SHOPRITE HOLDINGS LIMITED - Results of annual general meeting

Results of annual general meeting

Shoprite Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1936/007721/06)
ISIN no: ZAE 000012084
JSE share code: SHP
NSX share code: SRH
LUSE share code: SHOPRITE
(“Shoprite Holdings” or “the Company”)


RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that the voting results for the annual general meeting (“AGM”) of Shoprite Holdings held at the registered offices of the
Company on 31 October 2016 were as follows:


 Resolution                                                     Number of      Percentage of              For**          Against**      Abstained***
                                                              shares voted         shares in                  %                  %                 %
                                                                                      issue*
                                                                                           %
 Ordinary resolution number 1                                 703 338 703           84.57504           99.97208            0.02792           0.04484
 Approval of Annual Financial Statements
 Ordinary resolution number 2                                 703 605 440           84.60712           99.95988            0.04012           0.01276
 Re-appointment of Auditors
 Ordinary resolution number 3                                 703 658 839           84.61354           99.04313            0.95687           0.00635
 Re-election of Dr ATM Mokgokong
 Ordinary resolution number 4                                 703 658 839           84.61354           99.60033            0.39967           0.00635
 Re-election of Mr JF Basson
 Ordinary resolution number 5                                 703 658 839           84.61354           90.66432            9.33568           0.00635
 Re-election of Mr JJ Fouché
 Ordinary resolution number 6                                 703 658 839           84.61354           99.55928            0.44072           0.00635
 Re-election of Mr JA Rock
 Ordinary resolution number 7                                 703 658 839           84.61354           99.99609            0.00391           0.00635
 Appointment of Mr JF Basson as Chairperson and
 Member of the Shoprite Holdings Audit and Risk
 Committee
 Ordinary resolution number 8                                 703 653 874           84.61294           87.43653           12.56347           0.00694
 Appointment of Mr JA Louw as Member of the
 Shoprite Holdings Audit and Risk Committee
 Ordinary resolution number 9                                 703 658 839           84.61354           90.44286            9.55714           0.00635
 Appointment of Mr JJ Fouché as Member of the
 Shoprite Holdings Audit and Risk Committee
 Ordinary resolution number 10                                703 658 839           84.61354           99.97210            0.02790           0.00635
 Appointment of Mr JA Rock as Member of the Shoprite
 Holdings Audit and Risk Committee
 Ordinary resolution number 11                                703 658 293           84.61347           99.70579            0.29421           0.00641
 General Authority over Unissued Ordinary Shares
 Ordinary resolution number 12                                703 658 293           84.61347           99.77464            0.22536           0.00641
 General Authority to Issue Shares for Cash
 Resolution number 13                                         703 658 293           84.61347           99.98862            0.01138           0.00641
 General Authority to Directors and/or Company
 Secretary
 Resolution number 14                                         700 996 736           84.29343           70.28803          29.71197            0.32646
 Non-binding Advisory Vote on the Remuneration Policy
 of Shoprite Holdings
    
    Resolution                                                   Number of      Percentage of              For**         Against**      Abstained***
                                                               shares voted         shares in                  %                 %                 %
                                                                                       issue*
                                                                                            %
    Special resolution number 1                                 703 658 293          84.61347          99.12929            0.87071           0.00641
    Remuneration Payable to Non-executive Directors
    Special resolution number 2                                 703 658 293          84.61347          99.39249            0.60751           0.00641
    Financial Assistance to Subsidiaries, Related and Inter-
    related Entities
    Special resolution number 3                                 703 658 293          84.61347          99.25170            0.74830           0.00641
    Financial Assistance for Subscription of Securities
    Special resolution number 4                                 703 642 389          84.61156          99.76448            0.23552           0.00832
    General Approval to Repurchase Shares
    Special resolution number 5                                 703 658 293          84.61347               100                  0           0.00641
    Approval of Amendment to Clauses 9.3 to 9.6 of the
    Memorandum of Incorporation of the Company
    Special resolution number 6                                 703 658 293          84.61347               100                  0           0.00641
    Approval of Amendment to Clause 15 of the
    Memorandum of Incorporation of the Company
    Special resolution number 7                                 703 658 293          84.61347               100                  0           0.00641
    Approval of Amendment to Clauses 1.2.24, 1.2.25 and
    48 of the Memorandum of Incorporation of the
    Company


*        Based on 831 614 950 shares (292 598 241 deferred shares and 574 453 281 ordinary shares less 35 436 572 treasury shares) in issue at the
         date of the AGM.
**       In relation to the total number of shares voted at the AGM.
***      In relation to the total number of shares in issue at the date of the AGM.


Based on the above voting results, all resolutions were passed by the requisite majority of Shoprite Holdings shareholders present in person or
represented by proxy at the AGM.


Cape Town
31 October 2016


Sponsor
Nedbank Corporate and Investment Banking

Date: 31/10/2016 04:55:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
 the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, 
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
 information disseminated through SENS.