Results of annual general meeting Shoprite Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 1936/007721/06) ISIN no: ZAE 000012084 JSE share code: SHP NSX share code: SRH LUSE share code: SHOPRITE (“Shoprite Holdings” or “the Company”) RESULTS OF ANNUAL GENERAL MEETING Shareholders are advised that the voting results for the annual general meeting (“AGM”) of Shoprite Holdings held at the registered offices of the Company on 31 October 2016 were as follows: Resolution Number of Percentage of For** Against** Abstained*** shares voted shares in % % % issue* % Ordinary resolution number 1 703 338 703 84.57504 99.97208 0.02792 0.04484 Approval of Annual Financial Statements Ordinary resolution number 2 703 605 440 84.60712 99.95988 0.04012 0.01276 Re-appointment of Auditors Ordinary resolution number 3 703 658 839 84.61354 99.04313 0.95687 0.00635 Re-election of Dr ATM Mokgokong Ordinary resolution number 4 703 658 839 84.61354 99.60033 0.39967 0.00635 Re-election of Mr JF Basson Ordinary resolution number 5 703 658 839 84.61354 90.66432 9.33568 0.00635 Re-election of Mr JJ Fouché Ordinary resolution number 6 703 658 839 84.61354 99.55928 0.44072 0.00635 Re-election of Mr JA Rock Ordinary resolution number 7 703 658 839 84.61354 99.99609 0.00391 0.00635 Appointment of Mr JF Basson as Chairperson and Member of the Shoprite Holdings Audit and Risk Committee Ordinary resolution number 8 703 653 874 84.61294 87.43653 12.56347 0.00694 Appointment of Mr JA Louw as Member of the Shoprite Holdings Audit and Risk Committee Ordinary resolution number 9 703 658 839 84.61354 90.44286 9.55714 0.00635 Appointment of Mr JJ Fouché as Member of the Shoprite Holdings Audit and Risk Committee Ordinary resolution number 10 703 658 839 84.61354 99.97210 0.02790 0.00635 Appointment of Mr JA Rock as Member of the Shoprite Holdings Audit and Risk Committee Ordinary resolution number 11 703 658 293 84.61347 99.70579 0.29421 0.00641 General Authority over Unissued Ordinary Shares Ordinary resolution number 12 703 658 293 84.61347 99.77464 0.22536 0.00641 General Authority to Issue Shares for Cash Resolution number 13 703 658 293 84.61347 99.98862 0.01138 0.00641 General Authority to Directors and/or Company Secretary Resolution number 14 700 996 736 84.29343 70.28803 29.71197 0.32646 Non-binding Advisory Vote on the Remuneration Policy of Shoprite Holdings Resolution Number of Percentage of For** Against** Abstained*** shares voted shares in % % % issue* % Special resolution number 1 703 658 293 84.61347 99.12929 0.87071 0.00641 Remuneration Payable to Non-executive Directors Special resolution number 2 703 658 293 84.61347 99.39249 0.60751 0.00641 Financial Assistance to Subsidiaries, Related and Inter- related Entities Special resolution number 3 703 658 293 84.61347 99.25170 0.74830 0.00641 Financial Assistance for Subscription of Securities Special resolution number 4 703 642 389 84.61156 99.76448 0.23552 0.00832 General Approval to Repurchase Shares Special resolution number 5 703 658 293 84.61347 100 0 0.00641 Approval of Amendment to Clauses 9.3 to 9.6 of the Memorandum of Incorporation of the Company Special resolution number 6 703 658 293 84.61347 100 0 0.00641 Approval of Amendment to Clause 15 of the Memorandum of Incorporation of the Company Special resolution number 7 703 658 293 84.61347 100 0 0.00641 Approval of Amendment to Clauses 1.2.24, 1.2.25 and 48 of the Memorandum of Incorporation of the Company * Based on 831 614 950 shares (292 598 241 deferred shares and 574 453 281 ordinary shares less 35 436 572 treasury shares) in issue at the date of the AGM. ** In relation to the total number of shares voted at the AGM. *** In relation to the total number of shares in issue at the date of the AGM. Based on the above voting results, all resolutions were passed by the requisite majority of Shoprite Holdings shareholders present in person or represented by proxy at the AGM. Cape Town 31 October 2016 Sponsor Nedbank Corporate and Investment Banking Date: 31/10/2016 04:55:00 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.