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” or the “Company”)

RESULTS OF ANNUAL GENERAL MEETING

SPAR shareholders (“Shareholders”) are advised that at the annual general meeting (“AGM”) of
Shareholders held on Wednesday, 7 February 2018, the ordinary and special resolutions, as set out
in the notice of AGM dated Tuesday, 14 November 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 Business

1.   Election of non-executive directors

Ordinary resolution number 1.1: Ratification of Mr AG Waller’s appointment

Shares Voted             Abstained                 For                      Against
152 573 814              0.21%                     100.00%                  0.00%
79.22%

Ordinary resolution number 1.2.1: Re-election of Mrs P Mnganga

Shares Voted             Abstained                 For                       Against
152 573 825              0.21%                     93.14%                    6.86%
79.22%

Ordinary resolution number 1.2.2: Re-election of CF Wells

Shares Voted             Abstained                 For                       Against
152 574 814              0.21%                     99.95%                    0.05%
79.22%


2.   Ordinary resolution number 2: Appointment of PricewaterhouseCoopers Inc. as auditors of the
     Company, and to appoint Mrs Sharalene Randelhoff as the acting designated lead auditor

Shares Voted             Abstained                 For                       Against
152 573 814              0.21%                     99.94%                    0.06%
79.22%


3.   Election of members of the Audit Committee

Ordinary resolution number 3.1: Re-election of Mr CF Wells

Shares Voted             Abstained                 For                       Against
152 574 746              0.21%                     99.95%                    0.05%
79.22%

Ordinary resolution number 3.2: Re-election of Mr HK Mehta

Shares Voted             Abstained                 For                       Against
152 574 346              0.21%                     79.86%                    20.14%
79.22%


Ordinary resolution number 3.3: Re-election of Mrs M Mashologu

Shares Voted             Abstained                 For                       Against
152 572 757              0.21%                     99.94%                    0.06%
79.22%


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

Shares Voted             Abstained                 For                       Against
150 792 371              1.14%                     95.75%                    4.25%
78.29%


5.   Ordinary resolution number 5: Authority to issue shares for the purpose of The SPAR Group
     Limited Conditional Share Plan

Shares Voted             Abstained                 For                       Against
152 573 656              0.21%                     95.71%                    4.29%
79.22%


Special Business

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

Shares Voted             Abstained                 For                       Against
152 573 660              0.21%                     96.30%                    3.70%
79.22%


2.   Special resolution number 2: Non-executive directors’ fees

Shares Voted             Abstained                 For                       Against
152 573 414              0.21%                     98.53%                    1.47%
79.22%
Non-binding advisory vote 1: Non-binding advisory vote on SPAR’s remuneration policy

Shares Voted             Abstained                 For                       Against
150 695 985              1.19%                     95.66%                    4.34%
78.24%

Non-binding advisory vote 2: Non-binding advisory vote on SPAR’s remuneration implementation
report

Shares Voted             Abstained                 For                       Against
150 695 985              1.19%                     89.97%                    10.03%
78.24%


Notes:

-   Percentages of shares voted are calculated in relation to the total issued share capital of SPAR.
-   Percentage 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 SPAR.


Pinetown
7 February 2018

Sponsor
One Capital

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