Results of Annual General Meeting EXXARO RESOURCES LIMITED Incorporated in the Republic of South Africa (Registration Number: 2000/011076/06) JSE share code: EXX ISIN code: ZAE000084992 ADR code: EXXAY (“Exxaro” or “the Company”) RESULTS OF ANNUAL GENERAL MEETING Shareholders of diversified resources group of Exxaro are advised that the ordinary and special resolutions proposed at the thirteenth annual general meeting of shareholders of the Company held on Tuesday, 27 May 2014, were duly passed by the requisite majority votes as follows: 1. Ordinary resolution number 1: Election and re-election of directors 1.1 Election of Dr CJ Fauconnier as a director: 99.98867% 1.2 Re-election of Mr NL Sowazi as a director: 87.39921% 1.3 Re-election of Mr D Zihlangu as a director: 99.84172% 2. Ordinary resolution number 2: Election of group audit committee members 2.1 Election of Dr CJ Fauconnier as a member of the group audit committee: 99.99989% 2.2 Election of Mr RP Mohring as a member of the group audit committee: 99.99989% 2.3 Election of Mr J van Rooyen as a member of the group audit committee: 99.99989% 3. Ordinary resolution number 3: Election of group social and ethics committee members 3.1 Election of Dr CJ Fauconnier as a member of the group social and ethics committee: 99.99989% 3.2 Election of Mr RP Mohring as a member of the group social and ethics committee: 99.99989% 3.3 Election of Dr MF Randera as a member of the group social and ethics committee: 99.99544% 4. Ordinary resolution number 4: Approval of the remuneration policy Resolution to approve, through a non-binding advisory vote, the company’s remuneration policy: 74.23473% 5. Ordinary resolution number 5: Re-appointment of independent external auditors Resolution to reappoint PricewaterhouseCoopers Incorporated as Independent external auditors: 99.97650% 6. Ordinary resolution number 6: Control of authorised but unissued shares Resolution to place authorised but unissued shares under the control of the directors: 81.76961% 7. Ordinary resolution number 7: General authority to issue shares for cash Resolution to authorise directors by way of a general authority to issue shares for cash: 81.84409% 8. Ordinary resolution number 8: Authorise directors and/or group company secretary Resolution to authorise director and/or group company secretary to implement the resolutions set out in the notice convening the annual general meeting: 99.99989% 9. Special resolution number 1: Non- executive directors’ fees Special resolution to approve non-executive directors’ fees: 99.45029% 10. Special resolution number 2: General authority to repurchase shares Special resolution to authorise directors to repurchase company shares: 98.61179% 11. Special resolution number 3: Financial assistance for subscription of securities Special resolution to authorise financial assistance for the subscription of securities: 99.14159% 12. Special resolution number 4: Financial assistance to related or inter-related companies Special resolution to authorise financial assistance to related or inter-related companies: 99.95802% CH WESSELS GROUP COMPANY SECRETARY Pretoria 27 May 2014 Sponsor Deutsche Securities (SA) Proprietary Limited Date: 27/05/2014 03:30:00 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.