Results of the Annual General Meeting KAP INDUSTRIAL HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number: 1978/000181/06) Share code: KAP ISIN: ZAE0000171963 (“KAP” or “the Company”) RESULTS OF THE ANNUAL GENERAL MEETING Shareholders are hereby advised that at the annual general meeting of the Company held at 12:30 today, 16 November 2015, at 28 Sixth Street, Wynberg, Sandton 2090 (“AGM”), all of the resolutions proposed were passed by the requisite majority of KAP shareholders. The detailed voting results of the AGM are set out below: Votes for Votes Number of Number of Shares resolution against shares voted shares voted at abstained as (%) * resolution at the AGM the AGM as a a percentage (%) * percentage (%) (%) of shares of shares in in issue issue Ordinary resolution 1 100.0% 0.0% 2 067 298 943 85.3% 0.0% Re-appointment of external auditor Special resolutions 100.0% 0.0% 2 067 298 943 85.3% 0.0% number 1.1 to 1.10 Approval of fees payable to non-executive directors for service on the board and board committees Ordinary resolution number 2 Re-election of directors retiring by rotation: 2.1 S H Müller 100.0% 0.0% 2 067 298 943 85.3% 0.0% 2.2 S H Nomvete 99.8% 0.2% 2 067 298 943 85.3% 0.0% 2.3 P K Quarmby 100.0% 0.0% 2 067 298 943 85.3% 0.0% Ordinary resolution 3 99.6% 0.4% 2 067 298 943 85.3% 0.0% Ratification of the appointment of GN Chaplin as an executive director Ordinary resolution number 4 Re-election of members of the audit and risk committee: 4.1 S H Müller 99.7% 0.3% 2 067 298 943 85.3% 0.0% 4.2 S H Nomvete 99.7% 0.3% 2 067 298 943 85.3% 0.0% 4.3 P K Quarmby 100.0% 0.0% 2 067 298 943 85.3% 0.0% Ordinary resolution 67.2% 32.8% 2 067 298 943 85.3% 0.0% number 5 General authority over unissued shares Ordinary resolution 94.1% 5.9% 2 067 298 943 85.3% 0.0% number 6 Placing of shares under the control of the directors for purposes of the company’s share scheme. Special resolution 93.2% 6.8% 2 067 298 944 85.3% 0.0% number 2 General authority to repurchase issued shares. Ordinary resolution 96.5% 3.5% 2 067 298 943 85.3% 0.0% number 7 General authority to distribute share capital and/or reserves. Special resolution 98.5% 1.5% 2 067 298 943 85.3% 0.0% number 3 General authority to provide financial assistance to related and/ or inter-related companies Non-binding ordinary 93.7% 6.3% 2 067 298 943 85.3% 0.0% resolution number 8 Endorsement of the company’s remuneration policy. Ordinary resolution number 9 General authority to create and issue N/a N/a N/a N/a N/a convertible instruments NOTE: This resolution was withdrawn Note * - In relation to the total number of shares voted at the AGM Cape Town 16 November 2015 Sponsor PSG Capital Date: 16/11/2015 05:13:00 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.