on www.steinhoffsettlement.com.

1. By (electronically) signing and submitting this Claim Form, I (we) submit my (our) Claims with the Claims Administrator in respect of SIHNV MPC Relevant Claims and the chairperson of the virtual Section 155 Meeting in respect of SIHPL MPC Relevant Claims, and:

SIHNV Filing Instruction:

2. To the extent that, as determined after the initial review of the Claims Administrator, I (we) qualify as an SIHNV MPC Claimant with respect to the purchase of SIHNV Shares between 7 December 2015 o.o.b. and 5 December 2017 c.o.b., I (we):
   1. file our SIHNV MPC Relevant Claim(s) (i.e. the claims relating to the purchase of shares between 7 December 2015 o.o.b. and 5 December 2017 c.o.b.) with the Claims Administrator in the SoP, for:
      1. the Claim Value as initially determined (for the purposes of the SoP Proceedings only) by the Claims Administrator in accordance with the Valuation Principles; or
      2. the following amount in EUR:
   2. instruct the Claims Administrator to do all such things concerning the respective SIHNV MPC Relevant Claim(s) that the Claims Administrator may deem necessary in respect of the above actions; and

SIHPL Filing Instruction:

3. To the extent, as determined after the initial review of the Claims Administrator, I (we) qualify as a SIHPL MPC Claimant with respect to the purchase of SIHPL Shares in the period prior to 6 December 2015 c.o.b.:
   1. appoint and instruct the Claims Administrator to incorporate my (our) SIHPL MPC Relevant Claim(s) (i.e. the claims relating to the purchase of shares prior to 6 December 2015 c.o.b.) in the report to be submitted by the Claims Administrator to the chairperson of the virtual Section 155 Meeting for admission in the Section 155 Proposal, for the Claim Value as initially determined (for the purposes of the Section 155 Meeting only) by the Claims Administrator in accordance with the Valuation Principles, and take all necessary actions in relation thereto.

IF YOU DO NOT WISH TO APPOINT A PROXY, PLEASE SELECT ‘NO PROXY’

1. I (we) appoint and instruct:
   1. the chairperson of the virtual Section 155 Meeting;
   2. a third party, namely:
      Name

      Address

      Phone

      Email
   3. no proxy

ONLY IF YOU ELECTED TO PROVIDE A PROXY TO THE CHAIRPERSON, SELECT ONE OF THE FOLLOWING CHOICES, OTHERWISE YOU OR THE ELECTED THIRD PARTY ON YOUR BEHALF CAN PARTICIPATE IN THE SECTION 155 MEETING

to do any of the following actions at the virtual Section 155 Meeting on my (our) behalf:

1. vote IN FAVOUR of the SIHPL Section 155 Proposal on the basis of such SIHPL MPC Relevant Claim(s) (i.e. the claims relating to the purchase of shares prior to 6 December 2015 c.o.b.) filed with the Claims Administrator;
2. vote AGAINST the SIHPL Section 155 Proposal on the basis of such SIHPL MPC Relevant Claim(s) (i.e. the claims relating to the purchase of shares prior to 6 December 2015 c.o.b.) filed with the Claims Administrator; or
3. ABSTAIN from voting with respect to the SIHPL Section 155 Proposal on the basis of such SIHPL MPC Relevant Claim(s) (i.e. the claims relating to the purchase of shares prior to 6 December 2015 c.o.b.) filed with the Claims Administrator,

and to do all such things concerning the respective claim(s) that it may deem necessary in respect of the above actions.

Conditions of the Filing Instructions

By providing this SIHNV Filing Instruction and the SIHPL Filing Instruction to the Claims Administrator, as applicable, I (we):

1. accept that I am (we are) bound by such SIHNV Filing Instruction and SIHPL Filing Instruction, as applicable;

2. to the extent a voting proxy is provided, accept that the party appointed may exercise the voting actions stipulated by the proxy with respect to the then current version of the SIHPL Section 155 Proposal, including in the event the SIHPL Section 155 Proposal is amended before the virtual Section 155 Meeting, to the extent the voting proxy has not been revoked;

3. only to the extent I (we) qualify as an SIHNV MPC Claimant with respect to the purchase of SIHNV Shares between 7 December 2015 o.o.b. and 5 December 2017 c.o.b., as established after the initial review of the Claims Administrator:

   1. accept that if the SoP Committee of Representatives is appointed by the District Court of Amsterdam I (we) will not be entitled to vote with respect to the SIHNV Composition Plan and that instead the SoP Committee of Representatives if so appointed by the District Court of Amsterdam will be entitled to vote with respect to the SIHNV Composition Plan;

   2. accept that the Claims Administrator will initially determine the Claim Value of the SIHNV MPC Relevant Claims in accordance with the Valuation Principles only for the purpose of admission in the SoP;

   3. accept that if I (we) indicate an amount of my (our) SIHNV MPC Relevant Claims for a different amount than initially determined (for the purposes of the SoP Proceedings only) by the Claims Administrator, the SoP Administrator will contest my (our) SIHNV MPC Relevant Claims at the Voting Hearing; and

   4. authorise the Claims Administrator to disclose full details of the name, full legal entity name (if applicable) and all other relevant information required to submit my (our) SIHNV MPC Relevant Claim(s) in the SoP, and to the extent necessary, to the SoP Administrator, the supervisory judges in the SoP and the District Court of Amsterdam.

