Report on proceedings at the annual general meeting REMGRO LIMITED (Incorporated in the Republic of South Africa) (Registration number 1968/006415/06) ISIN: ZAE000026480 Share code: REM (“Remgro”) REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING At the 2014 annual general meeting (“AGM”) of the shareholders of Remgro held yesterday, 25 November 2014 all the ordinary and special resolutions proposed at the meeting were approved by the requisite majority of votes. In this regard, Remgro confirms the voting statistics from the AGM as follows: Shares voted in relation to the total issued share capital: Total issued share Number of shares voted Percentage shares voted capital 347 034 071 481 106 370 72.13% ordinary shares ordinary shares 35 506 352 35 506 352 100% B ordinary shares B ordinary shares Votes carried disclosed as Shares a percentage in relation to abstained the total number of shares disclosed as voted at the meeting a percentage in relation Ordinary shares (“Ord”) B ordinary shares (“B Ord”) to the total issued share For Against capital Ordinary Resolution Number 1 99.85% Ord 0.15% Ord 0.08% Ord - Approval of annual 100% B Ord 0% B Ord 0% B Ord financial statements Ordinary Resolution Number 2 99.69% Ord 0.31% Ord 0.04% Ord - Reappointment of auditor 100% B Ord 0% B Ord 0% B Ord Ordinary Resolution Number 3 98.39% Ord 1.61% Ord 0.12% Ord - Confirmation of appointment 100% B Ord 0% B Ord 0% B Ord of director, Mr L Crouse Ordinary Resolution Number 4 98.78% Ord 1.22% Ord 0.12% Ord - Election of director, 100% B Ord 0% B Ord 0% B Ord Mr P K Harris Ordinary Resolution Number 5 99.34% Ord 0.66% Ord 0.12% Ord - Election of director, 100% B Ord 0% B Ord 0% B Ord Dr E de la H Hertzog Ordinary Resolution Number 6 99.77% Ord 0.23% Ord 0.23% Ord - Election of director, 100% B Ord 0% B Ord 0% B Ord Mr N P Mageza Ordinary Resolution Number 7 99.98% Ord 0.02% Ord 0.46% Ord - Election of director, 100% B Ord 0% B Ord 0% B Ord Mr P J Moleketi Ordinary Resolution Number 8 - Appointment of member of 98.91% Ord 1.09% Ord 0.46% Ord the Audit and Risk Committee, 100% B Ord 0% B Ord 0% B Ord Mr N P Mageza Ordinary Resolution Number 9 - Appointment of member of 99.99% Ord 0.01% Ord 0.49% Ord the Audit and Risk Committee, 100% B Ord 0% B Ord 0% B Ord Mr P J Moleketi Ordinary Resolution Number 10 - Appointment of member of 97.77% Ord 2.23% Ord 0.35% Ord the Audit and Risk Committee, 100% B Ord 0% B Ord 0% B Ord Mr F Robertson Ordinary Resolution Number 11 - Appointment of member of 99.99% Ord 0.01% Ord 0.35% Ord the Audit and Risk Committee, 100% B Ord 0% B Ord 0% B Ord Mr H Wessels Special Resolution Number 1 - 99.99% Ord 0.01% Ord 0.29% Ord Approval of directors’ remuneration 100% B Ord 0% B Ord 0% B Ord Special Resolution Number 2 - 96.45% Ord 3.55% Ord 1.75% Ord General authority to repurchase shares 0% B Ord 0% B Ord 100% B Ord Special Resolution Number 3 - General authority to provide 96.69% Ord 3.31% Ord 0.28% Ord financial assistance to related and inter-related companies and corporations 100% B Ord 0% B Ord 0% B Ord Stellenbosch 26 November 2014 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 26/11/2014 10:12:00 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.