Report on Annual General Meeting proceedings ASPEN PHARMACARE HOLDINGS LIMITED (Incorporated in the Republic of South Africa) Registration number 1985/0002935/06 Share code: APN ISIN: ZAE000066692 ("Aspen Holdings" or "the Company") REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS Shareholders are advised that, at the Annual General Meeting (AGM”) of members held on Tuesday, 6 December 2016, a total of 325 961 981 or 71.41% of issued shares (456 435 185) were voted and that the further voting statistics from this AGM are confirmed to be as follows: 1 Ordinary resolution number 1: Presentation and adoption of Annual Financial Statements For Against Abstain Shares voted 325 022 321 50 939 610 325 022 371 100.00000% 0.00000% 100.00000% 2 Ordinary resolution number 2: Presentation and noting of the Social & Ethics Committee Report For Against Abstain Shares voted 324 901 999 120 1 059 862 324 902 119 100.00% 0.00% 100.00% 3 Ordinary resolution number 3.a: Re-election of John Buchanan retiring by rotation and available for re-election For Against Abstain Shares voted 273 494 082 51 677 382 790 517 325 171 464 84.11% 15.89% 100.00% 4 Ordinary resolution number 3.b: Re-election of Maureen Manyama retiring by rotation and available for re-election For Against Abstain Shares voted 324 640 178 531 256 790 437 325 171 434 99.84% 0.16% 100.00% 5 Ordinary resolution number 3.c: Re-election of Babalwa Ngonyama retiring by rotation and available for re-election For Against Abstain Shares voted 322 628 641 2 542 583 790 757 325 171 224 99.22% 0.78% 100.00% 6 Ordinary resolution number 3.d: Re-election of David Redfern retiring by rotation and available for re-election For Against Abstain Shares voted 297 259 109 27 524 756 1 178 116 324 783 865 91.53% 8.47% 100.00% 7 Ordinary resolution number 3.e: Re-election of Sindi Zilwa retiring by rotation and available for re-election For Against Abstain Shares voted 295 185 765 29 985 259 790 957 325 171 024 90.78% 9.22% 100.00% 8 Ordinary resolution number 4: Re-appointment of PricewaterhouseCoopers as independent external auditors For Against Abstain Shares voted 278 270 947 46 978 058 712 976 325 429 005 85.56% 14.44% 100.00% 9 Ordinary resolution number 5.a: Election of Roy Andersen as a member of the Audit & Risk Committee For Against Abstain Shares voted 325 073 072 57 222 831 687 325 130 294 99.98% 0.02% 100.00% 10 Ordinary resolution number 5.b: Election of John Buchanan as a member of the Audit & Risk Committee For Against Abstain Shares voted 272 895 247 52 275 807 790 927 325 171 054 83.92% 16.08% 100.00% 11 Ordinary resolution number 5.c: Election of Maureen Manyama as a member of the Audit & Risk Committee For Against Abstain Shares voted 325 112 398 58 856 790 727 325 171 254 99.98% 0.02% 100.00% 12 Ordinary resolution number 5.d: Election of Babalwa Ngonyama as a member of the Audit & Risk Committee For Against Abstain Shares voted 309 227 583 15 943 741 790 657 325 171 254 95.10% 4.90% 100.00% 13 Ordinary resolution number 5.e: Election of Sindi Zilwa as a member of the Audit & Risk Committee For Against Abstain Shares voted 299 231 715 25 909 259 821 007 325 140 974 92.03% 7.97% 100.00% 14 Ordinary resolution number 6: Unissued shares placed under the control of directors (5%) For Against Abstain Shares voted 297 259 346 28 032 215 670 420 325 291 561 91.38% 8.62% 100.00% 15 Ordinary resolution number 7: General but restricted authority for the directors to issue shares for cash (5%) For Against Abstain Shares voted 300 891 496 24 400 089 670 396 325 291 585 92.50% 7.50% 100.00% 16 Ordinary resolution number 8: Endorsement of the remuneration policy by way of a non- binding advisory vote For Against Abstain Shares voted 311 213 810 13 592 481 1 155 690 324 806 291 95.82% 4.18% 10.00% 17 Ordinary resolution number 9: Authorisation of an executive director to sign necessary documents to implement ordinary and special resolutions For Against Abstain Shares voted 325 291 039 120 670 822 325 291 159 100.00% 0.00% 100.00% 18 Special resolution number 1.1a: Remuneration of non-executive directors - Chairman For Against Abstain Shares voted 321 218 656 3 586 046 1 157 279 324 804 702 98.90% 1.10% 100.00% 19 Special resolution number 1.1b: Remuneration of non-executive directors – Board Member For Against Abstain Shares voted 325 122 925 45 568 793 488 325 168 493 99.99% 0.01% 100.00% 20 Special resolution number 1.2a: Remuneration of non-executive directors – Audit & Risk Committee Chairman For Against Abstain Shares voted 325 121 811 46 682 793 488 325 168 493 99.99% 0.01% 100.00% 21 Special resolution number 1.2b: Remuneration of non-executive directors – Audit & Risk Committee Member For Against Abstain Shares voted 325 162 985 5 498 793 498 325 168 483 100.00% 0.00% 100.00% 22 Special resolution number 1.3a: Remuneration of non-executive directors – Remuneration & Nomination Committee Chairman For Against Abstain Shares voted 323 170 086 1 998 397 793 498 325 168 483 99.39% 0.61% 100.00% 23 Special resolution number 1.3b: Remuneration of non-executive directors – Remuneration & Nomination Committee Member For Against Abstain Shares voted 323 170 086 1 998 397 793 498 325 168 483 99.39% 0.61% 100.00% 24 Special resolution number 1.4a: Remuneration of non-executive directors – Social & Ethics Committee Chairman For Against Abstain Shares voted 325 162 985 5 498 793 498 325 168 483 100.00% 0.00% 100.00% 25 Special resolution number 1.4b: Remuneration of non-executive directors – Social & Ethics Committee Member For Against Abstain Shares voted 325 162 985 5 498 793 498 325 168 483 100.00% 0.00% 100.00% 26 Special resolution number 2: Financial assistance to related or inter-related company For Against Abstain Shares voted 302 847 653 22 322 127 792 201 325 169 780 93.14% 6.86% 100.00% 27 Special resolution number 3: General authority to repurchase shares For Against Abstain Shares voted 319 957 526 5 291 322 713 133 325 248 848 98.37% 1.63% 100.00% Durban 7 December 2016 Sponsor Investec Bank Limited Date: 07/12/2016 10:00:00 Produced by the JSE SENS Department. 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