Results of annual general meeting Adcorp Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1974/001804/06) Share Code: ADR ISIN: ZAE000000139 (“Adcorp” or “the Company”) RESULTS OF ANNUAL GENERAL MEETING Shareholders are advised that at the Annual General Meeting (“AGM”) of Adcorp shareholders held today at Adcorp’s registered office Adcorp Office Park, Nicolway, Bryanston, all the ordinary and special resolutions as set out in the notice of the AGM contained in the Company`s 2015 Integrated Annual Report, dated 14 July 2015, were duly passed by the requisite majority votes of shareholders. The voting results with respect to the proposed resolutions, as required in terms of section 3.91 of the JSE Listings Requirements, are as follows: - Total number of shares entitled to vote is 126 777 524, consisting of 109 954 675 ordinary shares and 16 822 849 B ordinary shares; - Total number of shares voted in person or by proxy was 105 155 917, representing 82.95% of the total issued share capital of the Company. For Against Abstained Resolution Proposed Shares % of Shares % of Shares % of shares shares total voted voted issued shares Ordinary resolution number 1: 105 155 917 100% - 0.00% - 0.00% Presentation of the annual financial statements Ordinary resolution number 2: Election and re-election of directors 2.1 N Sihlangu (alternate to 105 155 917 100% - 0.00% - 0.00% GP Dingaan and NS Ndhlazi) 105 155 917 100% - 0.00% - 0.00% 2.2 MJN Njeke 2.3 GP Dingaan 105 155 917 100% - 0.00% - 0.00% 105 100 880 99.95% 55 037 0.05% - 0.00% 2.4 ME Mthunzi 105 155 917 100% - 0.00% - 0.00% 2.5 AM Sher Ordinary resolution number 3: Election of Audit and Risk Committee members 105 155 917 100% 0.00% - 0.00% 3.1 TDA Ross 104 906 529 99.76% 249 388 0.24% - 0.00% 3.2 SN Mabaso-Koyana 105 155 917 100% 0.00% - 0.00% 3.3 ME Mthunzi 105 155 917 100% 0.00% - 0.00% 3.4 MW Spicer Ordinary resolution number 4: 105 100 880 99.95% 55 037 0.05% - 0.00% Reappointment of independent external auditors Ordinary resolution number 5: 75 021 817 71.55% 29 834 100 28.45% 300 000 0.24% Place 2 000 000 of the authorised but unissued ordinary shares under the control of the directors Ordinary resolution number 6: 72 955 781 78.72% 19 727 473 21.28% 12 472 663 9.84% Non-binding advisory vote on remuneration policy Ordinary resolution number 7: 104 323 731 99.34% 692 433 0.66% 139 753 0.11% Authority to implement resolutions passed at the AGM Special resolution number 1: 98 927 003 94.08% 6 228 914 5.92% - 0.00% Remuneration payable to non- executive directors Special resolution number 2: 92 857 126 99.58% 396 120 0.42% 11 902 671 9.39% Repurchase of the Company’s shares Special resolution number 3: 97 946 920 93.14% 7 208 997 6.86% - 0.00% Financial assistance for the subscription of any debt securities and provision of loans or other financial assistance to present or future related or inter-related companies Bryanston 26 August 2015 Sponsor: Deloitte & Touche Sponsor Services (Pty) Ltd Date: 26/08/2015 03:04:00 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.