Exhibit 4.4


Addendum to share subscription agreements – FREMIRO, GCSOT,
NIEEF, BETS


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 











    


    


    

ADDENDUM TO A SUBSCRIPTION AGREEMENT


 


between


 


FREMIRO (PVT) LTD


represented herein by                          , being duly authorised thereto


 


and


 


BLANKET MINE (1983) (PVT) LTD


represented herein by                           , being duly authorised thereto


 


and


 


CALEDONIA HOLDINGS ZIMBABWE (PVT) LTD


represented herein by                           , being duly authorised thereto


 


and


 


GREENSTONE MANAGEMENT SERVICES HOLDINGS LIMITED


represented herein by , being duly authorised thereto


 


and


 


BLANKET (BARBADOS) HOLDINGS LIMITED


represented herein by                           , being duly authorised thereto


 


 


 



    


    


    




		1.	Definitions



		1.1.	In this addendum –



“Blanket Barbados” means
Blanket Barbados Holdings Limited, the holding company of GMS-UK.


“GMS-UK” means Greenstone
Management Services Holdings Limited, the holding company of CHZ.


“the Subscription Agreement”
means the written subscription agreement executed between the Subscriber, the Company and CHZ on 28 April 2012, as amended by addenda
of 24 October 2014 (“Addendum 1”) and 30 May 2016 (“Addendum 2”).


		1.2.	In this agreement capitalised words or phrases shall have the meaning given to them in the Subscription
Agreement unless otherwise set out herein.



 


		2.	Preamble



		2.1.	In terms of the Subscription Agreement, the Subscriber became indebted to the Company in terms
of the Loan Account, and the Loan Account accrued Interest.



		2.2.	In terms of Addendum 1, the Company recorded that the Subscriber was released from any obligation
to pay Interest on the Loan Account during the period 1 January 2015 to 31 December 2015, such that no Interest would accrue on
the Loan Account during that period.



		2.3.	In terms of Addendum 2, the Company recorded that the Subscriber was released from any obligation
to pay Interest on the Loan Account during the period commencing 1 January 2016 and terminating on the date on which the Company
would next declare a dividend on the shares in the Company held by the Subscriber (which was on 31 July 2016) such that no Interest
would accrue on the Loan Account during that period.



		2.4.	Following various intra-group dividends in specie and transfers, GMS-UK is the creditor of certain
of the Interest and Blanket Barbados is the creditor of the Loan Account and the remainder of the Interest.



		2.5.	An agreement has been reached concerning the amendment to the rate and calculation of Interest
applicable to the Loan Account.



		2.6.	The parties to this addendum now wish to record the terms and conditions of their agreement in
that regard.



 


NOW THEREFORE IT IS AGREED AND RECORDED AS
FOLLOWS:


 


		3.	Amendment of Subscription Agreement



In terms of clause 16.4 of the Subscription Agreement, the Parties,
GMS-UK and Blanket Barbados agree that the definition of Interest at clause 1.8 of the Subscription Agreement is hereby
amended by the addition of the following words at the end of the definition:


 






    


    


    

“until 1 January 2017 from which date Interest means interest calculated
and compounded quarterly in arrears on the date of each quarterly dividend declared by the Company (it being noted that no Interest
will accrue if a dividend for the relevant quarter is not declared) at a rate of 7.25% per annum subject to reduction to such rate
as results in an amount of interest equal to the amount payable pursuant to clause 5.1.2 in the event that such amount is less
than the interest that would have accrued at the rate of 7.25% per annum”


 


		4.	Waiver of Interest



GMS-UK and Blanket Barbados, who
are the creditors of the Loan Account and Interest, hereby waive their rights to any Interest that would have accrued monthly during
the period 1 January 2017 to the date hereof in accordance with the definition of Interest prior to the date hereof to the effect
that they and the Parties agree that any such Interest is hereby cancelled.


 


		5.	Remaining Terms and Conditions



Save as expressly, or by necessary
implication, varied or amended by this addendum, the remaining terms and conditions of the Subscription Agreement shall remain
in full force and effect.


 


 






    


    


    

THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		1.	...............................



..............................................


The Subscriber


		2.	...............................



 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		1.	...............................



..............................................


The Company


		2.	...............................



 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		1.	...............................



..............................................


CHZ


		2.	...............................



 


 






    


    


    

THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		1.	...............................



