Results of Annual General Meeting Massmart Holdings Limited (Incorporated in the Republic of South Africa) Company registration No. 1940/014066/06 JSE Code: MSM ISIN: ZAE 000152617 ("Massmart") RESULTS OF ANNUAL GENERAL MEETING Shareholders are advised that at the Massmart Annual General Meeting held at 09h00 on Friday, 30 May 2014, the shareholders passed all the ordinary and special resolutions, as set out in the notice of Annual General Meeting dated 10 April 2014, by the following majorities – Ordinary Resolutions – 1. Re-election of Mr D Cheesewright to the Board of Directors – 98.88% 2. Re-election of Mr D Dlamini to the Board of Directors – 99.98% 3. Re-election of Dr NN Gwagwa to the Board of Directors – 100% 4. Re-election of Mr GRC Hayward to the Board of Directors – 98.91% 5. Re-election of Mr CS Seabrooke to the Board of Directors – 99.28% 6. Election of Ernst & Young Inc. as Massmart’s auditors – 100% 7. Appointment of the Audit Committee Members – 7.1 CS Seabrooke – 98.72% 7.2 NN Gwagwa – 100% 7.3 P Langeni – 99.22% 8. Authorisation for the Directors to issue ordinary shares for cash, not exceeding 5% of the shares in issue – 99.96% 9. Endorsement of Massmart’s remuneration policy – 87.19% Special Resolutions – 1. Authorisation for Massmart and/or its subsidiaries to repurchase its own shares – 99.59% 2. Approval of the Directors’ remuneration – 2.1 Chairman of the Board – 99.99% 2.2 Deputy Chairman – 99.99% 2.3 Directors – 99.99% 2.4 Committee Chairmen – 99.99% 2.5 Committee Members – 99.99% 3. Authorisation to provide financial assistance – 99.94% Shareholders holding 90,05% of the voting rights were represented at the Annual General Meeting. Johannesburg 30 May 2014 Sponsor Deutsche Securities (SA) Proprietary Limited Date: 30/05/2014 10:15:00 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.