Results of AGM BARCLAYS AFRICA GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number: 1986/003934/06) ISIN: ZAE000174124 JSE share code: BGA (“the Company”) RESULTS OF THE 2015 ANNUAL GENERAL MEETING (AGM) Shareholders are advised that at the AGM of the Company held on Tuesday, 19 May 2015, all the resolutions set out in the notice of AGM sent to shareholders together with the integrated report for the year ended 31 December 2014 were passed by the requisite majority of votes. A total of 754 412 128 shares voted at the meeting, representing 88.99% of the Company’s total issued ordinary share capital. Ordinary Number of Shares Shares Shares resolutions shares voted voted for: voted abstained: against: 1. To consider 753 975 761 753 954 162 21 599 436 317 and endorse the Company’s % of total % of shares % of % of total financial issued shares voted shares issued statements voted shares 88.938% 99.997% 0.003% 0.051% 2. To re-appoint the Company’s auditors 2.1 Price 754 254 085 754 164 249 89 836 157 703 waterhouse Coopers Inc % of total % of shares % of % of total issued shares voted shares issued voted shares 88.971% 99.988% 0.012% 0.019% 2.2 Ernst and 754 254 425 754 164 503 89 922 157 703 Young Inc % of total % of shares % of % of total shares voted shares issued voted shares 88.971% 99.988% 0.012% 0.019% 3. To re-elect retiring directors 3.1 Colin Beggs 754 254 425 754 230 261 24 164 157 703 % of total % of shares % of % of total issued shares voted shares issued voted shares 88.971% 99.997% 0.003% 0.019% 3.2 Wendy 754 224 434 748 569 137 5 655 297 187 694 Lucas-Bull % of total % of shares % of % of total issued shares voted shares issued voted shares 88.968% 99.250% 0.750% 0.022% 3.3 Patrick 754 254 333 739 194 935 15 059 398 157 795 Clackson % of total % of shares % of % of total issued shares voted shares issued voted shares 88.971% 98.003% 1.997% 0.019% 3.4 Maria Ramos 754 254 425 754 147 363 107 062 157 703 % of total % of shares % of % of total issued shares voted shares issued voted shares 88.971% 99.986% 0.014% 0.019% 3.5 Ashok 754 254 425 7541 47 363 107 062 157 703 Vaswani % of total % of shares % of % of total issued shares voted shares issued voted shares 88.971% 99.986% 0.014% 0.019% 4. To confirm the appointment of new directors appointed after the last AGM 4.1 Francis 754 254 289 754 202 199 52 090 157 789 Okomo-Okello % of total % of shares % of % of total issued shares voted shares issued voted shares 88.971% 99.993% 0.007% 0.019% 4.2 Alex Darko 754 254 339 754 202 249 52 090 157 789 % of total % of shares % of % of total issued shares voted shares issued voted shares 88.971% 99.993% 0.007% 0.019% 5. To elect the members of the Group Audit and Compliance Committee 5.1 Colin Beggs 754 254 425 754 253 763 662 157 703 % of total % of shares % of % of total issued shares voted shares issued voted shares 88.971% 99.999% 0.001% 0.019% 5.2 Mohamed 754 254 425 754 253 763 662 157 703 Husain % of total % of shares % of % of total shares voted shares issued voted shares 88.971% 99.999% 0.001% 0.019% 5.3 Trevor 754 224 358 754 223 696 662 157 703 Munday % of total % of shares % of % of total shares voted shares issued voted shares 88.968% 99.999% 0.001% 0.019% 5.4 Alex Darko 754 251 425 754 250 763 662 157 703 % of total % of shares % of % of total shares voted shares issued voted shares 88.971% 99.999% 0.001% 0.019% 6. To place 754 253 713 726 443 851 27 809 862 158 365 unissued shares under the % of total % of shares % of % of total control of the shares voted shares issued directors voted shares 88.971% 96.313% 3.687% 0.019% 7. Non-binding 754 152 830 684 216 281 69 936 549 259 248 advisory vote % of total % of shares % of % of total on the shares voted shares issued Company’s voted shares remuneration 88.959% 90.726% 9.274% 0.031% policy 8. Approval of 749 329 930 657 574 284 91 755 646 5 082 148 the Barclays % of total % of shares % of % of total Africa Group shares voted shares issued Limited Share voted shares Value Plan 88.390% 87.754% 12.245% 0.599% (requiring 75% votes in favour) Special Number of Shares Shares Shares resolutions shares voted voted for: voted abstained: against: 1. Special 754 253 713 754 100 396 153 317 158 365 resolution to sanction the % of total % of shares % of % of total proposed issued shares voted shares issued remuneration of voted shares the non- 88.971% 99.980% 0.020% 0.019% executive directors, payable from 1 May 2015 2. Special 751 114 112 729 264 480 21 849 632 234 383 resolution regarding the % of total % of shares % of % of total authority for a issued shares voted shares issued general voted shares repurchase of 88.601% 97.091% 2.909% 0.028% ordinary shares of the Company 3. Special 754 254 283 750 147 741 4 106 542 157 795 resolution on Financial % of total % of shares % of % of total Assistance – issued shares voted shares issued section 45 of voted shares the Companies 88.971% 99.456% 0.544% 0.019% Act The special resolutions will be lodged with the Companies and Intellectual Property Commission (CIPC) in due course and, where appropriate, the Registrar of Banks. Johannesburg 19 May 2015 Enquiries: David Hodnett – Deputy Chief Executive Officer and Financial Director Tel: (+2711) 350 2623 Email: David.Hodnett@barclaysafrica.com Lead Independent Sponsor: J.P. Morgan Equities South Africa Proprietary Limited Joint Sponsor: Corporate and Investment Banking, a division of Absa Bank Limited Date: 19/05/2015 05:19:00 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.