SHOPRITE HOLDINGS LIMITED - Results of annual general meeting

Results of annual general meeting

Shoprite Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1936/007721/06)
ISIN no: ZAE 000012084
JSE share code: SHP
NSX share code: SRH
LuSE share code: SHOPRITE
(“Shoprite Holdings” or “the Company”)


RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that the voting results for the annual general meeting (“AGM”) of Shoprite Holdings held at the registered offices of the
Company on 19 October 2015 were as follows:


 Resolution                                                     Number of      Percentage of              For**          Against**      Abstained***
                                                             shares voted          shares in                  %                  %                 %
                                                                                      issue*
                                                                                           %
 Ordinary resolution number 1                                 692 293 481           83.48794           99.99986            0.00014           0.16709
 Approval of annual financial statements
 Ordinary resolution number 2                                 692 560 771           83.52017           99.96828            0.03172           0.13486
 Re-appointment of auditors
 Ordinary resolution number 3                                 692 560 771           83.52017           97.88162            2.11838           0.13486
 Re-election of Dr CH Wiese
 Ordinary resolution number 4                                 692 560 771           83.52017           72.78402           27.21598           0.13486
 Re-election of Mr EC Kieswetter
 Ordinary resolution number 5                                 692 560 771           83.52017           97.62184            2.37816           0.13486
 Re-election of Mr JA Louw
 Ordinary resolution number 6                                 692 560 771           83.52017           99.03597            0.96403           0.13486
 Appointment of Mr JF Basson as chairperson and
 member of the Shoprite Holdings Audit and Risk
 Committee
 Ordinary resolution number 7                                 692 560 771           83.52017           88.17581           11.82419           0.13486
 Appointment of Mr JA Louw as member of the Shoprite
 Holdings Audit and Risk Committee
 Ordinary resolution number 8                                 692 560 771           83.52017           89.81488           10.18512           0.13486
 Appointment of Mr JJ Fouché as member of the
 Shoprite Holdings Audit and Risk Committee
 Ordinary resolution number 9                                 692 560 771           83.52017           99.45550            0.54450           0.13486
 Appointment of Mr JA Rock as member of the Shoprite
 Holdings Audit and Risk Committee
 Ordinary resolution number 10                                692 560 771           83.52017           96.77732            3.22268           0.13486
 General authority over unissued ordinary shares
 Ordinary resolution number 11                                692 560 771           83.52017           96.78940            3.21060           0.13486
 General authority to issue shares for cash
 Ordinary resolution number 12                                692 560 771           83.52017           99.11580            0.88420           0.13486
 General authority to directors and/or company
 secretary
 Resolution number 13                                         692 559 771           83.52017           71.08563           28.91437           0.13486
 Non-binding advisory vote on the remuneration policy
 of Shoprite Holdings
 Special resolution number 1                                  692 559 453           83.52001           90.41657            9.58343           0.13502
 Remuneration payable to non-executive directors
 Special resolution number 2                                  692 559 771           83.52017           99.82963            0.17037           0.13498
 Financial assistance to subsidiaries, related and inter-
 related entities
 Special resolution number 3                                  692 559 771           83.52017           98.94373            1.05627           0.13498
 Financial assistance for subscription of securities
 Special resolution number 4                                  692 531 093           83.51659           99.21403            0.78597           0.13844
 General approval to repurchase shares
 Special resolution number 5                                  692 509 896           83.51404           99.98165            0.01835           0.14100
 Approval of the scheme of arrangement relating to
 Shoprite Holdings 5% cumulative preference shares
 Special resolution number 6                                  692 509 896           83.51404           99.98165            0.01835           0.14100
 Approval of the scheme of arrangement relating to
 Shoprite Holdings second 5% cumulative preference
 shares
 Special resolution number 7                                  692 509 896           83.51404           99.97657            0.02343           0.14100
 Approval of the scheme of arrangement relating to
 Shoprite Holdings third 5% cumulative preference
 shares


*        Based on 829 213 779 shares (291 792 794 deferred shares and 572 871 960 ordinary shares less 35 450 975 treasury shares) in issue at the
         date of the AGM.
**       In relation to the total number of shares voted at the AGM.
***      In relation to the total number of shares in issue at the date of the AGM.


Based on the above voting results, all resolutions were passed by the requisite majority of Shoprite Holdings shareholders present in person or
represented by proxy at the annual general meeting.


Cape Town
19 October 2015

Sponsor
Nedbank CIB

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