Results of AGM Keaton Energy Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 2006/011090/06) JSE code: KEH ISIN code: ZAE000117420 ('Keaton' or the ‘Company’) REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS Keaton shareholders are advised that at the Annual General Meeting of members held on Monday, 6 October 2014, all the ordinary and special resolutions as proposed in the Notice of Annual General Meeting were approved by the requisite majority of members. In this regard, Keaton confirms the voting statistics from the Annual General Meeting as follows: % Number Total number of shares that could be voted at meeting 100% 224 310 979 Total number of shares present/represented including proxies at 72.97% 163 671 388 meeting (including shares abstained from voting) Total number of shares present/represented including proxies at 163 660 144 meeting (excluding shares abstained from voting) Total number of members present 13 Votes in % Votes % Abstentions % of favour against issued share capital Ordinary Resolution Number 1 163 660 144 100% 0 - 11 244 0.01% Acceptance of Annual Financial Statements Ordinary Resolution Number 2 163 660 144 100% 0 - 11 244 0.01% Re-election of Mr JHM Schurink as a director Ordinary Resolution Number 3.1 163 660 144 100% 0 - 11 244 0.01% Re-election of Dr JD Salter as a director and chairman of the board Ordinary Resolution Number 3.2 163 660 144 100% 0 - 11 244 0.01% Re-election of Mr LX Mtumtum as a director Ordinary Resolution Number 3.3 163 660 144 100% 0 - 11 244 0.01% Re-election of Ms APE Sedibe as a director Ordinary Resolution Number 4.1 163 660 144 100% 0 - 11 244 0.01% Re-election of Mr LX Mtumtum as member and chairman of the audit committee Ordinary Resolution Number 4.2 163 660 144 100% 0 - 11 244 0.01% Re-election of Mr OP Sadler as a member of the audit committee Ordinary Resolution Number 4.3 163 660 144 100% 0 - 11 244 0.01% Re-election of Mr GH Kemp as a member of the audit committee Ordinary Resolution Number 5 163 660 144 100% 0 - 11 244 0.01% Re-appointment of KPMG Inc. as external auditors of the company Ordinary Resolution Number 6 163 660 144 100% 0 - 11 244 0.01% Control of authorised but unissued shares Ordinary Resolution Number 7 163 660 144 100% 0 - 11 244 0.01% General authority to issue shares for cash Ordinary Resolution Number 8 163 660 144 100% 0 - 11 244 0.01% Approval, through a non-binding advisory vote, of the group remuneration policy Special Resolution Number 1 163 660 144 100% 0 - 11 244 0.01% Approval of non-executive directors’ remuneration Special Resolution Number 2 163 660 144 100% 0 - 11 244 0.01% Financial assistance as contemplated in section 44 and 45 of the Companies Act Special Resolution Number 3 163 660 144 100% 0 - 11 244 0.01% Issuing shares for purposes of the Keaton Energy Long-Term Performance Incentive Scheme Special Resolution Number 4 163 660 144 100% 0 - 11 244 0.01% Issuing shares for purposes of the Keaton Energy 2013 Share Plan Special Resolution Number 5 163 660 144 100% 0 - 11 244 0.01% General authority to repurchase shares Johannesburg 6 October 2014 Sponsor Investec Bank Limited Date: 06/10/2014 04:15:00 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.