..............................................


GMS-UK


		2.	...............................



 


 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		1.	...............................



..............................................


Blanket Barbados


		2.	...............................



 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 






    


    


    

ADDENDUM TO A SUBSCRIPTION AGREEMENT


 


between


 


GWANDA COMMUNITY SHARE OWNERSHIP TRUST


represented herein by                           , being duly authorised thereto


 


and


 


BLANKET MINE (1983) (PVT) LTD


represented herein by                           , being duly authorised thereto


 


and


 


CALEDONIA HOLDINGS ZIMBABWE (PVT) LTD


represented herein by                           , being duly authorised thereto


 


		6.	Definitions



 


		6.1.	In this addendum –



“the Subscription Agreement”
means the written subscription agreement executed between the Subscriber, the Company and CHZ on 18 May 2012, as amended by addenda
of 31 July 2012 (“Addendum 1”) and 24 October 2014 (“Addendum 2”).


		6.2.	In this agreement capitalised words or phrases shall have the meaning given to them in the Subscription
Agreement unless otherwise set out herein.



 


		7.	Preamble



		7.1.	In terms of the Subscription Agreement (as amended by Addendum 1), the Subscriber became indebted
to the Company in terms of the Loan Account, and the Loan Account accrued interest.



		7.2.	In terms of Addendum 2, the Company recorded that the Subscriber was released from any obligation
to pay interest on the Loan Account during the period 1 January 2015 to 31 December 2015, such that no interest would accrue on
the Loan Account during that period.



		7.3.	An agreement has been reached concerning the amendment to the rate and calculation of interest
applicable to the Loan Account.



		7.4.	An agreement has also been reached concerning the release of the Subscriber from any obligation
to pay Interest on the Loan Account for another agreed period.



		7.5.	The parties to this addendum now wish to record the terms and conditions of their agreements in
that regard.



 






    


    


    

NOW THEREFORE IT IS AGREED AND RECORDED AS
FOLLOWS:


 


		8.	Amendment of Subscription Agreement



In terms of clause 15.4 of the Subscription Agreement, the parties
agree that clause 4.4.1 of the Subscription Agreement is hereby amended by the addition of the following words after the
word “Subscriber”:


 


“until 1 January 2017 from which date interest shall be calculated and
compounded quarterly in arrears on the date of each quarterly dividend declared by the Company (it being noted that no interest
will accrue if a dividend for the relevant quarter is not declared) at a rate of 7.25% per annum subject to reduction to such rate
as results in an amount of interest equal to the amount payable pursuant to clause 4.4.2 in the event that such amount is less
than the interest that would have accrued at the rate of 7.25% per annum”


 


		9.	Release from Obligation to Pay Interest



The Company, duly authorised, records that the Subscriber shall be released
from any obligation to pay Interest on the Loan Account during the period that commenced on 1 January 2016 and terminated on the
date on which the Company next declared a dividend on the shares in the Company held by the Subscriber after that date (which was
on 31 July 2016) such that no Interest is deemed to have accrued on the Loan Account during that period.


 


		10.	Waiver of interest



The Company hereby waives its rights
to any interest that would have accrued monthly during the period 1 January 2017 to the date hereof in accordance with the definition
of interest in clause 4.4.1 prior to the date hereof to the effect that the Parties agree that any such interest is hereby cancelled.


 


		11.	Remaining Terms and Conditions



Save as expressly, or by necessary
implication, varied or amended by this addendum, the remaining terms and conditions of the Subscription Agreement shall remain
in full force and effect.


 


 






    


    


    

THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		3.	...............................



..............................................


The Subscriber


		4.	...............................



 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		3.	...............................



..............................................


The Company


		4.	...............................



 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		3.	...............................



..............................................


CHZ


		4.	...............................



 


 


 


 


 


 


 


 






    


    


    

ADDENDUM TO A SUBSCRIPTION AGREEMENT


 


between


 


NATIONAL INDIGENISATION ECONOMIC EMPOWERMENT FUND


represented herein by                            , being duly authorised thereto


 


and


 


BLANKET MINE (1983) (PVT) LTD


represented herein by                             , being duly authorised thereto


 


and


 


CALEDONIA HOLDINGS ZIMBABWE (PVT) LTD


represented herein by                             , being duly authorised thereto


 


and


 


GREENSTONE MANAGEMENT SERVICES HOLDINGS LIMITED


represented herein by                             , being duly authorised thereto


 


and


 


BLANKET (BARBADOS) HOLDINGS LIMITED


represented herein by                             , being duly authorised thereto


 


 


 



    


    


    




		12.	Definitions



		12.1.	In this addendum –



“Blanket Barbados” means
Blanket Barbados Holdings Limited, the holding company of GMS-UK.


