Report on proceedings at the annual general meeting of the ordinary shareholders and changes to the board FIRSTRAND LIMITED (Incorporated in the Republic of South Africa) (Registration number: 1966/010753/06) JSE ordinary share code: FSR ISIN: ZAE000066304 JSE B preference share code: FSRP ISIN: ZAE000060141 NSX ordinary share code: FST (FirstRand) REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING OF THE ORDINARY SHAREHOLDERS AND CHANGES TO THE BOARD Ordinary shareholders are advised that, at the 20th (twentieth) annual general meeting (AGM) of FirstRand held at 9am on Tuesday, 29 November 2016, all of the resolutions set out in the notice of the AGM dated 7 September 2016 were passed, without modification, by the requisite majority of votes. Details of the votes cast on each resolution are set out below: Total number of shares that can be exercised at the meeting 100% 5 609 488 001 Total number of shares present/represented including proxies at the meeting 81% 4 521 146 028 Total number of members present in person 9 Ordinary resolution numbers 1.1: Re-election of directors by way of separate resolution: MS Bomela Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 395 872 981 121 841 427 3 431 620 4 517 714 408 97.30303% 2.69697% 0.06118% 80.53702% Ordinary resolution numbers 1.2: Re-election of directors by way of separate resolution: P Cooper Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 446 587 783 71 123 361 3 434 884 4 517 711 144 98.42568% 1.57432% 0.06123% 80.53696% Ordinary resolution numbers 1.3: Re-election of directors by way of separate resolution: GG Gelink Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 506 601 562 12 339 582 2 204 884 4 518 941 144 99.72694% 0.27306% 0.03931% 80.55889 Ordinary resolution numbers 1.4: Re-election of directors by way of separate resolution: NN Gwagwa Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 439 928 177 78 988 511 2 229 340 4 518 916 688 98.25205% 1.74795% 0.03974% 80.55845% Ordinary resolution numbers 1.5: Re-election of directors by way of separate resolution: BJ van der Ross Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 3 883 322 770 635 618 332 2 204 926 4 518 941 102 85.93435% 14.06565% 0.03931% 80.55889% Ordinary resolution number 1.6: Vacancies filled by the directors during the year: F Knoetze Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 406 975 763 110 735 381 3 434 884 4 517 711 144 97.54886% 2.45114% 0.06123% 80.53696% Ordinary resolution numbers 2.1: Appointment of auditor: Deloitte & Touche Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 504 897 738 14 047 492 2 200 798 4 518 945 230 99.68914% 0.31086% 0.03923% 80.55896% Ordinary resolution numbers 2.2: Appointment of auditor: PricewaterhouseCoopers Inc. Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 490 766 483 14 520 051 15 859 494 4 505 286 534 99.67771% 0.32229% 0.28273% 80.31547% Advisory endorsement of remuneration policy Endorsement of remuneration policy Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 389 115 210 129 034 568 2 996 250 4 518 149 778 97.14408% 2.85592% 0.05341% 80.54478% Ordinary resolution number 3: Placing the unissued ordinary shares under the control of the directors Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 3 701 178 676 817 489 883 2 477 469 4 518 668 559 81.90861% 18.09139% 0.04417% 80.55403% Ordinary resolution number 4: General authority to issue authorised but unissued ordinary shares Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 228 921 308 290 017 240 2 207 480 4 518 938 548 93.58218% 6.41782% 0.03935% 80.55884% Ordinary resolution number 5: Signing authority Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 518 560 861 348 451 2 236 716 4 518 909 312 99.99229% 0.00771% 0.03987% 80.55832% Special resolution number 1: General authority to repurchase ordinary shares Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 477 031 822 40 296 931 3 817 275 4 517 328 753 99.10795% 0.89205% 0.06805% 80.53014% Special resolution number 2.1: Financial assistance to directors and prescribed officers as employee share scheme beneficiaries Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 464 620 690 53 882 140 2 643 198 4 518 502 830 98.80752% 1.19248% 0.04712% 80.55107% Special resolution number 2.2: Financial assistance to related and interrelated entities Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 505 535 959 13 403 079 2 206 990 4 518 939 038 99.70340% 0.29660% 0.03934% 80.55885% Special resolution number 3: Remuneration of non-executive directors with effect from 1 December 2016 Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 4 383 414 867 135 463 214 2 267 947 4 518 878 081 97.00228% 2.99772% 0.04043% 80.55776% Special resolution number 4: Adoption of new Memorandum of Incorporation (MOI) of the Company Abstained Shares voted Disclosed as a % Disclosed as a % calculated in calculated in relation to the relation to the For Against issued share capital issued share capital 3 628 800 705 887 867 409 4 477 914 4 516 668 114 80.34243% 19.65757% 0.07983% 80.51837% The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course. Shareholders are further advised that Viv Bartlett and Deepak Premnarayen retired from the boards of directors of FirstRand Limited and FirstRand Bank Limited (the Boards) at the conclusion of each company's AGM, being 29 November 2016. The Boards wish to express their appreciation for the valuable contribution that they have made to the Boards during their time with FirstRand Limited and FirstRand Bank Limited and wishes them well in their future endeavours. Sandton 1 December 2016 Sponsor RAND MERCHANT BANK (a Division of FirstRand Bank Limited) Date: 01/12/2016 09:17:00 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.