Acceptance of shares by directors and Company Secretary THE SPAR GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number: 1967/001572/06) JSE Code: SPP ISIN: ZAE000058517 (“SPAR”) ACCEPTANCE OF SHARES BY DIRECTORS AND COMPANY SECRETARY In compliance with section 3.63 of the JSE Limited Listings Requirements, SPAR hereby advises its shareholders of the following acceptance of shares by directors and the company secretary of SPAR: Name of director: Graham O’ Connor Company to which they are a director: SPAR Nature of transaction: Allocation of shares in terms of The SPAR Conditional Share Plan (“CSP”) Date of acceptance: 17 February 2015 Class of securities: Performance shares, linked to ordinary shares in terms of the CSP vesting criteria Number of shares: 36 665 Deemed value per award: R 179.08 Total deemed value: R 6 565 968 Nature of interest: Direct beneficial On-market or off-market: Off-market Clearance obtained: Yes Name of director: Wayne Hook Company to which they are a director: SPAR Nature of transaction: Allocation of shares in terms of the CSP Date of acceptance: 17 February 2015 Class of securities: Performance shares, linked to ordinary shares in terms of the CSP vesting criteria Number of shares: 14 000 Deemed value per award: R 179.08 Total deemed value: R 2 507 120 Nature of interest: Direct beneficial On-market or off-market: Off-market Clearance obtained: Yes Name of director: Roelf Venter Company to which they are a director: SPAR Nature of transaction: Allocation of shares in terms of the CSP Date of acceptance: 17 February 2015 Class of securities: Performance shares, linked to ordinary shares in terms of the CSP vesting criteria Number of shares: 22 000 Deemed value per award: R 179.08 Total deemed value: R 3 939 760 Nature of interest: Direct beneficial On-market or off-market: Off-market Clearance obtained: Yes Name of director: Mark Godfrey Company to which they are a director: SPAR Nature of transaction: Allocation of shares in terms of the CSP Date of acceptance: 17 February 2015 Class of securities: Performance shares, linked to ordinary shares in terms of the CSP vesting criteria Number of shares: 22 000 Deemed value per award: R 179.08 Total deemed value: R 3 939 760 Nature of interest: Direct beneficial On-market or off-market: Off-market Clearance obtained: Yes Name of company secretary: Kevin O’Brien Company to which he is a company SPAR secretary: Nature of transaction: Allocation of shares in terms of the CSP Date of acceptance: 17 February 2015 Class of securities: Performance shares, linked to ordinary shares in terms of the CSP vesting criteria Number of shares: 12 933 Deemed value per award: R 179.08 Total deemed value: R 2 316 042 Nature of interest: Direct beneficial On-market or off-market: Off-market Clearance obtained: Yes Pinetown 17 February 2015 Sponsor One Capital Date: 17/02/2015 04:35:00 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.