THE FOSCHINI GROUP LIMITED - Results of annual general meeting

Results of annual general meeting

THE FOSCHINI GROUP LTD
Reg. No.: 1937/009504/06
Code : TFG – TFGP
ISIN : ZAE000148466 – ZAE000148516
(“Company”)


RESULTS OF ANNUAL GENERAL MEETING

At the annual general meeting of The Foschini Group Limited held today, 6
September 2016, all the ordinary and special resolutions were passed by the
requisite majority of votes, cast by way of poll in each case.

The company’s total number of ordinary shares in issue eligible to vote is
215,783,248 and the total number of shares represented in person or by
proxy at the meeting was 165,393,230, representing 77% of the eligible
shares.

The voting for each resolution was as follows:

                   Votes for         Votes against     Votes abstained
Ordinary
resolution no.1:       100.00%            0.00%              0.05%
presentation of
annual financial     165,282,185           0.00             111,045
statements
Ordinary
resolution no.2:        83.63%            16.37%             0.02%
re-appointment
of external          138,297,359        27,061,524          34,347
auditor
Ordinary
resolution no.3:        81.02%            18.98%             0.01%
re-election of
Sam Abrahams as      133,991,334        31,391,745          10,151
a director
Ordinary
resolution no.4:        97.33%            2.67%              0.66%
re-election of
Michael Lewis as     159,584,848        4,376,078          1,432,304
a director
Ordinary
resolution no.5:        96.76%            3.24%              0.01%
re-election of
Fatima Abrahams      160,028,179        5,354,900           10,151
as a director
Ordinary
resolution no.6:        99.79%            0.21%              0.01%
election of
Graham Davin as      165,041,899         341,180            10,151
a director

Ordinary
resolution no.7:        95.31%            4.69%              0.01%
election of Sam
Abrahams as a        157,626,346        7,756,733           10,151
member of the
board audit
committee
Ordinary
resolution no.8:     100.00%       0.00%        0.01%
election of
Boitumelo          165,383,079      0.00       10,151
Makgabo-
Fiskerstrand as
a member of the
board audit
committee
Ordinary
resolution no.9:     99,73%        0.27%        0.01%
election of Eddy
Oblowitz as a      164,934,877    448,202      10,151
member of the
board audit
committee
Ordinary
resolution           99,73%        0.27%        0.01%
no.10: election
of Nomahlubi       164,934,877    448,202      10,151
Simamane as a
member of the
board audit
committee
Ordinary
resolution           99,73%        0.27%        0.01%
no.11: election
of David           164,934,877    448,202      10,151
Friedland as a
member of the
board audit
committee
Ordinary
resolution           52.72%        47.28%       3.93%
no.12: non-
binding advisory   82,717,008    74,191,762   8,484,460
vote on
remuneration
policy
Special
resolution no.       98.98%        1.02%        0.01%
1: non-executive
director           163,700,270   1,682,809     10,151
remuneration
Special
resolution no.       83.20%        16.80%       0.02%
2: general
authority to       137,574,044   27,784,839    34,347
acquire shares
Special
resolution no.       98.51%        1.49%        0.01%
3: financial
assistance         162,922,258   2,460,821     10,151
Ordinary
resolution           100.00%       0.00%        0.01%
no.13: general
authority          165,383,079      0.00       10,151

The percentage of shares voted is calculated in relation to the number of
shares represented at the annual general meeting, excluding shares
abstained.


Cape Town
6 September 2016

Sponsor:
UBS South Africa Proprietary Limited

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