Results of Annual General Meeting FoneWorx Holdings Limited Incorporated in the Republic of South Africa (Registration number 1997/010640/06) JSE Share Code: FWX ISIN: ZAE000086237 (“FoneWorx” or “the Company”) RESULTS OF ANNUAL GENERAL MEETING FoneWorx shareholders are advised that at the 16th annual general meeting of members held on Thursday 27 November 2014 all ordinary and special resolutions as set out in the notice of the annual general meeting were passed by the requisite majority of shareholders. The number of shares voted in person or by proxy was 103 165 675, representing 75% of the total issued share capital of the same class of FoneWorx shares. The resolutions proposed at the meeting, together with the percentage of shares abstained, as well as the percentage of votes carried for and against each resolution, are set out below: % of votes % of votes % of shares carried for the against the abstained resolution resolution To receive, consider and adopt the annual 100% - 0.04% financial statements of the Company and Group for the financial year ended 30 June 2014 To re-elect Ashvin Mancha to the Board of 100% - 0.04% FoneWorx Holdings Limited To re-elect Paul Jenkins to the Board of 100% - 0.04% FoneWorx Holdings Limited To re-elect Roger Pitt to the Board of 100% - 0.04% FoneWorx Holdings Limited To re-appoint Roger Pitt as a member and 100% - 0.04% chairman of the Company’s Audit and Risk Committee. To re-appoint Gaurang Mooney as a member 99.96% 0.04% 0.04% of the Company’s Audit and Risk Committee. To re-appoint Ashvin Mancha as a member of 100% - 0.04% the Company’s Audit and Risk Committee. To confirm the re-appointment of Grant 100% - 0.04% Thornton (Jhb) Inc. as auditors of the Company together with Mr Ben Frey for the ensuing financial year Ordinary resolution number 1 100% - 0.04% Approval of the remuneration policy Ordinary resolution number 2 99.96% 0.04% 0.04% Control of authorised but unissued ordinary shares Ordinary resolution number 3 99.96% 0.04% 0.04% Approval to issue ordinary shares, and to sell treasury shares, for cash Special resolution number 1 100% - 0.04% Changing of Company’s name from FoneWorx Holdings Limited to Cognition Holdings Limited Special resolution number 2 100% - 0.04% General approval to acquire shares Special resolution number 3 99.96% 0.04% 1.49% Financial assistance for subscription of securities Special resolution number 4 99.96% 0.04% 1.49% Loans or other financial assistance to directors Special resolution number 5 100% - 0.04% Approval of non-executive Director’s remuneration Ordinary resolution number 4 100% - 0.04% Signature of documents Johannesburg 27 November 2014 Sponsor Merchantec Capital Date: 27/11/2014 05:20:00 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.