Massmart Holdings Limited - Results Of General Meeting And Proposed Capital

Massmart Holdings Limited - Results Of General Meeting And Proposed Capital     
Raising                                                                         
Massmart Holdings Limited                                                       
(Incorporated in the Republic of South Africa)                                  
(Registration number 1940/014066/06)                                            
Share code: MSM     ISIN: ZAE000029534                                          
("Massmart" or "the Company")                                                   
RESULTS OF GENERAL MEETING AND PROPOSED CAPITAL RAISING                         
Introduction                                                                    
A circular, convening a general meeting of shareholders of the Company, was     
posted to all shareholders on 30 August 2005.  The purpose of the circular was  
to obtain shareholder approval for the creation and issue of non-redeemable,    
cumulative, non-participating preference shares ("preference shares").  Massmart
intends to issue sufficient preference shares, through a private placement, in  
order to raise R500 million of capital for the acquisition of Moresport         
(Proprietary) Limited ("Moresport"), which is subject to Competition Commission 
approval.                                                                       
RESULTS OF GENERAL MEETING                                                      
The directors announce that, at the general meeting held on 21 September 2005,  
the special resolutions to:                                                     
* increase the authorised share capital of the Company by the creation of 20 000
000 preference shares; and                                                      
* amend the Company"s Articles of Association to incorporate the rights,        
privileges, restrictions and conditions attaching to the preference shares were 
passed by the requisite majorities.                                             
The ordinary resolution to place the new authorised but unissued preference     
shares under the control of the directors was also passed by the requisite      
majority.                                                                       
The special resolutions will shortly be lodged for registration with the        
Registrar of Companies.                                                         
CAPITAL RAISING                                                                 
The Competition Commission is still considering Massmart"s proposed acquisition 
of Moresport.  As a consequence, Massmart will delay the issue of any preference
shares until such time as the Competition Tribunal gives its ruling on the      
proposed acquisition.                                                           
A further announcement will be made when more information is available.         
Sandton                                                                         
22 September 2005                                                               
Investment bank and joint sponsor                                               
Standard Bank                                                                   
Lead sponsor                                                                    
Deutsche Securities                                                             
Corporate law advisers                                                          
Edward Nathan                                                                   
Date: 22/09/2005 08:08:41 AM Supplied by www.sharenet.co.za                     
Produced by the JSE SENS Department