ADCORP HOLDINGS LIMITED - Results of annual general meeting

Results of annual general meeting

Adcorp Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1974/001804/06)
Share Code: ADR ISIN: ZAE000000139
(“Adcorp” or “the Company”)

RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that at the Annual General Meeting (“AGM”) of Adcorp shareholders held
today at Adcorp’s registered office, Adcorp Office Park, Nicolway, Bryanston, all the ordinary and
special resolutions as set out in the notice of the AGM contained in the Company`s 2016 Integrated
Annual Report, dated 15 July 2016, were duly passed by the requisite majority votes of shareholders.

The voting results with respect to the proposed resolutions, as required in terms of section 3.91 of the
JSE Listings Requirements, are as follows:

-        Total number of shares entitled to vote was 125 205 695, consisting of 108 382 846 ordinary
         shares and 16 822 849 B ordinary shares; and
-        Total number of shares voted in person or by proxy was 109 673 661, representing 87.59% of
         the total issued share capital of the Company entitled to vote.


                                           For                      Against                    Abstained
    Resolution Proposed           Shares          % of      Shares             % of    Shares         % of total
                                                 shares                       shares                   shares
                                                  voted                        voted                  entitled to
                                                                                                        vote
    Ordinary resolution
    number 1: Presentation of
                                109 673 661      100%           -                          -
    the annual financial
    statements
    Ordinary resolution
    number 2: Election and
    re-election of directors
    2.1 A Guharoy               109 412 730      99.76%     260 931           0.24%        -               -

    2.2 MW Spicer               109 625 661      100%           -               -      48 000          0.04%

    2.3 NS Ndhlazi              108 494 282      98.93%    1 178 379          1.07%     1 000          0.00%
    2.4 SN Mabaso-Koyana        109 579 819      99.92%      92 842           0.08%     1 000          0.00%
    Ordinary resolution
    number 3: Election of
    Audit and Risk Committee
    members
    3.1 TDA Ross                109 672 661      100%           -               -       1 000          0.00%
    3.2 SN Mabaso-Koyana        109 446 288      99.79%     226 373           0.21%     1 000          0.00%
    3.3 ME Mthunzi              109 665 661      99.99%      7 000            0.01%     1 000          0.00%
    3.4 MW Spicer               109 625 661      100%           -               -      48 000          0.04%
 Ordinary resolution
 number 4: Re-
 appointment of                105 566 084   96.25%     4 107 577    3.75%        -          -
 independent external
 auditors
 Ordinary resolution
 number 5: Place
 2 000 000 of the
                               49 461 220    59.88%     33 142 252   40.12%   27 070 189   21.62%
 authorised but unissued
 ordinary shares under the
 control of the directors
 Ordinary resolution
 number 6: Non-binding
 advisory vote on              47 207 957    66.64%     23 633 584   33.36%   38 832 120   31.01%
 remuneration policy
 Ordinary resolution
 number 7: Authority to
                               109 573 661   99.91%      100 000     0.09%        -          -
 implement resolutions
 passed at the AGM
 Special resolution number
 1: Remuneration payable       99 677 288    90.89%     9 996 373    9.11%        -          -
 to non-executive directors
 Special resolution number
 2: Repurchase of the          109 673 661   100%           -          -          -          -
 Company’s shares
 Special resolution number
 3: Financial assistance for
 the subscription of any
 debt      securities   and
                               90 859 988    82.85%     18 813 673   17.15%       -          -
 provision of loans or other
 financial assistance to
 present or future related
 or inter-related companies


Bryanston
25 August 2016

Sponsor: Deloitte & Touche Sponsor Services (Pty) Ltd

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