Results of Annual General Meeting ("AGM") WINHOLD LIMITED (Incorporated in the Republic of South Africa) (Registration number 1945/019679/06) Share Code: WNH ISIN: ZAE000033916 (“the company”) RESULTS OF ANNUAL GENERAL MEETING (“AGM”) Shareholders are advised that all the resolutions contained in the notice convening the AGM were approved by the requisite majorities of shareholders present in person or represented by proxy at the AGM of the company held on 25 February 2016. Details of the resolutions and the voting are contained in the table below. Resolution proposed Total number Votes in Votes Abstentions: of votes cast: favour: % against: % of issued number (% of % share capital issued share capital) Ordinary resolution number 1: 1.1 To re-elect Mr. H Jeena as a director of 97 982 056 the company (78%) 100% 0% 0% 1.2 To re-elect Mr. WAR Wenteler as a 97 982 056 director of the company (78%) 100% 0% 0% Ordinary resolution number 2: 2.1 To re-elect Mr. H Jeena as a member of 97 982 056 the audit and risk committee (78%) 100% 0% 0% 2.2 To re-elect Ms. R Naidoo as a member of 97 982 056 the audit and risk committee (78%) 100% 0% 0% 2.3 To re-elect Mr. PC Nash as a member of 97 982 056 the audit and risk committee (78%) 100% 0% 0% Ordinary resolution number 3: To re-appoint Mazars as independent auditors 97 982 056 and Mr. S Vorster as the designated audit (78%) 100% 0% 0% partner to the company and to approve the auditors’ remuneration Ordinary resolution number 4: To approve the remuneration policy of the 97 982 056 company (78%) 100% 0% 0% Ordinary resolution number 5: To place the authorised but unissued share 97 982 056 capital of the company under the control of the (78%) 96.92% 3.08% 0% directors Ordinary resolution number 6: To authorise a director or the company 97 982 056 secretary to do all such things and sign all (78%) 100% 0% 0% such documents to implement resolutions set out in the notice to this general meeting Special resolution number 1: To approve the remuneration for non- 97 982 056 executive directors from 1 March 2016 until the (78%) 100% 0% 0% next Annual General Meeting Special resolution number 2: To authorise the directors to provide financial 97 982 056 assistance to related and inter-related entities (78%) 100% 0% 0% to the company Special resolution number 3: To authorise the directors to provide financial 97 982 056 assistance for the subscription for or purchase (78%) 100% 0% 0% of securities by related and inter-related entities to the company Note: Ms. M Fry, who was appointed as an independent non-executive director of the company with effect from 1 February 2016, retired at the annual general meeting in terms of the Memorandum of Incorporation. The board of the company has confirmed her reappointment with immediate effect until the next annual general meeting. By order of the board. Germiston 26 February 2015 Sponsor Arbor Capital Sponsors Proprietary Limited Date: 26/02/2016 11:35:00 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.