METAIR INVESTMENTS LIMITED - Results of annual general meeting

Results of annual general meeting

Metair Investments Limited
(Incorporated in the Republic of South Africa)
Registration number: 1948/031013/06
JSE share code: MTA
ISIN: ZAE000090692
(“Metair” or the “Company”)

RESULTS OF ANNUAL GENERAL MEETING

Metair shareholders (“Shareholders”) are advised that at the annual general meeting (“AGM”)
of Shareholders held on Thursday, 4 May 2017, all the ordinary and special resolutions, as
set out in the notice of AGM dated Wednesday, 22 March 2017, were approved by the requisite
majority of Shareholders present or represented by proxy.

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 resolution number 1: Re-election of Mr RS Broadley as a director

Shares Voted          Abstained               For                      Against

149 154 499           13.83%                  97.86%                   2.14%
(74.96%)

Ordinary resolution number 2: Re-election of Mr L Soanes as a director

Shares Voted          Abstained               For                      Against

149 154 499           13.83%                  97.63%                   2.37%
(74.96%)

Ordinary resolution number 3: Re-election of Ms HG Motau as a director

Shares Voted          Abstained               For                      Against

176 628 588           0.02%                   100.00%                  0.00%
(88.76%)

Ordinary resolution number 4: Re-appointment of independent auditors

Shares Voted          Abstained               For                      Against

176 628 588           0.02%                   89.78%                   10.22%
(88.76%)

Ordinary resolution number 5: Election of Audit and Risk Committee (the “Committee”)
members

Ordinary resolution number 5(a): Mr JG Best as chairman of the Committee

Shares Voted          Abstained               For                      Against

176 628 588           0.02%                   100.00%                  0.00%
(88.76%)

Ordinary resolution number 5(b): Mr L Soanes as a member of the Committee

Shares Voted         Abstained             For                   Against

176 628 588          0.02%                 89.59%                10.41%
(88.76%)

Ordinary resolution number 5(c): Ms HG Motau as a member of the Committee

Shares Voted         Abstained             For                   Against

176 628 588          0.02%                 100.00%               0.00%
(88.76%)

Ordinary resolution number 6(a): Approval of the Company’s remuneration approach

Shares Voted         Abstained             For                   Against

176 626 416          0.02%                 75.64%                24.36%
(88.76%)

Ordinary resolution number 6(b): Approval of the Company’s remuneration policy

Shares Voted         Abstained             For                   Against

164 676 638          6.03%                 94.27%                5.73%
(82.76%)

Ordinary resolution number 6(c): Approval of the Company’s 2016 executive remuneration

Shares Voted         Abstained             For                   Against

176 626 416          0.02%                 78.92%                21.08%
(88.76%)

Ordinary resolution number 6(d): Approval of the Company’s CEO’s retention bonus share
award

Shares Voted         Abstained             For                   Against

163 755 604          6.49%                 64.53%                35.47%
(82.30%)

Ordinary resolution number 6(e): Approval of the Company’s executives’ Long Term
Incentive Plan share awards

Shares Voted         Abstained             For                   Against

176 627 016          0.02%                 79.99%                20.01%
(88.76%)

Special resolution number 1: Approval of non-executive directors’ remuneration

Shares Voted           Abstained               For                     Against

176 627 016            0.02%                   100.00%                 0.00%
(88.76%)

Special resolution number 2*: Provision of financial assistance

Shares Voted           Abstained               For                     Against

176 627 416            0.02%                   100.00%                 0.00%
(88.76%)
*As amended in terms of the announcement published on SENS on 19 April 2017.

Special resolution number 3: General authority to repurchase the Company’s securities

Shares Voted           Abstained               For                     Against

176 628 016            0.02%                   97.14%                  2.86%
(88.76%)


Notes
   - Percentages of shares voted are calculated in relation to the total issued share capital
      of Metair.
   - Percentages of shares voted for and against are calculated in relation to the total
      number of shares voted for each resolution.
   - Abstentions are calculated as a percentage in relation to the total issued share capital
      of Metair.


Johannesburg
4 May 2017

Sponsor
One Capital

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