4. only to the extent I (we) only to the extent I (we) qualify as a SIHPL MPC Claimant with respect to the purchase of SIHPL Shares in the period prior to 6 December 2015 c.o.b., as established after the initial review of the Claims Administrator:

   1. accept that the Claim Value of the SIHPL MPC Relevant Claims will be determined in accordance with the Valuation Principles only for the purposes of the Claims Administrator executing the SIHPL Filing Instruction; and

   2. authorise the Claims Administrator to disclose full details of the name, full legal entity name (if applicable) and all other relevant information required in order to submit the SIHPL MPC Relevant Claim(s) to the chairperson of the virtual Section 155 Meeting,

   3. and, to the extent the voting proxy is provided:
   1. accept that you will be represented at the virtual Section 155 Meeting by proxy granted to the party appointed in the voting proxy;
   2. accept that the party appointed in the voting proxy will cast the votes at the virtual Section 155 Meeting in respect of the SIHPL Section 155 Proposal by proxy on behalf of your SIHPL MPC Relevant Claims; and

5. agree and acknowledge that the SIHNV Filing Instruction and the SIHPL Filing Instruction, as applicable, are governed by the laws of the Netherlands.

Part 10.A. Representations: guidance

In order for the Claims Administrator and SRF to be able to accurately assess your Claim and to rely on the information submitted by you, you need to make certain representations and warranties as set out in this Part 10.

Part 10.B. Representations

By signing and submitting this Claim Form, I (we) make the following representations and warranties to SRF and the Claims Administrator on the date of this Claim Form in each case by reference to the facts and circumstances existing on such date. Each of the following representations and warranties are made on your behalf:

1. (in the case of natural persons) I (we) have full legal capacity (in Dutch: "handelingsbekwaam"), have been declared of age and otherwise have full contractual capacity in respect of the execution of this Claim Form and have not been (i) placed under curatorship or tutelage (as applicable) (in Dutch: "onder curatele gesteld"), (ii) granted suspension of payments (in Dutch: "surseance verleend") or declared bankrupt (in Dutch: "failliet verklaard") or insolvent and am (are) not subject to a debt rescheduling (in Dutch: "schuldsanering natuurlijke personen WSNP") or (iii) subjected to any analogous proceedings in any jurisdiction and the administration over my (our) assets has not been entrusted to another person (in Dutch: "onder bewind gesteld");
2. (in the case of legal persons) it is duly incorporated (if a corporate person) or duly established (in any other case) and validly existing under the law of its jurisdiction of incorporation or formation;
3. (in the case of legal persons) it has not had its assets placed under administration (in Dutch: "onderbewind gesteld") and has not been (i) dissolved (in Dutch: "ontbonden"), merged (in Dutch: "gefuseerd") or split up (in Dutch: "gesplitst"), (ii) subjected to any prevention, intervention and resolution measures (including the preparation of a transfer plan) under the Financial Supervision Act (in Dutch: "Wet op het financieel toezicht") (iii) subjected to any one of the insolvency proceedings listed in Annex A to Regulation (EU) 2015/848 on insolvency proceedings (recast) or any insolvency proceedings under the Insolvency Act 24 of 1936 as read with the Companies Act 71 of 2008 and Chapter XIV if the Companies Act 61 of 1973 or any analogous proceedings in any jurisdiction, including bankruptcy (in Dutch: "faillissement") and moratorium (in Dutch: "surseance van betaling") or (iv) liquidated (whether provisionally or finally) or deregistered or placed under business rescue or any analogous proceedings;
4. the obligations expressed to be assumed by me (us) in terms of this Claim Form are legal, valid, binding and enforceable;
5. the entry into and performance by me (us ) of this Claim Form and the transactions contemplated under it do not and will not conflict with any law or regulation applicable to my (our) constitutional documents (if applicable);
6. I (we) have the power to enter into, perform and deliver, and have taken all necessary action to authorise the entry into, performance and delivery of this Claim Form and the transactions contemplated by this Claim Form and the Proposals and such authorisation is valid, complete and in full force and effect as of the date of this Claim Form;
7. all authorisations required for the performance by me (us) of this Claim Form and the transactions contemplated under it have been obtained or effected and are in full force and effect;
8. I (we) have not entered into any side agreements with any Released Party (as defined in the SIHNV Composition Plan) or related third party, other than set out in the Annex to this Claim Form;
9. the Claims in relation to which I (we) are submitting this Claim Form are not encumbered (including, but not limited to, by any claim, charge, mortgage, lien, restriction, assignment, option, equitable right, power of sale, pledge, hypothecation, security interest, usufruct, retention of title, right of pre-emption, right of first refusal or other third party right or security interest of any kind or an agreement, arrangement or obligation to create any of the foregoing), and there is no attachment levied on those Claims, in such way that I (we) cannot (or an assignor, if applicable, could not) freely make use of my (our) Claim(s) as envisaged in this Claim Form;
10. beyond those accounts identified in this Claim Form, I (we) do not own any accounts in the same capacity containing Steinhoff Shares that would entitle me (us) to participate in the SoP Settlement Fund and, to the extent I (we) do own multiple accounts in the same capacity containing such Steinhoff Shares, I (we) have aggregated my (our) Claims in respect of such accounts into one Claim Form; and
11. the statements made in this Claim Form and the documents accompanying it are complete, true and accurate.

