Allocation of forfeitable shares in terms of the Murray & Roberts Holdings Forfeitable Share Plan MURRAY & ROBERTS HOLDINGS LIMITED (Incorporated in the Republic of South Africa) Registration number 1948/029826/06 JSE Share Code: MUR ISIN: ZAE000073441 (“Murray & Roberts” or “Company”) Allocation of forfeitable shares in terms of the Murray & Roberts Holdings Forfeitable Share Plan (“FSP”) and automatic deferral of part of Short Term Incentive (“STI”) into forfeitable shares. Shareholders are advised of the award of forfeitable shares in terms of the FSP to executive directors and the company secretary of Murray & Roberts, and to executive directors of subsidiary company Murray & Roberts Limited on 29 August 2013. In terms of the rules of the FSP, the forfeitable shares will be held in escrow until the vesting date. The forfeitable shares allocated under the FSP are subject to performance conditions based on Return on Invested Capital Employed, Relative Total Shareholder Return and Free Cashflow per Share. The vesting period is three years from the date of award and vesting is subject to the performance conditions and continued employment by the executives. The forfeitable shares were allocated both on and off-market. The nature of interest of each award to participants of the FSP is direct and beneficial. Clearance to deal in these securities has been obtained in terms of paragraph 3.66 of the Listings Requirements of the JSE Limited. Name of director: HJ Laas Company: Murray & Roberts Holdings Limited Forfeitable shares awarded: 208 000 ordinary shares Award price per share: R24.51 Value of transaction: R5 098 080-00 Name of director: AJ Bester Company: Murray & Roberts Holdings Limited Forfeitable shares awarded: 146 000 ordinary shares Award price per share: R24.51 Value of transaction: R3 578 460-00 Name of Company Secretary: E Joubert Company: Murray & Roberts Holdings Limited Forfeitable shares awarded: 20 500 ordinary shares Award price per share: R24.51 Value of transaction: R502 455-00 Name of subsidiary director: O Fenn Subsidiary company: Murray & Roberts Limited Forfeitable shares awarded: 100 500 ordinary shares Award price per share: R24.51 Value of transaction: R2 463 255-00 Name of subsidiary director: JN Govender Subsidiary company: Murray & Roberts Limited Forfeitable shares awarded: 72 000 ordinary shares Award price per share: R24.51 Value of transaction: R1 764 720-00 Name of subsidiary director: IW Henstock Subsidiary company: Murray & Roberts Limited Forfeitable shares awarded: 89 000 ordinary shares Award price per share: R24.51 Value of transaction: R2 181 390-00 Name of subsidiary director: WT Mdluli Subsidiary company: Murray & Roberts Limited Forfeitable shares awarded: 60 000 ordinary shares Award price per share: R24.51 Value of transaction: R1 470 600-00 Name of subsidiary director: FP Saieva Subsidiary company: Murray & Roberts Limited Forfeitable shares awarded: 84 000 ordinary shares Award price per share: R24.51 Value of transaction: R2 058 840-00 Name of subsidiary director: RAG Skudder Subsidiary company: Murray & Roberts Limited Forfeitable shares awarded: 83 000 ordinary shares Award price per share: R24.51 Value of transaction: R2 034 330-00 Murray & Roberts has implemented an automatic deferral of part of the allocated STI to executive directors, and to executive directors of subsidiary company Murray & Roberts Limited, into forfeitable share awards under the rules of the FSP. This deferral into forfeitable shares enhances alignment with shareholders’ interest and complies with best practice. The resultant allocation will vest over a three year period at one third per year and are not subject to performance conditions but will be subject to continued employment by the executives. Name of director: HJ Laas Company: Murray & Roberts Holdings Limited STI deferred into forfeitable shares: 19 500 ordinary shares Deferral price per share: R24.51 Value of transaction: R477 945-00 Name of director: AJ Bester Company: Murray & Roberts Holdings Limited STI deferred into forfeitable shares: 15 000 ordinary shares Deferral price per share: R24.51 Value of transaction: R367 650-00 Name of subsidiary director: O Fenn Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 8 000 ordinary shares Deferral price per share: R24.51 Value of transaction: R196 080-00 Name of subsidiary director: JN Govender Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 5 000 ordinary shares Deferral price per share: R24.51 Value of transaction: R122 550-00 Name of subsidiary director: IW Henstock Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 9 000 ordinary shares Deferral price per share: R24.51 Value of transaction: R220 590-00 Name of subsidiary director: WT Mdluli Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 4 000 ordinary shares Deferral price per share: R24.51 Value of transaction: R98 040-00 Name of subsidiary director: FP Saieva Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 7 000 ordinary shares Deferral price per share: R24.51 Value of transaction: R171 570-00 Name of subsidiary director: RAG Skudder Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares 8 000 ordinary shares Deferral price per share: R24.51 Value of transaction: R196 080-00 Bedfordview 2 September 2013 Sponsor: Deutsche Securities (SA) Proprietary Limited Date: 02/09/2013 10:52:00 Produced by the JSE SENS Department. 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