Results of the Scheme Meeting Morvest Group Limited Previously Morvest Business Group Limited (Incorporated in the Republic of South Africa) Registration Number: 2003/012583/06 Share Code: MOR ISIN Code: ZAE000152567 (“Morvest” or “the Company”) RESULTS OF THE SCHEME MEETING Shareholders are referred to the announcement published by Morvest on 15 May 2015, in terms of which Varachia Investment Group Proprietary Limited (“VIG”) made an offer to acquire the entire issued ordinary share capital of Morvest, excluding those ordinary shares in Morvest held by concert parties of VIG, by way of a scheme of arrangement (“Scheme”). In addition, Morvest shareholders are referred to the announcement published by Morvest on 9 June 2015, whereby shareholders were advised that the Scheme Circular, incorporating a notice convening a general meeting of shareholders at which a special resolution would be considered for purposes of approving the Scheme (“Scheme Meeting”) had been distributed to shareholders. Shareholders are hereby advised that the Scheme Meeting was held today, 8 July 2015 at Morvest’s offices at 188, 14th Road, Noordwyk, Midrand, Gauteng, and that the special resolution was passed by the requisite majority of Morvest shareholders. The implementation of the Scheme remains subject to the fulfilment (or waiver, where applicable) of all the outstanding Scheme Conditions and the terms envisaged in the Scheme Circular other than the approval of the Scheme by the Competition Authorities, which approval has been granted unconditionally. The detailed voting results of the Scheme Meeting are set out below: Percentage FOR (Being Percentage the Percentage ABSTAINED percentage AGAINST (Being the of the (Being the percentage Number total percentage of the of Number shares of the total shares of voted) total shares entitled shares shares entitled Resolution to vote voted voted) to vote) Special 548 657 403 317 89.44% 10.65% 0% resolution: 972 531 Approval of the Scheme Note – The voting rights exercisable by Scheme Concert Parties were not taken into account for any purposes in respect of the resolution listed above. IMPORTANT DATES AND TIMES Shareholders are referred to the important dates and times set out in the announcement released by Morvest on 9 June 2015 and in the Scheme Circular (which is available on Morvest’s website at www.morvest.co.za), which set out the remaining important dates and times relating to the Scheme. INDEPENDENT BOARD RESPONSIBILITY STATEMENT The independent board of Morvest established to consider the Scheme accepts responsibility for the information contained in this announcement and, to the best of its knowledge and belief, confirms that the information is true and this announcement does not omit anything likely to affect the importance of the information included. Johannesburg 8 July 2015 Transaction advisor and sponsor - PSG Capital Proprietary Limited Legal Advisor to Morvest - Mervyn Taback Incorporated Independent Expert - BDO Corporate Finance Proprietary Limited Date: 08/07/2015 01:41:00 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.