Results Of Annual General Meeting - Dealings In Securities By Directors And An Associate Of A Director Nutritional Holdings Limited (Registration number 2004/002282/06) (Incorporated in the Republic of South Africa) Share Code: NUT ISIN: ZAE000156485 (“Nutritional Holdings” or “the Company”) RESULTS OF ANNUAL GENERAL MEETING (“AGM”) DEALINGS IN SECURITIES BY DIRECTORS AND AN ASSOCIATE OF A DIRECTOR RESULTS OF ANNUAL GENERAL MEETING In terms of paragraph 3.91 of the JSE Listings Requirements, the board of directors (“Board”) advise that all the resolutions, including the special resolutions, as set out in the notice of the AGM, were passed by a comprehensive majority of shareholder votes at the AGM held today at the registered offices of the Company. Altogether 62.77% of voteable shares, being 3 497 368 179 shares, were represented at the AGM. The detailed results of the voting are as follows: % voted % % FOR of ABSTAINED % AGAINST of Number of issued of issued of shares shares Resolution shares voted shares shares voted voted Ordinary No. 1: 2 194 595 816 62.75 0.03 - 100 Endorsement of annual financial statements Ordinary No. 2: Re- 2 194 595 816 62.75 0.03 - 100 appointment of auditors Ordinary No. 3: 2 194 595 816 62.75 0.03 - 100 Auditors, remuneration Ordinary No. 4: Re- 2 194 595 816 62.75 0.03 - 100 appointment Mr AR Pinfold as a non- executive director Ordinary No. 5: 2 194 595 816 62.75 0.03 - 100 Confirmation of appointment of Dr C Kapnias as a member of the Audit and Risk Committee Ordinary No. 6: Re- 2 194 595 816 62.75 0.03 - 100 appointment of Mr GR Wambach as a member of the Audit and Risk Committee Ordinary No. 7: Placing 2 194 595 816 62.75 0.03 - 100 unissued ordinary shares for purpose of share option scheme under the control of the directors Ordinary No. 8: Placing 2 194 595 816 62.75 0.03 - 100 of the authorised but unissued ordinary share capital under the control of the directors Ordinary No. 9: General 2 194 079 149 62.74 0.03 0.02 99.98 authority to issue shares for cash Ordinary No. 10: 2 194 079 149 62.74 0.03 0.02 99.98 Authorisation to sign any documents Ordinary No. 11: 1 884 079 149 53.87 0.03 14.15 99.97 Approval of Kenosi Loan Ordinary No. 12: 1 743 512 222 49.85 20.58 - 100 Approval of Pop-up Loan and Pinfold Loan Ordinary No. 13: 1 027 328 004 29.37 53.18 0.05 99.95 Approval of the issuance of the Salary Shares Special No. 1: 2 194 079 149 62.74 0.03 0.02 99.98 Remuneration of non- executive directors Special No. 2: 2 194 079 149 62.74 0.03 0.02 99.98 Acquisition of Company’s own shares Special No. 3: 2 194 079 149 62.74 0.03 0.02 99.98 Amendment to memorandum of incorporation DEALINGS IN SECURITIES BY DIRECTORS AND AN ASSOCIATE OF A DIRECTOR In compliance with paragraphs 3.63 to 3.74 of the Listings Requirements of the JSE Limited, the following information is disclosed as a consequence of the passing of ordinary resolutions 12 and 13: DIRECTOR: AR Pinfold COMPANY: Nutritional Holdings Limited STATUS: Non-executive director ASSOCIATE: Pop-up Trading (PTY) Limited RELATIONSHIP WITH DIRECTOR: Director of the associate TYPE OF SECURITIES: Shares CLASS OF SECURITIES: Ordinary DATE OF RECEIPT OF OPTION: 30 September 2016 NUMBER OF SECURITIES: 400 000 000 CENTS PER SHARE: 1 cent TOTAL RAND VALUE OF SECURITIES: R4 000 000 NATURE OF TRANSACTION: Granting of an option to convert a loan (off-market transaction) STRIKE DATE OF CONVERSION: 30 September 2016 PERIOD OF EXERCISE: No later than 31 December 2016 NATURE AND EXTENT OF INTEREST IN THE TRANSACTION: Indirect, beneficial CLEARANCE OBTAINED: Yes DIRECTOR: AR Pinfold COMPANY: Nutritional Holdings Limited STATUS: Non-executive director TYPE OF SECURITIES: Shares CLASS OF SECURITIES: Ordinary DATE OF RECEIPT OF OPTION: 30 September 2016 NUMBER OF SECURITIES: 260 000 000 CENTS PER SHARE: 1 cent TOTAL RAND VALUE OF SECURITIES: R2 600 000 NATURE OF TRANSACTION: Granting of an option to convert a loan (off-market transaction) STRIKE DATE OF CONVERSION: 30 September 2016 PERIOD OF EXERCISE: No later than 31 December 2016 NATURE AND EXTENT OF INTEREST IN THE TRANSACTION: Direct, beneficial CLEARANCE OBTAINED: Yes DIRECTOR: R Etchells COMPANY: Nutritional Holdings Limited STATUS: Executive director TYPE OF SECURITIES: Shares CLASS OF SECURITIES: Ordinary DATE TRANSACTION: 26 May 2016 NUMBER OF SECURITIES: 23 000 000 CENTS PER SHARE: 1 cent TOTAL RAND VALUE OF SECURITIES: R230 000 NATURE OF TRANSACTION: Receipt of shares in lieu of unpaid salary NATURE AND EXTENT OF INTEREST IN THE TRANSACTION: Direct, beneficial CLEARANCE OBTAINED: Yes DIRECTOR: T Mokgatlha COMPANY: Nutritional Holdings Limited STATUS: Executive director TYPE OF SECURITIES: Shares CLASS OF SECURITIES: Ordinary DATE TRANSACTION: 26 May 2016 NUMBER OF SECURITIES: 23 000 000 CENTS PER SHARE: 1 cent TOTAL RAND VALUE OF SECURITIES: R230 000 NATURE OF TRANSACTION: Receipt of shares in lieu of unpaid salary NATURE AND EXTENT OF INTEREST IN THE TRANSACTION: Direct, beneficial CLEARANCE OBTAINED: Yes Umhlanga 30 September 2016 Designated adviser: PSG Capital Proprietary Limited Date: 30/09/2016 01:30:00 Produced by the JSE SENS Department. 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