“GMS-UK” means Greenstone
Management Services Holdings Limited, the holding company of CHZ.


“the Subscription Agreement”
means the written subscription agreement executed between the Subscriber, the Company and CHZ on 12 June 2012, as amended by addenda
of 31 July 2012 (“Addendum 1”), 24 October 2014 (“Addendum 2”) and 9 June 2016 (“Addendum 3”).


		12.2.	In this agreement capitalised words or phrases shall have the meaning given to them in the Subscription
Agreement unless otherwise set out herein.



 


		13.	Preamble



		13.1.	In terms of the Subscription Agreement, the Subscriber became indebted to the Company in terms
of the Loan Account, and the Loan Account accrued Interest.



		13.2.	In terms of Addendum 1, the Parties amended the Subscription Agreement to provide for the repayment
of the Initial Advance.



		13.3.	In terms of Addendum 2, the Company recorded that the Subscriber was released from any obligation
to pay Interest on the Loan Account during the period 1 January 2015 to 31 December 2015, such that no Interest would accrue on
the Loan Account during that period.



		13.4.	In terms of Addendum 3, the Company recorded that the Subscriber was released from any obligation
to pay Interest on the Loan Account during the period commencing 1 January 2016 and terminating on the date on which the Company
would next declare a dividend on the shares in the Company held by the Subscriber (which was on 31 July 2016) such that no Interest
would accrue on the Loan Account during that period.



		13.5.	Following various intra-group dividends in specie and transfers, GMS-UK is the creditor of certain
of the Interest and Blanket Barbados is the creditor of the Loan Account and the remainder of the Interest.



		13.6.	An agreement has been reached concerning the amendment to the rate and calculation of Interest
applicable to the Loan Account.



		13.7.	The parties to this addendum now wish to record the terms and conditions of their agreement in
that regard.



 


NOW THEREFORE IT IS AGREED AND RECORDED AS
FOLLOWS:


 


		14.	Amendment of Subscription Agreement



In terms of clause 16.4 of the Subscription Agreement, the Parties,
GMS-UK and Blanket Barbados agree that the definition of Interest at clause 1.8 of the Subscription Agreement is hereby
amended by the addition of the following words at the end of the definition:


 






    


    


    

“until 1 January 2017 from which date Interest means interest calculated
and compounded quarterly in arrears on the date of each quarterly dividend declared by the Company (it being noted that no Interest
will accrue if a dividend for the relevant quarter is not declared) at a rate of 7.25% per annum subject to reduction to such rate
as results in an amount of interest equal to the amount payable pursuant to clause 5.1.2 in the event that such amount is less
than the interest that would have accrued at the rate of 7.25% per annum”


 


		15.	Waiver of Interest



GMS-UK and Blanket Barbados, who
are the creditors of the Loan Account and Interest, hereby waive their rights to any Interest that would have accrued monthly during
the period 1 January 2017 to the date hereof in accordance with the definition of Interest prior to the date hereof to the effect
that they and the Parties agree that any such Interest is hereby cancelled.


 


		16.	Remaining Terms and Conditions



Save as expressly, or by necessary
implication, varied or amended by this addendum, the remaining terms and conditions of the Subscription Agreement shall remain
in full force and effect.


 


 


 


 


 


 


 


 


 


 


 


 


 


 


 






    


    


    

THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		5.	...............................



..............................................


The Subscriber


		6.	...............................



 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		5.	...............................



..............................................


The Company


		6.	...............................



 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		5.	...............................



..............................................


CHZ


		6.	...............................



 


 






    


    


    

THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		3.	...............................



..............................................


GMS-UK


		4.	...............................



 


 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		3.	...............................



..............................................


Blanket Barbados


		4.	...............................



