Report on proceedings at the annual general meeting Discovery Limited (Registration number 1999/007789/06) (Incorporated in the Republic of South Africa) Ordinary share code: DSY ISIN: ZAE000022331 (“Discovery”) REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING At the 2014 annual general meeting (“AGM”) of the shareholders of Discovery held yesterday, 2 December 2014 all the ordinary and special resolutions proposed at the meeting were approved by the requisite majority of votes. In this regard, Discovery confirms the voting statistics from the AGM as follows: Votes carried disclosed as a percentage in Shares voted Shares relation to the total disclosed as abstained number of shares voted at a percentage disclosed as the meeting in relation a percentage to the total in relation Number of issued share to the total shares voted capital issued share For Against capital Ordinary Resolution Number 1 - Consideration of 100.00% 0.00% 462 698 636 78.18% 0.08% annual financial statements Ordinary Resolution Number 2 – Re-appointment of 99.92% 0.08% 462 947 000 78,22% 0.04% external auditor Ordinary Resolution Number 3.1 – Election of 99.95% 0.05% 462 947 000 78,22% 0.04% independent Audit and Risk Committee – Mr Les Owen Ordinary Resolution Number 3.2 - Election of 99.14% 0.86% 462 944 102 78,22% 0.04% independent Audit and Risk Committee – Ms Sindi Zilwa Ordinary Resolution Number 3.3 - Election of independent Audit and Risk 97.89% 2.11% 462 944 102 78,22% 0.04% Committee – Ms Sonja Sebotsa Ordinary Resolution Number 4.1 – Re-election and 99.51% 0.49% 462 947 000 78,22% 0.04% appointment of directors - Mr Les Owen Ordinary Resolution Number 4.2 - Re-election and 97.64% 2.36% 462 944 102 78,22% 0.04% appointment of directors - Ms Sonja Sebotsa Ordinary Resolution Number 4.3 - Re-election and 98.20% 1.80% 462 944 102 78,22% 0.04% appointment of directors - Dr Vincent Maphai Ordinary Resolution Number 4.4 - Re-election and 98.77% 1.23% 462 947 000 78,22% 0.04% appointment of directors - Ms Tania Slabbert Ordinary Resolution Number 4.5 - Re-election and appointment of directors – 99.46% 0.54% 462 947 000 78,22% 0.04% Mr Tito Mboweni be elected as a non-executive director Ordinary Resolution Number 4.6 - Re-election and appointment of directors – 90.70% 9.30% 462 947 000 78,22% 0.04% Mr Herman Bosman be elected as a non-executive director Ordinary resolution number 5 – Approval of Group 69.64% 30.36% 462 281 305 78.09% 0.15% remuneration policy Ordinary resolution number 6 – Directors’ authority to take all such actions to implement the aforesaid 100.00% 0.00% 462 239 913 78.10% 0.16% ordinary resolutions and the special resolutions mentioned below Ordinary resolution number 7.1 – General authority to 99.28% 0.72% 462 239 913 78.10% 0.16% issue 10 million A Preference shares Ordinary resolution number 7.2 – General authority to 99.15% 0.85% 462 239 913 78.10% 0.16% issue 12 million B Preference shares Special resolution number 1 – Approval of non- 89.79% 10.21% 462 190 152 78.09% 0.16% executive director remuneration Special resolution number 2 – General authority to repurchase shares in terms 98.44% 1.56% 462 190 152 78.09% 0.16% of JSE Listings Requirements Special Resolution Number 3 – Authority to provide financial assistance in 98.10% 1.90% 462 242 811 78.10% 0.16% terms of Section 44 and 45 of Companies Act Sandton 3 December 2014 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 03/12/2014 09:00:00 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.