Dealings in securities by directors of a major subsidiary Barloworld Limited (Incorporated in the Republic of South Africa) (Registration number 1918/000095/06) (Income Tax Registration number 9000/051/71/5) (Share code: BAW) (JSE ISIN: ZAE000026639) (Share code: BAWP) (JSE ISIN: ZAE000026647) (Namibian Stock Exchange share code: BWL) ("Barloworld” or “the Company") DEALINGS IN SECURITIES BY DIRECTORS OF A MAJOR SUBSIDIARY OF BARLOWORLD LIMITED In terms of the Barloworld Share Appreciation Rights Scheme (SARs) certain share appreciation rights were granted to senior management of the Barloworld Group on 28 February 2011. The SARs are settled in Barloworld Limited ordinary shares. The SARs vest over a period of five years based on achievement of a prescribed performance condition. The 2011 grant met the performance condition and vested on 27 February 2014. Consequently a third of the grant may be exercised by the executive directors of Barloworld Limited and directors of the major subsidiary, Barloworld South Africa (Pty) Limited. In compliance with rule 3.63 to 3.74 of the Listing Requirements, the following information is disclosed: Director: Sameshan Moodley (Director of Barloworld South Africa (Pty) Ltd – Major subsidiary of Barloworld Limited) Company: Barloworld Limited Date of transaction: 26 May 2015 Class of security: Ordinary shares Nature of transaction: On market purchase of shares to settle the rights that have vested under the Share Appreciation Right Scheme (SARs). Number of shares : 900 Date of grant: 28 February 2011 Price per share R101.9798 Total value: R91 781.82 Vesting period: Three years after date of grant at a tranche of one third per annum from the third year Nature of interest: Direct/Beneficial Market intermediary: N/A Confirmation of clearance: Clearance to deal was granted by a director of Barloworld Limited Director: Gail Antonette Lemmert (Director of Barloworld South Africa (Pty) Ltd – Major subsidiary of Barloworld Limited) Company: Barloworld Limited Date of transaction: 26 May 2015 Class of security: Ordinary shares Nature of transaction: On market purchase of shares to settle the rights that have vested under the Share Appreciation Right Scheme (SARs). Number of shares : 2 010 Date of grant: 28 February 2011 Price per share R101.9798 Total value: R204 979.40 Vesting period: Three years after date of grant at a tranche of one third per annum from the third year Nature of interest: Direct/Beneficial Market intermediary: N/A Confirmation of clearance: Clearance to deal was granted by a director of Barloworld Limited Director: Litha Nkombisa (Director of Barloworld South Africa (Pty) Ltd – Major subsidiary of Barloworld Limited) Company: Barloworld Limited Date of transaction: 25 May 2015 Class of security: Ordinary shares Nature of transaction: On market sale of shares Number of shares : 2 739 Date of grant: 28 February 2011 Price per share R100.13 Total value: R274 256.07 Nature of interest: Direct/Beneficial Market intermediary: N/A Confirmation of clearance: Clearance to deal was granted by a director of Barloworld Limited Sandton 27 May 2015 Sponsor: J.P. Morgan Equities South Africa Proprietary Limited Date: 27/05/2015 05:03:00 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.