Results of Annual General Meeting Shoprite Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1936/007721/06) ISIN no: ZAE 000012084 JSE share code: SHP NSX share code: SRH LuSE share code: SHOPRITE (“Shoprite Holdings” or “the Company”) RESULTS OF ANNUAL GENERAL MEETING Shareholders are advised that the voting results for the annual general meeting (“AGM”) of Shoprite Holdings held at the registered offices of the Company on 27 October 2014 were as follows: Resolution Number of Percentage For** Against** Abstained** shares voted of shares in % % % issue* % Ordinary resolution number 1 706 150 925 81.78% 100 0 Approval of annual financial statements Ordinary resolution number 2 703 923 318 81.52% 98.94540 1.05460 Re-appointment of auditors Ordinary resolution number 3 705 215 997 81.67% 99.35757 0.64243 Re-election of Dr ATM Mokgokong Ordinary resolution number 4 705 234 117 81.67% 99.19531 0.80469 Re-election of Mr JJ Fouché Ordinary resolution number 5 705 234 117 81.67% 99.05010 0.94990 Re-election of Mr JG Rademeyer Ordinary resolution number 6 705 234 117 81.67% 99.16819 0.83181 Re-election of Mr JA Rock Ordinary resolution number 7 706 354 848 81.80% 99.78240 0.21760 Re-election of Mr JF Basson Ordinary resolution number 8 705 234 117 81.67% 98.35112 1.64888 Appointment of Mr JG Rademeyer as Chairperson and member of the Shoprite Holdings Audit and Risk Committee Ordinary resolution number 9 705 234 117 81.67% 88.80533 11.19467 Appointment of Mr JA Louw as member of the Shoprite Holdings Audit and Risk Committee Ordinary resolution number 10 705 234 117 81.67% 89.37325 10.62675 Appointment of Mr JJ Fouché as member of the Shoprite Holdings Audit and Risk Committee Ordinary resolution number 11 705 234 117 81.67% 99.48939 0.51061 Appointment of Mr JF Basson as member of the Shoprite Holdings Audit and Risk Committee Ordinary resolution number 12 705 234 117 81.67% 99.58232 0.41768 Appointment of Mr JA Rock as member of the Shoprite Holdings Audit and Risk Committee Ordinary resolution number 13 706 354 848 81.80% 99.66359 0.33641 General authority over unissued ordinary shares Ordinary resolution number 14 706 354 848 81.80% 99.68470 0.31530 General authority to issue shares for cash Resolution % Ordinary resolution number 15 706 354 848 81.80% 99.94071 0.05929 General authority to directors and/or company secretary Resolution number 16 704 238 606 81.56% 68.88777 31.11223 Non-binding advisory vote on the remuneration policy of Shoprite Holdings Ordinary resolution number 17 706 354 848 81.80% 99.64696 0.035304 Redemption of preference shares Special resolution number 1 705 160 323 81.66% 99.70581 0.29419 Remuneration payable to non-executive directors Special resolution number 2 705 359 337 81.69% 99.54988 0.45012 Financial assistance to subsidiaries, related and inter-related entities Special resolution number 3 705 359 337 81.69% 98.85443 1.14557 Financial assistance for subscription of securities Special resolution number 4 706 333 627 81.80% 99.38768 0.61232 General approval to repurchase shares Special resolution number 5 706 349 358 81.80% 82.45780 17.54220 Specific authority to issue deferred shares to Thibault Square Financial Services (Proprietary) Limited Special resolution number 6 703 168 341 81.43% 99.54888 0.45112 Approval of amendment to clause 9.3 of the Memorandum of Incorporation of the Company as proposed by the Board *Based on 863 497 031 shares (290 625 071 deferred shares and 572 871 960 ordinary shares) in issue at the date of the annual general meeting. **In relation to the total number of shares voted at the annual general meeting. Special resolutions 7, 8 and 9 relating to the amendments to clauses 9.4, 9.5 and 9.6 respectively of the Memorandum of Incorporation of Shoprite Holdings were withdrawn prior to the commencement of the AGM. Based on the above voting results, all resolutions were passed by the requisite majority of Shoprite Holdings shareholders present in person or represented by proxy at the annual general meeting. Cape Town 27 October 2014 Sponsor Nedbank Capital Date: 27/10/2014 03:40:00 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.