Results of the Annual General Meeting of Randgold & Exploration Company Limited Randgold & Exploration Company Limited (Incorporated in the Republic of South Africa) (Registration number 1992/005642/06) Share Code: RNG ISIN: ZAE000008819 (“R&E” or “the Company”) RESULTS OF THE ANNUAL GENERAL MEETING OF R&E Shareholders are hereby advised that at the annual general meeting of the Company held at 11:00 today, 6 May 2015, at MW Business Centre, Michelangelo Hotel, Mandela Square, Sandton (“Annual General Meeting”), all of the proposed ordinary and special resolutions were passed by the requisite majority of votes cast by R&E shareholders present or represented by proxy. The detailed voting results of the Annual General Meeting are set out below. Annual General Meeting Results: Votes for Votes against Number of Number of Shares resolution (%)* resolution (%)* shares voted at shares voted at abstained as a the Annual the Annual percentage of General Meeting General Meeting shares in issue as a percentage (%) of shares in issue (%) Ordinary Resolution 1.08% 41 023 634 57.31% 0.08% 98.92% Number 1: To re-elect JH Scholes as a director of the Company Ordinary Resolution Number 2: To re-appoint DC Kovarsky as a 99.96% 0.04% 41 023 634 57.31% 0.08% member of the audit and risk committee of the Company Ordinary Resolution Number 3: To re-appoint JH Scholes as a 99.96% 0.04% 41 023 634 57.31% 0.08% member of the audit and risk committee of the Company Ordinary Resolution Number 4: To re-appoint P Burton as a 97.52% 2.48% 41 023 634 57.31% 0.08% member of the audit and risk committee of the Company Ordinary Resolution Number 5: To re-appoint KPMG 99.96% 0.04% 41 023 634 57.31% 0.08% Inc as the auditor of the Company Special Resolution Number 1: Approval of 99.96% 0.04% 41 023 634 57.31% 0.08% non-executive directors’ remuneration Special Resolution Number 2: Approval of right to provide financial 99.96% 0.04% 41 023 634 57.31% 0.08% assistance as contemplated in section 45 of the Companies Act, No.71 of 2008 (as amended) Notes: * In relation to the total number of shares voted at the Annual General Meeting. 6 May 2015 Johannesburg Sponsor PSG Capital Proprietary Limited Date: 06/05/2015 02:10:00 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.