 


 


 


 


 


 


 


 






    


    


    

ADDENDUM TO A SUBSCRIPTION AGREEMENT


 


between


 


BLANKET EMPLOYEE TRUST SERVICES (PVT) LIMITED


represented herein by                             , being duly authorised thereto


 


and


 


BLANKET MINE (1983) (PVT) LTD


represented herein by                             , being duly authorised thereto


 


and


 


CALEDONIA HOLDINGS ZIMBABWE (PVT) LTD


represented herein by                             , being duly authorised thereto


 


and


 


GREENSTONE MANAGEMENT SERVICES HOLDINGS LIMITED


represented herein by                             , being duly authorised thereto


 


and


 


BLANKET (BARBADOS) HOLDINGS LIMITED


represented herein by                             , being duly authorised thereto


 


 


 



    


    


    




		17.	Definitions



		17.1.	In this addendum –



“Blanket Barbados” means
Blanket Barbados Holdings Limited, the holding company of GMS-UK.


“GMS-UK” means Greenstone
Management Services Holdings Limited, the holding company of CHZ.


“the Subscription Agreement”
means the written subscription agreement executed between the Subscriber, the Company and CHZ on 16 May 2012, as amended by addenda
of 24 October 2014 (“Addendum 1”) and 28 June 2016 (“Addendum 2”).


		17.2.	In this agreement capitalised words or phrases shall have the meaning given to them in the Subscription
Agreement unless otherwise set out herein.



 


		18.	Preamble



		18.1.	In terms of the Subscription Agreement, the Subscriber became indebted to the Company in terms
of the Loan Account, and the Loan Account accrued Interest.



		18.2.	In terms of Addendum 1, the Company recorded that the Subscriber was released from any obligation
to pay Interest on the Loan Account during the period 1 January 2015 to 31 December 2015, such that no Interest would accrue on
the Loan Account during that period.



		18.3.	In terms of Addendum 2, the Company recorded that the Subscriber was released from any obligation
to pay Interest on the Loan Account during the period commencing 1 January 2016 and terminating on the date on which the Company
would next declare a dividend on the shares in the Company held by the Subscriber (which was on 31 July 2016) such that no Interest
would accrue on the Loan Account during that period.



		18.4.	Following various intra-group dividends in specie and transfers, GMS-UK is the creditor of certain
of the Interest and Blanket Barbados is the creditor of the Loan Account and the remainder of the Interest.



		18.5.	An agreement has been reached concerning the amendment to the rate and calculation of Interest
applicable to the Loan Account.



		18.6.	The parties to this addendum now wish to record the terms and conditions of their agreement in
that regard.



 


NOW THEREFORE IT IS AGREED AND RECORDED AS
FOLLOWS:


 


		19.	Amendment of Subscription Agreement



In terms of clause 16.4 of the Subscription Agreement, the Parties,
GMS-UK and Blanket Barbados agree that the definition of Interest at clause 1.8 of the Subscription Agreement is hereby
amended by the addition of the following words at the end of the definition:


 






    


    


    

“until 1 January 2017 from which date Interest means interest calculated
and compounded quarterly in arrears on the date of each quarterly dividend declared by the Company (it being noted that no Interest
will accrue if a dividend for the relevant quarter is not declared) at a rate of 7.25% per annum subject to reduction to such rate
as results in an amount of interest equal to the amount payable pursuant to clause 5.1.2 in the event that such amount is less
than the interest that would have accrued at the rate of 7.25% per annum”


 


		20.	Waiver of Interest



GMS-UK and Blanket Barbados, who
are the creditors of the Loan Account and Interest, hereby waive their rights to any Interest that would have accrued monthly during
the period 1 January 2017 to the date hereof in accordance with the definition of Interest prior to the date hereof to the effect
that they and the Parties agree that any such Interest is hereby cancelled.


 


		21.	Remaining Terms and Conditions



Save as expressly, or by necessary
implication, varied or amended by this addendum, the remaining terms and conditions of the Subscription Agreement shall remain
in full force and effect.


 


 


 


 


 


 


 


 


 


 


 


 


 


 






    


    


    

THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		7.	...............................



..............................................


The Subscriber


		8.	...............................



 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		7.	...............................



..............................................


The Company


		8.	...............................



 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		7.	...............................



..............................................


CHZ


		8.	...............................



 


 






    


    


    

THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		5.	...............................



..............................................


GMS-UK


		6.	...............................



 


 


THUS DONE AND SIGNED at on this day of 2017


 


AS WITNESSES


 


		5.	...............................



..............................................


Blanket Barbados


		6.	...............................