Part 11.A. Releases: guidance

The persons that are entitled to receive a compensation for their claims under the Proposals, in return must provide a full and final release and waiver of claims against Steinhoff, its group companies, its directors and officers (in respect of claims related to matters after 5 December 2017) and its advisers (in respect of claims related to matters after 5 December 2017). Please seek legal advice if you are uncertain what such release and waiver entails.

Part 11.B. Releases Steinhoff

1 Definitions

2 Waivers and releases to Steinhoff, D&Os and advisers of Steinhoff

I (we) agree to fully, finally and irrevocably release (verlenen finale kwijting) on a several basis and waive any and all of their rights in connection with:

2.1 any and all Claims it may have against SIHNV, SIHPL and any other Steinhoff Group Company in respect of all matters relating (directly or indirectly) to the Events and/or the Allegations, such releases to be effective as of the date of receipt by SRF, alternatively by SRF taking control, of the Gross Settlement Fund;

2.2 any and all actual and/or potential direct and/or indirect, contractual and non-contractual (including statutory) Claims it may have against any D&Os in relation to any matters, facts and circumstances that occurred after 5 December 2017, save for fraud and gross misconduct, such releases to be effective as of the date of receipt by SRF of the D&O Settlement Funds; and

2.3 any and all actual and/or potential direct and/or indirect, contractual and non-contractual (including statutory) Claims it may have against advisers retained by any Steinhoff Group Company and their personnel, offices, partners and directors in relation to any matters, facts and circumstances that occurred after 5 December 2017, save for fraud and gross misconduct, such releases to be effective as of the date of receipt by SRF, alternatively by SRF taking control, of the Gross Settlement Fund.

Part 11.A. Submission to Jurisdiction: guidance

The submission of this Claim Form requires you to agree to the jurisdiction of the Dispute Committee in the event of any disputes in respect of your claim. You can find the Dispute Committee Rules here: www.steinhoffsettlement.com.

Please note that the Proposals and the SRF and Claims Administration Conditions each have their own jurisdiction and governing law clauses. You can find these documents here: www.steinhoffsettlement.com. You are also required to explicitly agree to submit your relevant Claims to the jurisdiction of those forums.

Part 11.B. Submission to Jurisdiction

Inquiries of the Claims Administrator and the Dispute Committee

By submitting this Claim Form, I (we) agree to be subject to inquiry by the Claims Administrator and, if applicable, the Dispute Committee with respect to the eligibility, validity and/or amount of the claim(s) for compensation made in this Claim Form. This includes providing all documentation requested by the Claims Administrator and as required in the performance of its duties.

Jurisdiction; choice of forum

By signing and submitting this Claim Form, I agree:

1. in accordance with clause 6.6.1 of the SRF and Claims Administration Conditions and with paragraph 2.1 of the regulations of the Dispute Committee set out in Schedule 5 (Dispute Committee Rules) of the SRF and Claims Administration Conditions, which are published on www.steinhoffsettlement.com, to submit to the exclusive jurisdiction of the Dispute Committee to resolve by way of binding advice (in Dutch: "bindend advies") under article 7:900 et seq. of the Dutch Civil Code and agree to the exclusive applicability of Dutch law in respect thereof: all matters and disputes between SRF, a Settlement Creditor (including an MPC Claimant) and/or a Respondent (including SIHNV and SIHPL) (as defined in the SRF and Claims Administration Conditions) in relation to the question whether and to which extent the MPC Claimant is entitled to compensation pursuant to the SRF Settlement Documents (as defined in the SRF and Claims Administration Conditions) (including the Claim Determination), as well as the matters and disputes relating to duplicate claims set out in clause 6.4.5(iii) of the SRF and Claims Administration Conditions;
2. to the extent I (we) am (are) an SIHNV MPC Claimant only, in accordance with Clause 16 of the SIHNV Composition Plan, to submit to the exclusive jurisdiction of the Netherlands Arbitration Institute ("NAI") to resolve the following disputes by arbitration in accordance with the NAI Arbitration Rules: any disputes exclusively arising out of or in connection with the SIHNV Composition Plan, including disputes concerning its existence, its validity and any non-contractual obligations, to the extent such disputes do not fall under the jurisdiction of (i) the Dispute Committee; or (ii) the competent court in respect of a request to set aside (in Dutch: "ontbinden") the SIHNV Composition Plan within the meaning of Section 280(1) in conjunction with Section 165 DBA;
3. to the extent I (we) am (are) a SIHPL MPC Claimant only, in accordance with Clause 46.2 of the SIHPL Section 155 Proposal, to submit to the non-exclusive jurisdiction of the High Court of South Africa, Western Cape Division, Cape Town, with respect to any disputes arising out of or in connection with the SIHPL Section 155 Proposal (other than disputes referred to the Dispute Committee as set out above);
4. in accordance with Clause 8.2 of the SRF and Claims Administration Conditions, to submit to the exclusive jurisdiction of the NAI, to resolve the following disputes by arbitration in accordance with the NAI Arbitration Rules: any disputes arising out of or in connection with the SRF and Claims Administration Conditions, including disputes concerning the existence and validity thereof, but excluding disputes where the Dispute Committee has exclusive jurisdiction; and
5. in accordance with Clause 8.3 of the SRF and Claims Administration Conditions, to submit to the exclusive jurisdiction of the Amsterdam District Court (and its appellate courts), or, to the extent it involves a dispute in my (our) capacity as SIHPL MPC Claimant, the High Court of South Africa, Western Cape Division, Cape Town, regarding summary proceedings in respect of any disputes arising out of or in connection with the SRF and Claims Administration Conditions; and
6. in accordance with paragraph 2.4 of the Dispute Committee Rules, in relation to any dispute or procedure in connection with and/or further to the Dispute Committee Rules and any dispute settled or anticipated to be settled on the basis of the Dispute Committee Rules the Amsterdam District Court (the Netherlands) shall have exclusive jurisdiction, unless you are a national of or established in South Africa, in which case the High Court of South Africa, Western Cape Division, Cape Town shall have exclusive jurisdiction.

