THE SPAR GROUP LIMITED - Results of annual general meeting

Results of annual general meeting

THE SPAR GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1967/001572/06)
JSE Code: SPP
ISIN: ZAE000058517
("SPAR")

RESULTS OF ANNUAL GENERAL MEETING

SPAR shareholders are advised that at the annual general meeting (“AGM”) of shareholders
held on Friday, 13 February 2015, all the ordinary and special resolutions, as set out in the
notice of AGM dated 29 December 2014, were approved by the requisite majority of
shareholders present or represented by proxy.

The total number of SPAR shares eligible to be voted at the AGM was 173 242 470. The
number of shares voted in person or by proxy was 126 404 841 representing 72.96% of the
total issued share capital of the same class of SPAR.

All resolutions proposed at the AGM, together with the percentage of shares abstained, as
well as the percentage of votes carried for and against each resolution, are as follows:

Ordinary Business

1. Re-election of non-executive directors

Ordinary resolution number 1.1: Re-election of Mrs P Mnganga

Shares Voted           Abstained               For                     Against
126 404 841            0%                      99.51%                  0.49%
72.96%

Ordinary resolution number 1.2: Re-election of Mr CF Wells

Shares Voted           Abstained               For                     Against
126 404 841            0%                      99.52%                  0.48%
72.96%

Ordinary resolution number 2: Re-appointment of Deloitte & Touche as auditor and
Mr B Botes as designated auditor

Shares Voted           Abstained               For                     Against
126 404 841            0%                      99.97%                  0.03%
72.96%

3. Appointment of members of the Audit Committee

Ordinary resolution number 3.1: Appointment of Mr CF Wells

Shares Voted           Abstained              For                    Against
126 404 841            0%                     99.53%                 0.47%
72.96%

Ordinary resolution number 3.2: Appointment of Mr HK Mehta

Shares Voted           Abstained              For                    Against
126 404 841            0%                     97.35%                 2.65%
72.96%

Ordinary resolution number 3.3: Appointment of Mr PK Hughes

Shares Voted           Abstained              For                    Against
126 404 841            0%                     68.92%                 31.08%
72.96%

Ordinary resolution number 4: Authority to issues shares for the purpose of share options

Shares Voted           Abstained              For                    Against
126 404 841            0.93%                  80.05%                 19.95%
72.96%

Ordinary resolution number 5: Authority to issues shares for the purpose of the CSP

Shares Voted           Abstained              For                    Against
126 404 841            0%                     96.90%                 3.10%
72.96%

Special Business

Special resolution number 1: Financial assistance to related or inter-related companies

Shares Voted           Abstained              For                    Against
126 404 841            0%                     99.00%                 1.00%
72.96%

Special resolution number 2: Non-executive directors’ fees

Shares Voted           Abstained              For                    Against
126 404 841            0%                     99.91%                 0.09%
72.96%

Non-binding advisory vote: Non-binding advisory vote on the remuneration policy

Shares Voted            Abstained               For                      Against
126 404 841             12.54%                  81.64%                   18.36%
72.96%


Notes:

-   Percentages of shares voted are calculated in relation to the total issued share capital of
    SPAR eligible to vote
-   Percentage of shares for and against are calculated in relation to the total number of
    shares voted at the AGM
-   Abstentions are calculated as a percentage in relation to the total issued share capital of
    SPAR eligible to vote



Pinetown
16 February 2015

Sponsor
One Capital

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