Results of the General Meeting - Disposal of Infrastructure and Building Businesses MURRAY & ROBERTS HOLDINGS LIMITED (Incorporated in the Republic of South Africa) Registration number: 1948/029826/06 JSE Share Code: MUR ADR Code: MURZY ISIN: ZAE000073441 (“Murray & Roberts”) RESULTS OF THE GENERAL MEETING – DISPOSAL OF INFRASTRUCTURE AND BUILDING BUSINESSES Defined terms used but not defined in this announcement have the meanings set out in the Circular. Murray & Roberts Shareholders are referred to the announcement, regarding the posting of the Circular incorporating the Notice of General Meeting released on the Stock Exchange News Service of the JSE on 10 November 2016. The Circular contained details with regards to the Transaction in respect of the disposal of the infrastructure and building platform. Murray & Roberts is pleased to inform Shareholders that all resolutions set out in the Circular to give effect to the Transaction were passed by the requisite majority at the Company's General Meeting held at 22 Skeen Boulevard, Bedfordview, Johannesburg at 11:00 today, Friday, 9 December 2016. As at Friday, 2 December 2016, being the Voting Record Date, the total number of issued Murray & Roberts ordinary shares was 444 736 118. The number of Murray & Roberts shares present or represented by proxy was 297 205 259, representing 66.83% of the issued share capital and 79.19% of the votable shares as at the Voting Record Date. Details of the voting results in respect of the resolutions are as follows: 1 TOTAL SHARES VOTED SHARES ABSTAINED RESOLUTION FOR AGAINST NUMBER %* %* (%) (%) Ordinary Resolution 1 Approval of the Related 99.9793 0.0207 297 205 259 66.8273 0.0104 Party Transaction Ordinary Resolution 2 Directors’ authority 99.9793 0.0207 297 209 254 66.8282 0.0090 *Expressed as a percentage of 444 736 118 Shares in issue as at the Voting Record Date The implementation of the Transaction is still subject to the fulfilment of a number of Conditions Precedent. Murray & Roberts Shareholders will be notified once all the outstanding Conditions Precedent as set out in the Circular have been fulfilled and the Transaction implemented. Bedfordview 9 December 2016 Sponsor Deutsche Securities (SA) Proprietary Limited 2 Date: 09/12/2016 01:26:00 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.