Part 12. Processing of Personal Data

1. Steinhoff International Holdings N.V. ("SIHNV"), a company incorporated under the laws of the Netherlands, registered with the Dutch Trade Register under number 63570173, and with its registered address at Building B2, Vineyard Office Park, corner of Adam Tas and Devon Valley Road, Stellenbosch, Western Cape, South Africa, and
2. Steinhoff International Holdings (Pty) Ltd ("SIHPL"), a company incorporated under the laws of South Africa, registered under number 1998/003951/07, and with its principal place of business at Building B2, Vineyard Office Park, corner of Adam Tas and Devon Valley Road, Stellenbosch, Western Cape, South Africa,
   
   both acting as joint controllers,

have appointed the Claims Administrator for the processing of the personal data (i.e. any information relating to you as an identified or identifiable individual) that you include in this Claim Form for the purpose of the Steinhoff Group Settlement to which you want to participate (the "Personal Data").

As from the date on which the SIHNV Composition Plan and the SIHPL Section 155 Proposal will become effective (the "Settlement Effective Date"), the Stichting Steinhoff Recovery Foundation (SRF) , a foundation (to be) incorporated under the laws of the Netherlands and registered with the Dutch trade register, acting as (independent) controller, will take over from SIHNV and SIHPL and become controller of the processing of the Personal Data by the Claims Administrator while SIHNV and/or SIHPL will continue processing the Personal Data solely to the extent necessary in the context of the (execution and implementation of the) Steinhoff Group Settlement.

The Personal Data will be processed as referred to above in accordance with the EU General Regulation on Data Protection (2016/679) (the "GDPR") and the Dutch GDPR Implementation Act (Uitvoeringswet Algemene Verordening gegevensbescherming) as well as Section 14 of the Constitution of South Africa and the South African Protection of Personal Information Act 4 of 2013 and the Regulations Relating to the Protection of Personal Information, 2018 – GN R1383/2018 and the UK Data Protection Act 2018 and any other relevant data protection legislation as may be applicable (jointly the "Data Protection Regulations").

Purposes and legal basis of the processing of the Personal Data

SIHNV and SIHPL jointly until the Settlement Effective Date and SRF thereafter will process the Personal Data for the purposes of administering, assessing and settling your Claim in the context of the Settlement Fund (as defined in the SRF and Claims Administration Conditions).

Such processing of the Personal Data shall take place pursuant to the legitimate interests of SIHNV and SIHPL as well as of SRF after the Settlement Effective Date, as a legal basis, such legitimate interest being to execute and implement the terms of the SIHNV Composition Plan and the SIHPL Section 155 Proposal as required by the District Court of Amsterdam, the High Court of South Africa, Western Division, Cape Town, as well as any other relevant jurisdictions (as applicable), including to determine whether to dispute or defend a Claim Determination with the Dispute Committee. Such legitimate interest has been assessed in consideration of your own interests and fundamental rights. The provision of the Personal Data is required to enable you to participate in the Settlement Funds. Failure to provide the Personal Data will prevent you from participating.

In no case will the processing of the Personal Data entail any (solely) automated decision-making.

