Clarificatory statement re dividend

PROSUS N.V.

(Incorporated in the Netherlands)

(Legal Entity Identifier: 635400Z5LQ5F9OLVT688)

ISIN: NL0013654783

Euronext Amsterdam and JSE Share code: PRX

("Prosus" or the "Company")

DISTRIBUTIONS TO SHAREHOLDERS

Further to the announcement on 24 August 2021, shareholders are reminded that holders of ordinary shares N as at Friday, 29 October 2021 (the dividend record date) who do not wish to receive a capital repayment can elect to receive a dividend instead. A choice for one option implies an opt-out of the other option. Elections to receive a dividend instead of a capital repayment will need to be made by holders of ordinary shares N by Monday, 15 November 2021. Capital repayments and dividends will be payable to shareholders recorded in the books on the dividend record date and paid on or after Tuesday, 23 November 2021.

Holders holding their ordinary shares N in South Africa via Strate will receive a distribution of 247.7811 Rand cents per ordinary share N in the event that they choose to receive their distribution as repaid capital.

Generally, shareholders holding their ordinary shares N on the South African register positively electing to receive a dividend will receive a net distribution of at least 161.05771 Rand cents per ordinary share N. A maximum amount of 86.72339 Rands will be withheld (being 15% Dutch dividend withholding tax plus 20% SA dividend tax). This 15% Dutch dividend withholding tax may be reduced if shareholders provide evidence via the ABN AMRO platform that they are entitled to tax treaty benefits. The amount of additional South African dividend tax payable will be calculated by deducting from the 20% South African dividend tax otherwise due, a rebate equal to the Dutch dividend withholding tax paid in respect of the dividend (without any right of recovery). Those shareholders, unless exempt from paying dividend tax or entitled to a reduced withholding tax rate in terms of an applicable tax treaty, will thus be subject to a maximum of 20% total dividend tax which equals 49.55622 Rands.

Holders of ordinary shares N that don't elect for a dividend will automatically receive a capital repayment which will not be subject to Dutch dividend withholding tax and South African dividend tax.

For more information regarding the tax implications of the Prosus distribution, please refer to the announcement on 24 August 2021.

Amsterdam, the Netherlands

21 October 2021

JSE sponsor to Prosus:

Investec Bank Limited

Euronext listing agent

ING Bank N.V.

Euronext paying agent

ABN AMRO Bank N.V.

Enquiries 

About Prosus

Prosus is a global consumer internet group and one of the largest technology investors in the world. Operating and investing globally in markets with long-term growth potential, Prosus builds leading consumer internet companies that empower people and enrich communities.

The group is focused on building meaningful businesses in the online classifieds, food delivery, payments and fintech, and education technology sectors in markets including India, Russia and Brazil. Through its ventures team, Prosus invests in areas including health, logistics, blockchain, and social commerce. Prosus actively seeks new opportunities to partner with exceptional entrepreneurs who are using technology to improve people's everyday lives.

Every day, millions of people use the products and services of companies that Prosus has invested in, acquired or built, including Avito, Brainly, BYJU'S, Bykea, Codecademy, DappRadar, DeHaat, dott, ElasticRun, eMAG, Eruditus, Honor, iFood, Klar, LazyPay, letgo, Meesho, Movile, OLX, PayU, Quick Ride, Red Dot Payment, Remitly, Republic, SimilarWeb, Shipper, Skillsoft, SoloLearn, Swiggy, and Udemy.

Hundreds of millions of people have made the platforms of Prosus's associates a part of their daily lives. For listed companies where we have an interest, please see: Tencent (www.tencent.com), Mail.ru (www.corp.mail.ru), Trip.com Group Limited (www.trip.com), and DeliveryHero (www.deliveryhero.com).

Today, Prosus companies and associates help improve the lives of around a fifth of the world's population.

Prosus has a primary listing on Euronext Amsterdam (AEX:PRX) and secondary listings on the Johannesburg Stock Exchange (XJSE:PRX) and a2X Markets (PRX.AJ). Prosus is majority owned by Naspers. For more information, please visit www.prosus.com..