Results of Annual General Meeting and changes to the board of directors Tharisa plc (Incorporated in the Republic of Cyprus with limited liability) (Registration number HE223412) JSE share code: THA ISIN: CY0103562118 ('Tharisa') Results of Annual General Meeting and changes to the board of directors Shareholders are advised that all the resolutions tabled at the Annual General Meeting of shareholders held on Tuesday, 25 February 2016 (in terms of the notice dispatched on Tuesday, 22 December 2015), were passed by the requisite majority. Details of the results of voting at the Annual General Meeting are as follows: Total number of shares in issue on 25 February 2016: 255 891 886 Total number of shares entitled to vote at the Annual General Meeting: 255 890 527 Total number of shares present or represented at the Annual General Meeting: 187 339 418, representing 73% of the issued share capital. There were no abstentions. Resolution Shares voted For Against Ordinary resolution 1: 187 339 418 187 339 418 Adoption of Annual Financial Statements (100%) (100%) - Ordinary resolution 2: Re-appointment of KPMG as external 187 339 418 187 339 418 auditors (100%) (100%) - Ordinary resolution 3.1: Re-election of John David Salter as a non- 187 339 418 187 339 418 executive director (100%) (100%) - Ordinary resolution 3.2: Re-election of Antonios Djakouris as a non- 187 339 418 187 339 418 executive director (100%) (100%) - Ordinary resolution 4: Placement of authorised but unissued 187 339 418 145 730 554 41 608 864 shares under the directors’ control (100%) (76%) (24%) Ordinary resolution 5: 187 339 418 145 730 554 41 608 864 Dis-application of pre-emptive rights (100%) (76%) (24%) Ordinary resolution 6: 187 339 418 145 730 554 41 608 864 General authority to issue shares for cash (100%) (76%) (24%) Ordinary resolution 7: Approval of the Group remuneration 187 339 418 186 278 795 1 060 623 policy (100%) (99%) (1%) Special resolution 1: General authority to repurchase shares 187 339 418 187 339 418 - (100%) (100%) - In compliance with Section 3.59 of the Listings Requirements of the JSE Limited, the Tharisa Board of Directors (“the Board”) hereby notifies its shareholders of the following changes to the Board: As per the Notice of Annual General Meeting, Mr Ioannis Drapaniotis, an independent non-executive director, retired by rotation at the Annual General Meeting, and did not make himself available for re-election. Ioannis is consequently no longer a director of Tharisa, effective 25 February 2016. The Board thanks Ioannis for the invaluable contribution he has made to the Group over the seven years he has served on the Board. Paphos, Cyprus 25 February 2016 Sponsor Investec Bank Limited Date: 25/02/2016 02:10:00 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.