Recipients of the Personal Data

The Personal Data will be shared with the following categories of recipients for the above purposes, on a need to know basis in the context of the Steinhoff Group Settlement:

1. third parties advising and assisting SIHNV and SIHPL as well as SRF, such as accountants, bailiffs, lawyers and notaries;
2. the Claims Administrator;
3. entities of the Claims Administrator’s group, including outside the European Union;
4. sub-processors of the Claims Administrator;
5. the SoP Administrator, the Supervisory Judges, the SoP Committee of Representatives and the chair of the voting meeting of the SIHPL Section 155 Proposal;
6. the Dispute Committee;
7. the Deloitte Firms and the D&O Insurers; and
8. any national and/or international regulatory or enforcement body or court provided we are legally required to share the Personal Data or decide to do so as part of our legal defence.

As the case may be, the above recipients may act as controllers or processors. In the latter case, the processors may only process the Personal Data on behalf of SIHNV, SIHPL and (after the Settlement Effective Date) SRF based on their instructions and must comply with specific contractual obligations SIHNV, SIHPL and/or SRF are imposing on them for the protection of the Personal Data in accordance with the Data Protection Regulations.

Some of the above recipients are located in a country outside the European Economic Area which is not considered adequate from a data protection viewpoint by the EU Commission (such as the USA and South Africa). In that case, appropriate safeguards shall be implemented, such as the relevant Standard Contractual Clauses adopted by the EU Commission. You can obtain a copy of these clauses upon request using the communications referred to below.

Retention of the Personal Data

The Personal Data shall be retained as long as necessary for the administration of your Claim or as long as required by law. It shall be destroyed or anonymised shortly thereafter.

Your rights

You may exercise the following rights under the conditions and within the limits set forth in the Data Protection Regulations:

1. the right to access the Personal Data as processed by SIHNV, SIHPL and SRF and, if you consider that any Personal Data is incorrect, obsolete or incomplete, to request its correction or updating;
2. the right to request the erasure of the Personal Data or the restriction of its processing;
3. the right to object, in whole or in part, to the processing of your Personal Data; and
4. the right to request the portability of the Personal Data, i.e. that it be returned to you or transferred to the entity of your choice, in a structured, commonly used and machine-readable format and subject to confidentiality obligations.

In addition to the above rights, if you consider that we have not processed your Personal Data in accordance with the Data Protection Regulations, you have the right to file a complaint with the competent data protection authority(ies).

Contact us

If you have any question about the processing of the Personal Data or want to exercise any of the above rights, please contact the Claims Administrator via info@steinhoffsettlement.com.

Part 13. Documentary requirements for representatives only

Are you filing this Claim Form in a representative capacity?

Yes I am filing the Claim Form in a representative capacity
No I am filing the Claim Form on my own behalf

Part 14. Signature

YOU MUST ELECTRONICALLY SIGN THIS CLAIM FORM ON THIS PAGE. SUBMISSION OF THE CLAIM FORM MEANS SUBMISSION TO THE CLAIMS ADMINISTRATOR.

FAILURE TO SIGN WILL RESULT IN A REJECTION OF YOUR CLAIM.

IF YOU ARE FILING AS OR ON BEHALF OF A JOINT ACCOUNT HOLDER, THE CLAIM FORM MUST BE SIGNED BY OR ON BEHALF OF ALL ACCOUNT HOLDERS. PLEASE CLICK "+" TO ADD ADDITIONAL SIGNATURES.

Your typed name will serve as your electronic signature.

Please state your representative capacity (for representatives only).

Annex

Settlement Agreement Deloitte, D&O and D&O Insurers

Guidance

The D&O Insurers (also on behalf of the Insured Persons, as defined in the SSSA) and the Deloitte Firms have agreed to offer additional compensation to MPC Claimants in respect of their Claims relating to the Events and/or the Allegations. Their offers are hereafter referred to as the D&O Insurers Market Purchase Claimants Offer and the Deloitte Market Purchase Claimants Offer. Under the terms of these offers, MPC Claimants may be eligible to receive a payment pursuant to these offers in addition to compensation under the Steinhoff settlement. To be eligible for this additional compensation under the D&O Insurers Market Purchase Claimants Offer and the Deloitte Market Purchase Claimants Offer you must confirm your acceptance in accordance with the instructions and terms below. For completeness sake, in return for the additional compensation you agree to the full, final and irrevocable releases and waivers of rights as set out in the following section.

Therefore, the following section will ask you to confirm whether you accept the D&O Insurers Market Purchase Claimants Offer and/or the Deloitte Market Purchase Claimants Offer and agree to the releases and waivers of rights. Acceptance of the respective offers by ticking the acceptance boxes in the following sections also means acceptance of the conditions as set out therein.

If you do NOT wish to accept the offers, please only tick the non-acceptance box at the end of the following section. In that case, you will NOT be eligible to receive a payment of additional compensation under the D&O Insurers Market Purchase Claimants Offer and the Deloitte Market Purchase Claimants Offer.

Please make sure that you have received independent legal advice about the risks of and the legal merits and the reasonableness of the D&O Insurers Market Purchase Claimants Offer and the Deloitte Market Purchase Claimants Offer.

