Disposal of the Company’s Consumer Finance Business: Results of the General Meeting held on 25 February 2015 JD Group Limited (Incorporated in the Republic of South Africa) (Registration number 1981/009108/06) ISIN: ZAE000030771 JSE code: JDG ("JD Group" or “the Company”) DISPOSAL OF THE COMPANY’S CONSUMER FINANCE BUSINESS: RESULTS OF THE GENERAL MEETING HELD ON 25 FEBRUARY 2015 JD Group shareholders (“Shareholders”) are referred to the detailed terms announcement published on the Stock Exchange News Service of the JSE Limited on 18 December 2014, pertaining to the disposal of the Company’s Consumer Finance Business, excluding the Insurance operations (“the Business sale”), to RCS Cards Proprietary Limited (“RCS Cards”), a wholly-owned subsidiary of RCS Investment Holdings Limited (“RCS IH”). On 27 January 2015, a circular (“Circular”) was distributed to shareholders incorporating a Notice convening a General Meeting for shareholders to consider and if deemed fit, approve the Business sale. Shareholders are advised that at the General Meeting held on Wednesday 25 February 2015, altogether 100% of all shares voted by Shareholders present in person or represented by proxy at the General Meeting, were in favour of the ordinary resolution contained in the afore-mentioned Notice. In terms of paragraph 3.91 of the JSE Listings Requirements, it is disclosed that the total number of shares represented in person or by proxy at the General Meeting amounted to 260 668 681 or 96,8% of the total issued share capital of JD Group, as registered on the record date for the General Meeting (20 February 2015). The following additional details of the results of the voting at the General Meeting are presented below: Votes in Votes Shares favour (of against abstained total (of (as a shares total percentage voted) shares of total voted) shares in issue) Ordinary Resolution No. 1: Authority to implement the Business Sale, i.e. the disposal of the JD Group Consumer Finance business to RCS Cards 260 668 147 0,0 0,0001 Shareholders’ attention is drawn to the fact that conclusion of the Business sale is subject to the fulfilment or waiver of certain conditions precedent (as set out in paragraph 2.4 of the Circular) on or before 31 May 2015, including approval of the Business sale by the Competition authorities, as well as other conditions that are customary to a transaction of this nature. 25 February 2015 By order of the Board Johannesburg Sponsor: PSG Capital Proprietary Limited Date: 25/02/2015 01:30:00 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.