Results of AGM WILSON BAYLY HOLMES - OVCON LIMITED (Incorporated in the Republic of South Africa) (Registration number 1982/011014/06) Share code: WBO ISIN: ZAE000009932 (“the company”) REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS Wilson Bayly Holmes Ovcon-Limited shareholders are advised that at the Annual General Meeting of shareholders held on Wednesday, 12 November 2014, all the ordinary and special resolutions as proposed in the Notice of the Annual General Meeting were approved by the requisite majority of members. In this regard, WBHO confirms the voting statistics from the AGM as follows: % Number Total Number of shares that could be voted at the meeting 100% 66 000 000 Total number of shares present/represented including proxies at 67.94% 44 843 578 meeting Total number of members present 8 Votes In % Votes % Abstenti favour against ons Ordinary resolution number 1 44 393 802 98.99% 49 146 0.10% 400 630 Appointment of the auditors Ordinary resolution number 2 44 808 173 99.92% 27 146 0.06% 8 259 Election of Mr RW Gardiner as director Ordinary resolution number 3.1 44 834 781 99.98% 538 0.00% 8 259 Election of Ms SN Maziya as director Ordinary resolution number 3.2 44 796 565 99.89% 38 754 0.08% 8 259 Election of Ms NS Mjoli-Mncube as director Ordinary resolution number 4.1 43 819 286 97.71% 1 016 033 2.26% 8 259 Appointment of Ms AN Matyumza as Audit committee member Ordinary resolution number 4.2 44 834 781 99.98% 538 0.00% 8 259 Appointment of Ms NS Mjoli-Mncube as Audit committee member Ordinary resolution number 4.3 44 834 781 99.98% 538 0.00% 8 259 Appointment of Mr MJ Ngobeni as Audit committee member Ordinary resolution number 4.4 44 834 781 99.98% 538 0.00% 8 259 Appointment of Mr RW Gardiner as Audit committee member Ordinary resolution number 5 43 671 014 97.38% 1 164 305 2.59% 8 259 Endorsement of remuneration policy Ordinary resolution number 6 31 852 554 71.03% 12 982 765 28.95% 8 259 Placing unissued shares under the control of the directors Ordinary resolution number 7 44 834 781 99.98% 538 0.00% 8 259 Directors’ authority to implement special and ordinary resolutions Ordinary resolution number 8 42 818 429 95.48% 2 016 890 4.49% 8 259 Adoption of new WBHO 2013 Share Plan Special resolution number 1 43 024 687 95.94% 1 810 632 4.03% 8 259 Approval of directors’ fees for 2014/2015 financial year Special resolution number 2 43 537 913 97.08% 1 297 406 2.89% 8 259 Authority to provide financial assistance in terms of section 44 and 45 of the Act Special resolution number 3 44 834 781 99.98% 538 0.00% 8 259 General approval to repurchase company shares Johannesburg 13 November 2014 Sponsor Investec Bank Limited Date: 13/11/2014 02:00:00 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.