Report on proceedings at the Annual General Meeting PETMIN LIMITED Incorporated in the Republic of South Africa Registration Number 1972/001062/06 Share Code JSE: PET ISIN: ZAE000076014 ("Petmin" or "the Company") REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING At the annual general meeting ('AGM') of the shareholders of the Petmin held on Friday, 22 May 2015 at which 67.11% of Petmin's shareholders, representing 367,787,978 out of 548,065,694 issued shares were present in person or by representation, all the ordinary and special resolutions proposed at the meeting were approved by the requisite majority of votes. Voting was conducted by a show of hands, which takes into account one vote per shareholder whether physically present or present via proxy. We have included, in brackets, the results of the votes using a poll of the number of shares cast for each resolution. In this regard, Petmin confirms the voting statistics from the AGM as follows: Ordinary Resolution number 1 Re-election of Mr I Cockerill as a director Votes carried disclosed as a percentage of shares voted at meeting For: 94.44% (79.62%) Against: 2.78% (20.38% Abstain: 2.78% (<1%) Ordinary Resolution number 2 Re-election of Ms K Kalyan as a director Votes carried disclosed as a percentage of shares voted at meeting For: 94.44% (79.66%) Against: 2.78% (20.34%) Abstain: 2.78% (<1%) Ordinary Resolution number 3 Re-appointment of KPMG Inc. as auditors of the Company Votes carried disclosed as a percentage of shares voted at meeting For: 91.67% (96.61%) Against: 5.55% (3.09%) Abstain: 2.78% (<1%) Ordinary Resolution number 4 Approval of the remuneration philosophy for the year ended 30 June 2014 Votes carried disclosed as a percentage of shares voted at meeting For: 80.56% (61.52%) Against: 16.66% (18.61%) Abstain: 2.78% (19.87%) Ordinary Resolution number 5 Approval of the amendments to the existing cash based Petmin Limited Executive Remuneration Scheme Votes carried disclosed as a percentage of shares voted at meeting For: 83.33% (84.00%) Against: 13.89% (16.00%) Abstain: 2.78% (<1%) Ordinary Resolution number 6 Re-appointment of Mr TD Petersen as a member of the Audit and Risk Committee of the Company Votes carried disclosed as a percentage of shares voted at meeting For: 94.44% (99.52%) Against: 2.78% (0.48%) Abstain: 2.78% (<1%) Ordinary Resolution number 7 Re-appointment of Mr E Greyling as a member of the Audit and Risk Committee Votes carried disclosed as a percentage of shares voted at meeting For: 94.44% (99.52%) Against: 2.78% (0.48%) Abstain: 2.78% (<1%) Ordinary Resolution number 8 Appointment of Mr M Arnold as a member of the Audit and Risk Committee Votes carried disclosed as a percentage of shares voted at meeting For: 94.44% (99.52%) Against: 2.78% (0.48%) Abstain: 2.78% (<1%) Ordinary Resolution number 9 To authorise general share issues for cash Votes carried disclosed as a percentage of shares voted at meeting For: 77.78% (76.12%) Against: 19.44% (23.88%) Abstain: 2.78% (<1%) Special Resolution number 1 General authority to repurchase shares in the Company Votes carried disclosed as a percentage of shares voted at meeting For: 94.44% (99.52%) Against: 2.78% (0.48%) Abstain: 2.78% (<1%) Special Resolution number 2 General financial assistance provided to related or inter-related companies Votes carried disclosed as a percentage of shares voted at meeting For: 94.44% (99.52%) Against: 2.78% (0.48%) Abstain: 2.78% (<1%) Special Resolution number 3 Remuneration of non-executive Directors Votes carried disclosed as a percentage of shares voted at meeting For: 88.89% (96.06%) Against: 5.56% (3.09%) Abstain: 5.55% (0.85%) The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course. Petmin Bradley Doig +27 11 706 1644 Media Jonathon Rees +27 76 185 1827 Sponsor and Corporate Advisor River Group Johannesburg 25 May 2015 Date: 25/05/2015 12:10:00 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.