Posting of circular to shareholders and notice of general meeting MURRAY & ROBERTS HOLDINGS LIMITED (Incorporated in the Republic of South Africa) Registration number 1948/029826/06 JSE Share Code: MUR ISIN: ZAE000073441 (“Murray & Roberts” or “Company”) POSTING OF CIRCULAR TO SHAREHOLDERS AND NOTICE OF GENERAL MEETING Shareholders are referred to the announcement released on the Stock Exchange News Service of the JSE Limited (“JSE”) ("SENS") on 1 November 2016. Shareholders are advised that the circular to Murray & Roberts shareholders containing the details of the Related Party Transaction, incorporating a Notice of General Meeting and a form of proxy has been posted today, 10 November 2016 (“the Circular”). The General Meeting will take place at 22 Skeen Boulevard, Bedfordview, Johannesburg, 2007 at 11:00 on Friday, 9 December 2016. Defined terms used but not defined in this announcement have the meanings set out in the Circular. Salient dates and times 2016 Record date for Shareholders to be entitled to receive the Notice Friday, 4 November of General Meeting Circular posted to Shareholders and announcement published on Thursday, 10 November SENS on Last Day to Trade in order for Shareholders to vote at the Tuesday, 29 November General Meeting Voting Record Date to determine which Shareholders are entitled Friday, 2 December to attend and vote at the General Meeting Last day for the receipt of proxy forms for the General Meeting by Wednesday, 7 December 11.00 on (see note 5 below) General Meeting to be held at 11.00 on Friday, 9 December Results of the General Meeting released on SENS on Friday, 9 December Results of the General Meeting published in the South African Monday, 12 December press on Notes: 1. The above dates and times are subject to amendment. Any material amendment will be released on SENS and published in the South African press. 2. All times quoted in this announcement are local times in South Africa on a 24-hour basis, unless specified otherwise. 3. No orders to dematerialise or rematerialise securities will be processed from the Business Day following the Last Day to Trade up to and including the Voting Record Date, but such orders will again be processed from the first Business Day after the Voting Record Date. 4. If the General Meeting is adjourned or postponed, forms of proxy submitted for the General Meeting will remain valid in respect of any adjournment or postponement of the General Meeting unless the contrary is stated on such form of proxy. 5. Forms of proxy should be submitted before the meeting commences. Shareholders are requested to submit their forms of proxy to the Transfer Secretaries, Link Market Services South Africa Proprietary Limited, by 11:00 on Wednesday, 7 December 2016. Shareholders are advised that the Circular is available on the Company’s website: www.murrob.com. Johannesburg 10 November 2016 Financial adviser Rand Merchant Bank, a division of FirstRand Bank Limited Sponsor Deutsche Securities (SA) Proprietary Limited Date: 10/11/2016 03:48:00 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.