Annex

Settlement Deloitte, D&O and D&O Insurers

1 Introduction

1.1 Capitalised terms used but not defined in this Annex have the meaning given to them in the Proposals.

1.2 In a press release dated 27 July 2020, Steinhoff announced its global settlement offer. The settlement consideration as proposed by Steinhoff thereunder was stated to be independent from recoveries that claimants may make from other sources and that such recoveries (if any) will be in addition to the settlement consideration proposed by Steinhoff.

1.3 Since then:

1. the Deloitte Firms have made a settlement offer to all MPC Claimants (the "Deloitte Market Purchase Claimants Offer"). The terms of the Deloitte Market Purchase Claimants Offer can be found here; and
2. the D&O Insurers (also on behalf of certain Insured Persons) have made a settlement offer to all MPC Claimants (the "D&O Insurers Market Purchase Claimants Offer"). The terms of the D&O Insurers Market Purchase Claimants Offer can be found here.

1.4 Participation in either the Deloitte Market Purchase Claimants Offer or the D&O Insurers Market Purchase Claimants Offer is NOT a requirement for either eligibility:

1. to vote in the Voting Hearing on the SIHNV Composition Plan or the SIHPL Section 155 Proposal; or
2. for payment from the SoP Settlement Fund under the SIHNV Composition Plan or the SIHPL Section 155 Proposal.

1.5 This means that any payments pursuant to the Deloitte Market Purchase Claimants Offer and the D&O Insurers Market Purchase Claimants Offer are in addition to any payments to which you may be entitled under the SIHNV Composition Plan and/or the SIHPL Section 155 Proposal (as applicable).

1.6 As recorded below, the acceptance by the MPC Claimants of the D&O Insurers Market Purchase Claimants Offer (the "D&O Insurers Agreement") and acceptance of the Deloitte Market Purchase Claimants Offer (the "Deloitte Agreement" and, together with the D&O Insurers Agreement, the "Agreements") through this Claim Form is intended to acknowledge (and as the case may be perfect) the waivers and releases to the D&O Beneficiaries, the Deloitte Beneficiaries and the (other) Audit Firms that are included in Clause 12 of the SIHNV Composition Plan (as amended) and/or Clause 27.16 of the SIHPL Section 155 Proposal (as amended) to the extent they are not already binding by operation of law. The confirmations contained herein shall not impair or diminish any of the binding nature of the waivers and releases in Clause 12 of the SIHNV Composition Plan and/or Clause 27.16 of the SIHPL Section 155 Proposal whether by operation of law or otherwise.

1.7 I (we) agree that the Claims Administrator is hereby authorised to disclose a copy of this Annex to the Deloitte Firms and the D&O Insurers.

2 Agreement with the D&O Insurers Market Purchase Claimants Offer

2.1 I (we) irrevocably accept the D&O Insurers Market Purchase Claimants Offer.

2.2 I (we) agree and acknowledge that acceptance of the D&O Insurers Market Purchase Claimants Offer means that I (we) may be eligible to receive compensation from the D&O Insurers Market Purchase Claimants Offer, and in return I (we) agree to the waivers and releases in the following paragraphs which I (we) accept will be legally binding and effective in respect of all my (our) Claims including those that the SRF ultimately determines are not accepted for any compensation in accordance with the terms of the D&O Insurers Market Purchase Claimants Offer and the SRF and Claims Administration Conditions.

3 Full, final and irrevocable discharge and release of D&O Beneficiaries

3.1 Subject to the occurrence of the Settlement Effective Date and receipt by SRF of the D&O Insurers Market Purchase Claimants Offer and D&O Steinhoff Additional Support Offer (as defined in the SSSA), as of the Settlement Effective Date, I (we) fully, finally, irrevocably and on a several basis:

1. waive any and all of my (our) rights and Claims in any jurisdiction against any D&O Beneficiaries; and
2. release (verlenen finale kwijting) the D&O Beneficiaries from any Liability in respect of:
   1. any matters, whether known or unknown, related to or in connection with (directly or indirectly) the Events and/or the Allegations;
   2. in relation to any matters, facts and circumstances, directly or indirectly, whether known or unknown, that have occurred after 5 December 2017, save for fraud and misconduct.

3.2 By providing the waiver and release set out in para. 3.1, I (we) (a) acknowledge that the boards of SIHNV and SIHPL have determined that the terms of the Steinhoff Group Settlement taken together with the SSSA are in the best interests of SIHNV and SIHPL and other Steinhoff Group Companies and the Scheme Creditors (as defined in the SIHPL Section 155 Proposal) and the SoP Creditors (as defined in the SIHNV Composition Plan), (b) confirm that I (we) are in agreement with and do not and shall not dispute such determination and (c) confirm that the terms of the Steinhoff Group Settlement together with the SSSA, the D&O Insurers Market Purchase Claimants Offer and the Deloitte Market Purchase Claimants Offer adequately compensate me (us) for my (our) Claims.

