KEATON ENERGY HOLDINGS LIMITED - Results of AGM

Results of AGM

 Keaton Energy Holdings Limited
 (Incorporated in the Republic of South Africa)
 (Registration number 2006/011090/06)
 JSE code: KEH
 ISIN code: ZAE000117420
 ('Keaton' or the ‘Company’)


REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS

Keaton shareholders are advised that at the Annual General Meeting of members held on Monday, 6
October 2014, all the ordinary and special resolutions as proposed in the Notice of Annual General
Meeting were approved by the requisite majority of members. In this regard, Keaton confirms the
voting statistics from the Annual General Meeting as follows:

                                                                      %        Number
Total number of shares that could be voted at meeting                 100%     224 310 979
Total number of shares present/represented including proxies at       72.97%   163 671 388
meeting (including shares abstained from voting)
Total number of shares present/represented including proxies at                163 660 144
meeting (excluding shares abstained from voting)
Total number of members present                                                13


                                   Votes in       %       Votes     %      Abstentions    % of
                                   favour                 against                         issued
                                                                                          share
                                                                                          capital

Ordinary Resolution Number 1       163 660 144    100% 0            -      11 244         0.01%
Acceptance of Annual Financial
Statements

Ordinary Resolution Number 2       163 660 144    100% 0            -      11 244         0.01%
Re-election of Mr JHM Schurink
as a director

Ordinary Resolution Number 3.1     163 660 144    100% 0            -      11 244         0.01%
Re-election of Dr JD Salter as a
director and chairman of the
board

Ordinary Resolution Number 3.2     163 660 144    100% 0            -      11 244         0.01%
Re-election of Mr LX Mtumtum
as a director

Ordinary Resolution Number 3.3     163 660 144    100% 0            -      11 244         0.01%
Re-election of Ms APE Sedibe as
a director
Ordinary Resolution Number 4.1     163 660 144    100% 0            -      11 244         0.01%
Re-election of Mr LX Mtumtum
as member and chairman of the
audit committee


Ordinary Resolution Number 4.2     163 660 144    100% 0            -      11 244         0.01%
Re-election of Mr OP Sadler as a
member of the audit committee

Ordinary Resolution Number 4.3     163 660 144    100% 0            -      11 244         0.01%
Re-election of Mr GH Kemp as a
member of the audit committee

Ordinary Resolution Number 5       163 660 144    100% 0            -      11 244         0.01%
Re-appointment of KPMG Inc. as
external auditors of the company

Ordinary Resolution Number 6       163 660 144    100% 0            -      11 244         0.01%
Control of authorised but
unissued shares
   
Ordinary Resolution Number 7       163 660 144    100% 0            -      11 244         0.01%
General authority to issue shares
for cash

Ordinary Resolution Number 8       163 660 144    100% 0            -      11 244         0.01%
Approval, through a non-binding
advisory vote, of the group
remuneration policy

Special Resolution Number 1        163 660 144    100% 0            -      11 244         0.01%
Approval of non-executive
directors’ remuneration

Special Resolution Number 2        163 660 144    100% 0            -      11 244         0.01%
Financial assistance as
contemplated in section 44 and
45 of the Companies Act

Special Resolution Number 3        163 660 144    100% 0            -      11 244         0.01%
Issuing shares for purposes of the 
Keaton Energy Long-Term
Performance Incentive Scheme

Special Resolution Number 4        163 660 144    100% 0            -      11 244         0.01%
Issuing shares for purposes of the
Keaton Energy 2013 Share Plan

Special Resolution Number 5        163 660 144    100% 0            -      11 244         0.01%
General authority to repurchase
shares



Johannesburg
6 October 2014


Sponsor
Investec Bank Limited

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