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Exx - Exxaro Resources Limited - Results Of Meetings And Fulfillment Of

Release Date: 22/05/2012 17:00:02      Code(s): EXX
EXX - Exxaro Resources Limited - Results of meetings and fulfillment of         
conditions precedent                                                            
Exxaro Resources Limited                                                        
(Incorporated in the Republic of South Africa)                                  
Registration number: 2000/011076/06                                             
JSE share code: EXX                                                             
ISIN: ZAE000084992                                                              
ADR code: EXXAY                                                                 
("Exxaro" or "the Company")                                                     
RESULTS OF MEETINGS AND FULFILLMENT OF CONDITIONS PRECEDENT                     
Annual General Meeting                                                          
Shareholders are advised that the ordinary and special resolutions proposed at  
the eleventh annual general meeting of shareholders of the Company held on      
Tuesday, 22 May 2012, were duly passed by the requisite majority votes.         
General Meeting                                                                 
Shareholders are further advised that the ordinary and special resolutions      
proposed at the general meeting of shareholders of the Company held on Tuesday, 
22 May 2012, were duly passed by the requisite majority votes.                  
Fulfillment of conditions precedent                                             
The conditions precedent set out in the circular to shareholders dated 16 April 
2012 ("the circular") relating to the Company`s proposed Replacement ESOP (as   
defined in the circular) have been fulfilled by the passing of the above        
resolutions at the general meeting, as well as prior to the general meeting on  
receipt of the consents required from Anglo South African Capital Limited and   
BHP Billiton SA Holdings Limited.  The Replacement ESOP will resultantly        
commence on 1 July 2012, however the further specific issue for cash remains    
conditional upon the Tronox transaction (as defined in the circular) not        
becoming unconditional in accordance with its terms and not being implemented by
30 September 2012.                                                              
Registration of special resolutions                                             
Where applicable, the special resolutions will be submitted for registration to 
the Companies and Intellectual Property Commission in due course.               
CH Wessels                                                                      
Group Company Secretary                                                         
Pretoria                                                                        
22 May 2012                                                                     
Sponsor                                                                         
Deutsche Securities (SA) Proprietary Limited                                    
Date: 22/05/2012 17:00:02 Supplied by www.sharenet.co.za                     
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