3.3 Subject to the occurrence of the Settlement Effective Date and receipt by SRF of the D&O Insurers Market Purchase Claimants Offer and D&O Steinhoff Additional Support Offer, I (we) will not demand under Section 165 of the South African Companies Act, or otherwise under any equivalent legislation, that SIHNV or any Steinhoff Group Company (initiate or continue to) pursue any Claims that SIHNV or any Steinhoff Group Company may have or in the future may have in respect of any matters arising out of, relating to or in connection with (directly or indirectly whether known or unknown) the Events and/or the Allegations against any D&O Beneficiaries and that any such demand made before the Settlement Effective Date, if any, shall be withdrawn as of the Settlement Effective Date.

3.4 I (we) agree to immediately suspend and hold in abeyance and, subject to the occurrence of the Settlement Effective Date and receipt by SRF of the D&O Insurers Market Purchase Claimants Offer and D&O Steinhoff Additional Support Offer, on the Settlement Effective Date to terminate forthwith any pending legal proceedings (of whatsoever nature, and howsoever arising) against any of the D&O Beneficiaries relating to the Events and/or Allegations or any Claim waived and/or any Liability released pursuant hereto, with each party to such proceedings bearing its own costs, and not to recommence and/or re-institute any such legal proceedings nor to commence any new legal proceedings (of whatsoever nature, and howsoever arising) relating to any Claim waived and/or any Liability released pursuant hereto.

Options:

I (we) accept the D&O Insurers Market Purchase Claimants Offer.
I (we) DO NOT accept the D&O Insurers Market Purchase Claimants Offer.

4 Agreement with the Deloitte Market Purchase Claimants Offer

4.1 I (we) irrevocably accept the Deloitte Market Purchase Claimants Offer.

4.2 I (we) agree and acknowledge that acceptance of the Deloitte Market Purchase Claimants Offer means that I (we) may be eligible to receive compensation from the Deloitte Market Purchase Claimants Offer, and in return I (we) agree to the waivers and releases in the following paragraphs which I (we) accept will be legally binding and effective in respect of all my (our) Claims including those that the SRF ultimately determines are not accepted for any compensation in accordance with the Deloitte Market Purchase Claimants Offer and the SRF and Claims Administration Conditions.

5 Full, final and irrevocable discharge and release of the Deloitte Beneficiaries and the (other) Audit Firms

5.1 Subject to the occurrence of the Settlement Effective Date and receipt by SRF of the Deloitte Market Purchase Claimants Offer and the Deloitte Steinhoff Additional Support Offer (as defined in the SSSA), as of the Settlement Effective Date, I (we) fully, finally, irrevocably and on a several basis:

1. waive any and all of my (our) rights and Claims in any jurisdiction against any Deloitte Beneficiary and (other) Audit Firm; and
2. release (verlenen finale kwijting) the Deloitte Beneficiaries and the (other) Audit Firms from any Liability,

in respect of any matters, whether known or unknown, related to or in connection with (directly or indirectly) the Events and/or the Allegations.

5.2 By providing the waiver and release set out in para. 5.1, I (we) (a) acknowledge that the boards of SIHNV and SIHPL have determined that the terms of the Steinhoff Group Settlement taken together with the SSSA are in the best interests of SIHNV and SIHPL and other Steinhoff Group Companies and the Scheme Creditors and the SoP Creditors, (b) confirm that I (we) are in agreement with and do not and shall not dispute such determination and (c) confirm that the terms of the Steinhoff Group Settlement together with the SSSA, the D&O Insurers Market Purchase Claimants Offer and the Deloitte Market Purchase Claimants Offer adequately compensates me (us) for my (our) Claims.

5.3 Subject to the occurrence of the Settlement Effective Date and receipt by SRF of the Deloitte Market Purchase Claimants Offer and the Deloitte Steinhoff Additional Support Offer, I (we) will not demand under Section 165 of the South African Companies Act, or otherwise under any equivalent legislation, that SIHNV or any Steinhoff Group Company (initiate or continue to) pursue any Claims that SIHNV or any Steinhoff Group Company may have or in the future may have in respect of any matters arising out of, relating to or in connection with (directly or indirectly, whether known or unknown) the Events and/or the Allegations against any Deloitte Beneficiary and (other) Audit Firm and that any such demand made before the Settlement Effective Date, if any, shall be withdrawn as of the Settlement Effective Date.

5.4 I (we) agree to immediately suspend and hold in abeyance and, subject to the occurrence of the Settlement Effective Date and receipt by SRF of the Deloitte Market Purchase Claimants Offer and the Deloitte Steinhoff Additional Support Offer, on the Settlement Effective Date to terminate forthwith any pending legal proceedings (of whatsoever nature, and howsoever arising) against any of the Deloitte Beneficiaries and the (other) Audit Firms relating to the Events and/or Allegations or any Claim waived and/or any Liability released pursuant hereto, with each party to such proceedings bearing its own costs, and not to recommence and/or re-institute any such legal proceedings nor to commence any new legal proceedings (of whatsoever nature, and howsoever arising) or complaint relating to any Claim waived and/or any Liability released pursuant hereto.

Options:

I (we) accept the Deloitte Market Purchase Claimants Offer.
I (we) DO NOT accept the Deloitte Market Purchase Claimants Offer.

