Deferral of part of STI into forfeitable shares, vesting of deferred forfeitable shares, trading of shares under FSP 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”) Deferral of part of Short Term Incentive (“STI”) into forfeitable shares, vesting of deferred forfeitable shares and trading of Murray & Roberts ordinary shares under the Murray & Roberts Holdings Forfeitable Share Plan (“FSP”) 1. 2014 STI Deferral Murray & Roberts has implemented an automatic deferral of part of the allocated financial year 2014 STI into forfeitable share awards. This is a long-term share incentive to enhance alignment of executives with shareholders’ interests. The awards of forfeitable shares are governed under the rules of the FSP and will vest over a three-year period, at one third per year. The awards are not subject to performance conditions but will be subject to continued employment of the executives. The required shares were bought on-market and clearance has been obtained in terms of paragraph 3.66 of the JSE Limited Listings Requirements. The following executives have been awarded forfeitable shares on Monday, 8 September 2014: Name of director: HJ Laas Company: Murray & Roberts Holdings Limited STI deferred into forfeitable shares: 49 323 ordinary shares Price per share: R26-9876 Value of transaction: R1 331 100-00 Name of director: AJ Bester Company: Murray & Roberts Holdings Limited STI deferred into forfeitable shares: 33 137 ordinary shares Price per share: R26-9876 Value of transaction: R894 300-00 Name of company secretary: L Kok Company: Murray & Roberts Holdings Limited STI deferred into forfeitable shares: 4 482 ordinary shares Price per share: R26-9876 Value of transaction: R120 960 Name of subsidiary director: O Fenn Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 17 357 ordinary shares Price per share: R26-9876 Value of transaction: R468 420 Name of subsidiary director: JN Govender Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 20 513 ordinary shares Price per share: R26-9876 Value of transaction: R553 600-00 Name of subsidiary director: IW Henstock Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 19 233 ordinary shares Price per share: R26-9876 Value of transaction: R519 060 Name of subsidiary director: WT Mdluli Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 11 983 ordinary shares Price per share: R26-9876 Value of transaction: R323 400 Name of subsidiary director: FP Saieva Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares: 13 339 ordinary shares Price per share: R26-9876 Value of transaction: R360 000 Name of subsidiary director: RAG Skudder Subsidiary company: Murray & Roberts Limited STI deferred into forfeitable shares 18 364 ordinary shares Price per share: R26-9876 Value of transaction: R495 600 2. Vesting of 2013 STI Deferral Murray & Roberts announced to shareholders on 2 September 2013 that a portion of the financial year 2013 STI allocated to executives was deferred into forfeitable shares. One third of the deferred forfeitable shares have vested. The executives took delivery of the vested shares on 9 September 2014 as indicated below. The shares were transferred off-market. Name of director: HJ Laas Company: Murray & Roberts Holdings Limited Shares delivered: 5 444 ordinary shares Price per share: R27-30 Value of transaction: R148 621-20 Name of director: AJ Bester Company: Murray & Roberts Holdings Limited Shares delivered: 4 256 ordinary shares Price per share: R27-30 Value of transaction: R116 188-80 Name of subsidiary director: O Fenn Subsidiary company: Murray & Roberts Limited Shares delivered: 2 224 ordinary shares Price per share: R27-30 Value of transaction: R60 715-20 Name of subsidiary director: JN Govender Subsidiary company: Murray & Roberts Limited Shares delivered: 1 408 ordinary shares Price per share: R27-30 Value of transaction: R38 438-40 Name of subsidiary director: IW Henstock Subsidiary company: Murray & Roberts Limited Shares delivered: 2 469 ordinary shares Price per share: R27-30 Value of transaction: R67 403-70 Name of subsidiary director: WT Mdluli Subsidiary company: Murray & Roberts Limited Shares delivered: 1 136 ordinary shares Price per share: R27-30 Value of transaction: R31 012-80 Name of subsidiary director: FP Saieva Subsidiary company: Murray & Roberts Limited Shares delivered: 2 018 ordinary shares Price per share: R27-30 Value of transaction: R55 091-40 Name of subsidiary director: RAG Skudder Subsidiary company: Murray & Roberts Limited Shares delivered: 2 185 ordinary shares Price per share: R27-30 Value of transaction: R59 650-50 3. Trading of Murray & Roberts ordinary shares on behalf of the FSP The FSP purchased the Company’s ordinary shares through on-market trades to settle its obligations towards the participants of the 1 September 2014 FSP allocation, as follows: Date: 3 September 2014 Number of shares: 566 364 Volume weighted average price per share: R26-9924 Highest price per share: R27-11 Lowest price per share: R26-85 Value of transaction: R15 287 523-63 Date: 4 September 2014 Number of shares: 803 727 Volume weighted average price per share: R26-9387 Highest price per share: R27-00 Lowest price per share: R26-80 Value of transaction: R21 651 360-53 Date: 5 September 2014 Number of shares: 2 404 809 Volume weighted average price per share: R26-9977 Highest price per share: R27-00 Lowest price per share: R26-94 Value of transaction: R64 924 311-94 Clearance has been obtained in terms of paragraph 3.66 of the JSE Limited Listings Requirements. Bedfordview 10 September 2014 Sponsor: Deutsche Securities (SA) Proprietary Limited Date: 10/09/2014 11:03:00 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.