FIA Client Notice

Geddes Capital Namibia (Pty) Ltd

Manual Statement

• This document forms part of the Geddes Capital Namibia (Pty) Ltd (“GCN”) internal business processes and procedures.
• Any reference to GCN shall be interpreted to include the “manual owner”.
• GCN’s governing body, its employees, volunteers, contractors, suppliers, and any other persons acting on behalf of GCN are required to familiarise themselves with the manual’s requirements and undertake to comply with the stated processes and procedures.
• Risk owners and control owners are responsible for overseeing and maintaining control procedures and activities.

Manual Adoption

By signing this document, I authorise the manual owner’s approval and adoption of the processes and procedures outlined herein.

Table of Contents

1. Why we are required to identify you
2. What we are required to do
3. What this means for you
4. Beneficial ownership — what this means
5. Prominent Influential Persons (PIPs)
6. Suspicious transaction reporting
7. Consequences of non-compliance
8. Your obligations — ongoing notification
9. Record keeping
10. Contact for FIA queries

1. Why we are required to identify you

The Financial Intelligence Act 13 of 2012, as amended by the Financial Intelligence Amendment Act of 2023 (FIA) imposes mandatory anti-money laundering (AML) and counter-terrorism financing (CFT) obligations on credit providers and financial institutions operating in Namibia. GCN is required to comply with these obligations as a condition of providing credit or factoring services. The 2023 Amendment Act strengthened obligations relating to beneficial ownership, proliferation financing, and the treatment of Prominent Influential Persons (PIPs). Compliance is not optional and cannot be waived by agreement between the parties.

2. What we are required to do

Before establishing a business relationship or conducting a transaction, and on an ongoing basis thereafter, we are required to:

• Identify and verify the identity of each client entity — including company registration details, registered address, and nature of business
• Identify and verify the identity of the beneficial owners of each client entity — being the natural persons who ultimately own or control the entity, directly or indirectly
• Identify and verify the identity of all authorised signatories and persons acting on behalf of the client entity
• Identify and verify the identity of any personal sureties
• Understand the nature and purpose of the business relationship
• Conduct ongoing due diligence and monitoring of the business relationship, including enhanced scrutiny for proliferation financing (PF) risks as strengthened by the 2023 Amendment Act
• Keep all identification and verification records for a minimum of 5 years after the end of the business relationship

3. What this means for you

At onboarding, and whenever there is a material change in your structure or ownership, you will be required to provide us with the following:

We may request additional documentation where the nature of your business, ownership structure, or transactions requires enhanced due diligence. This includes, but is not limited to, clients in higher-risk sectors, clients with complex ownership structures, or transactions above certain thresholds.

4. Beneficial ownership — what this means

Under the FIA, a beneficial owner is any natural person who:

• Directly or indirectly owns 25% or more of the shares or voting rights in a client entity (as clarified by the 2023 Amendment Act); or
• Directly or indirectly exercises control over the management or governance of a client entity through other means.

You are required to disclose all beneficial owners meeting this threshold, and to notify us promptly if there is any change in beneficial ownership or control. We will verify the identity of each beneficial owner before or during onboarding.

5. Prominent Influential Persons (PIPs)

We are required to identify whether any beneficial owner, director, or surety is a PIP — that is, a person who holds or has held a prominent public position, or who is a close associate or family member of such a person. The Financial Intelligence Amendment Act of 2023 also introduced formal enhanced due diligence requirements for PIPs — individuals holding prominent public or senior corporate positions domestically or internationally. PIP status does not automatically disqualify a client but requires us to apply enhanced due diligence and to obtain Senior Management approval before establishing the business relationship. You are required to disclose any PIP connections at onboarding and to notify us immediately of any change.

6. Suspicious transaction reporting

A suspicious or unusual transaction is one that has no apparent lawful purpose, is inconsistent with a client’s known business, or involves amounts or patterns that are inconsistent with the client’s profile. We are required to report such transactions regardless of the amount involved.

7. Consequences of non-compliance

If you fail or refuse to provide the required identification and verification documentation, or if we are unable to verify the information provided (including beneficial ownership information required under the 2023 Amendment Act), we are required to:

• Decline to establish a business relationship with you; or
• Terminate an existing business relationship; and
• Consider whether a suspicious transaction report is required.

We will not be liable for any loss or damage arising from a refusal to establish or continue a business relationship on these grounds.

8. Your obligations — ongoing notification

Once a business relationship is established, you are required to notify us promptly in writing of any material change in:

• Beneficial ownership or control of the client entity
• Directors, members, or authorised signatories
• Nature of business or principal trading activities
• Registered address or contact details
• PEP status of any connected person

Failure to notify us of material changes may constitute a breach of your agreement with us and may trigger our FIA reporting obligations.

9. Record keeping

We retain all client identification and verification records for a minimum of 5 years after the termination of the business relationship, as required by the FIA. Note: the 2023 Amendment Act introduced extended retention periods of up to 7 years for records relating to higher-risk business relationships and reported transactions — where applicable, GCN will retain records for the longer prescribed period. These records may be disclosed to the FIC, law enforcement authorities, or courts as required by law.

10. Contact for FIA queries