6 Limitation of liability

None of the D&O Beneficiaries or the Deloitte Beneficiaries and the (other) Audit Firms or their respective counsel shall have any role in, responsibility for, or liability with respect to the implementation of the Steinhoff Allocation Plan, the form, substance, method or manner of distribution, the administration or distribution of the SoP Settlement Fund, the D&O Insurers Market Purchase Claimants Offer and/or the Deloitte Market Purchase Claimants Offer, any tax liability that an MPC Claimant may incur as a result of the SRF and Claims Administration Conditions, the SIHNV Composition Plan and/or the SIHPL Section 155 Proposal or as a result of any action taken pursuant to the SRF and Claims Administration Conditions, the SIHNV Composition Plan and/or the SIHPL Section 155 Proposal, or the administration or processing of Claims, including, without limitation, the determination of the amounts to be distributed to each MPC Claimant or the determination of the validity of a submitted Claim for payment from the SoP Settlement Fund, the D&O Insurers Market Purchase Claimants Offer and/or the Deloitte Market Purchase Claimants Offer.

7 Third-party stipulation

This Annex contains irrevocable third-party stipulations (in Dutch: onherroepelijk derdenbeding) within the meaning of section 6:253 of the Dutch Civil Code in respect of the D&O Beneficiaries and the Deloitte Beneficiaries and the (other) Audit Firms. To the extent acceptance of such third-party stipulations is required, the receipt by SRF of the D&O Insurers Market Purchase Claimants Offer shall be deemed to constitute such acceptance by the D&O Beneficiaries and the receipt by SRF of the Deloitte Market Purchase Claimants Offer shall be deemed to constitute such acceptance by the Deloitte Beneficiaries and the (other) Audit Firms.

8 Governing law and dispute resolution

8.1 For the purpose of this Clause, I (we) acknowledge that the D&O Beneficiaries and the Deloitte Firms fall under the definition of a Respondent and the MPC Claimants fall under the definition of a Settlement Creditor, both as defined in the SRF and Claims Administration Conditions.

8.2 I (we) agree that this Annex, including the Agreements, and any (non-contractual) obligations arising out of or in connection with it shall be governed and construed exclusively in accordance with Dutch law.

8.3 I (we) agree:

• 8.3.1 to submit to the exclusive jurisdiction of the Netherlands Arbitration Institute ("NAI") to resolve the following disputes by arbitration in accordance with the NAI Arbitration Rules: any disputes concerning the existence, validity and any non-contractual obligations arising out of or in connection with the Agreements;
• 8.3.2 in accordance with clause 6.6.1 of the SRF and Claims Administration Conditions and with paragraph 2.1 of the regulations of the Dispute Committee set out in Schedule 5 (Dispute Committee Rules) of the SRF and Claims Administration Conditions, which are published on www.steinhoffsettlement.com, to submit to the exclusive jurisdiction of the Dispute Committee to resolve by way of binding advice (in Dutch: "bindend advies") under article 7:900 et seq. of the Dutch Civil Code and agree to the exclusive applicability of Dutch law in respect thereof, all matters and disputes between SRF, a Settlement Creditor and/or a Respondent in relation to the question whether and to which extent the MPC Claimant is entitled to compensation pursuant to the SRF Settlement Documents (as defined in the SRF and Claims Administration Conditions) (including the Claim Determination), as well as the matters and disputes relating to duplicate claims set out in clause 6.4.5(iii) of the SRF and Claims Administration Conditions;
• 8.3.3 in accordance with Clause 8.2 of the SRF and Claims Administration Conditions, to submit to the exclusive jurisdiction of the NAI, to resolve the following disputes by arbitration in accordance with the NAI Arbitration Rules: any disputes arising out of or in connection with the SRF and Claims Administration Conditions, including disputes concerning the existence and validity thereof, but excluding disputes where the Dispute Committee has exclusive jurisdiction; and
• 8.3.4 in accordance with Clause 8.3 of the SRF and Claims Administration Conditions, to submit to the exclusive jurisdiction of the Amsterdam District Court (and its appellate courts), or, to the extent it involves a dispute with a Settlement Creditor in its capacity as a SIHPL MPC Claimant, the High Court of South Africa, Western Cape Division, Cape Town, regarding summary proceedings in respect of any disputes arising out of or in connection with the SRF and Claims Administration Conditions; and
• 8.3.5 in accordance with paragraph 2.4 of the Dispute Committee Rules, in relation to any dispute or procedure in connection with and/or further to the Dispute Committee Rules and any dispute settled or anticipated to be settled on the basis of the Dispute Committee Rules the Amsterdam District Court (the Netherlands) shall have exclusive jurisdiction, unless the Settlement Creditor (including an MPC Claimant) is a national of or established in South Africa, in which case the High Court of South Africa, Western Cape Division, Cape Town shall have exclusive jurisdiction.

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ACCURATE CLAIMS PROCESSING TAKES A SIGNIFICANT AMOUNT OF TIME. THANK YOU FOR YOUR PATIENCE.