AFRICA BITCOIN CORPORATION LIMITED - FSCA Decisions, Precautionary Governance Measures, Appointment of Interim Chief Executive Officer and Board Resignations

FSCA Decisions, Precautionary Governance Measures, Appointment of Interim Chief Executive Officer and Board Resignations

 AFRICA BITCOIN CORPORATION LIMITED
 (formerly Altvest Capital Limited)
 Incorporated in the Republic of South Africa
 (Registration Number: 2021/540736/06)
 LEI Number: 37898OOE85B7YW5EEW57
 JSE Main Board – General Segment
 (“ABC” or the “Company”; together with its subsidiaries, the
 “Group”)


 Share Class                       JSE and A2X      NSX Code          OTCQB             Deutsche          ISIN
                                   Codes                              Code              Börse Code

 Ordinary Shares                   BAC              BAN               AFBCF             4BC               ZAE000358925
 Preferred A Ordinary Shares       BACA             -                 -                 -                 ZAE000338422
 Preferred B Ordinary Shares       BACB             -                 -                 -                 ZAE000338430
 Preferred C Ordinary Shares       BACC             BANC              -                 -                 ZAE000338448



 FSCA DECISIONS, PRECAUTIONARY GOVERNANCE MEASURES, APPOINTMENT OF INTERIM CHIEF
 EXECUTIVE OFFICER AND BOARD RESIGNATIONS


Shareholders are advised that, on 30 August 2026, the Board of Directors of Africa Bitcoin Corporation Limited (ABC),
(the Board) was informed that the Financial Sector Conduct Authority (FSCA) has issued decisions affecting Mr Warren
Wheatley, Chief Executive Officer (CEO) and Executive Director of the Company; Mr Akshay Karan, Chief Investment
Officer of the Company (CIO); and Mrs Tatum Wheatley, the Head of the Company’s Media and Investor Relations
(collectively referred to as, the Individuals).

The FSCA decisions include debarment orders that restrict the Individuals from providing or being involved in the
provision of financial products or financial services, acting as key persons of financial institutions, or providing services
to financial institutions. The FSCA decisions were communicated confidentially to the Individuals and have not, as at the
date of this announcement, been published by the FSCA.

The Individuals have informed the Company that they dispute the findings of the FSCA and will be applying to the
Financial Services Tribunal (Tribunal) for reconsideration and suspension of the FSCA decisions (Application). As at the
date of this announcement, no order suspending the operation of the FSCA decisions has been granted. Accordingly,
the FSCA decisions remain effective.

For clarity, the FSCA decisions were not issued against any entity within the Group, nor was there any finding,
administrative penalty or debarment order imposed on any entities within the Group. The debarment orders described
above apply only to the Individuals.

Precautionary measures and executive leadership

Given the nature of the Group’s activities and the roles held by the Individuals, the FSCA decisions have immediate
implications for the Group. Accordingly, and as a precautionary measure, the Board has placed Mr Wheatley and Mr
Karan on precautionary leave of absence from their CEO and CIO roles respectively, and from all Group executive,
management, advisory, operational and decision-making responsibilities. Similarly, the services provided by Mrs
Wheatley, via her consulting business, have been suspended, subject to the applicable services agreement. These
measures took effect on 31 August 2026 for an initial period of one month, subject to Board review (Period). During the
Period, the Individuals will exercise no authority on behalf of, or represent, the Company or the Group.

With effect from 31 August 2026, Mr Stafford Masie, an existing Executive Director of ABC and Director of Bitcoin
Strategy, assumed the role of Interim CEO of ABC and will oversee the Group’s executive arrangements relating to
Altvest Credit Opportunities Fund Limited (ACOF), a wholly owned subsidiary of the Company and the investee
Company in relation to the Preferred C Ordinary Shares, without serving as a director of ACOF.

These measures are precautionary and non-disciplinary, without prejudice to applicable rights and remedies. They do
not constitute a determination by the Board regarding the merits of the FSCA findings or the Individuals’ challenges to
the FSCA decisions.

Board changes

Mr Wheatley has resigned as a director of ABC, with effect from 31 August 2026. Additionally, with effect from
31 August 2026, Mr Wheatley, Mr Karan and Mrs Wheatley have resigned as directors of ACOF.

The interim leadership arrangements and restrictions described above form part of the Board’s immediate response to
protect the Group’s regulatory position and preserve governance and operational continuity.



By order of the Board


Johannesburg
1 September 2026

JSE Sponsor                                             NSX Sponsor
Questco Corporate Advisory                              Cirrus Securities (Pty) Ltd
                                                        Member of the Namibia Securities Exchange
Date: 01/09/2026 15:15:00
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