Report on proceedings at the annual general meeting STELLAR CAPITAL PARTNERS LIMITED Incorporated in the Republic of South Africa (Registration number: 1998/015580/06) Share code: SCP ISIN: ZAE000198586 ("Stellar Capital" or the "Company") REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING The Company is pleased to advise shareholders that all the resolutions contained in the notice of annual general meeting (“AGM”) were passed by the required majority of votes by shareholders present or represented by proxy at the AGM held at 10h00 today at Stellar Capital’s registered offices situated at Third Floor, The Terraces, 25 Protea Road, Claremont, Cape Town. Shares voted Shares Votes carried disclosed abstained disclosed as a as a disclosed as a percentage in percentage percentage in relation to the in relation to total number of Number of relation the total shares voted at shares voted to the issued share Resolutions the meeting total capital* issued share capital* For Against Ordinary resolution number 1 Adoption of annual financial 100% 0% 647 843 102 60.26% 0.05% statements Ordinary resolution number 2 Director ratification 99.92% 0.08% 647 849 702 60.26% 0.05% (MVZ Wentzel) Ordinary resolution number 3 Director ratification 100% 0% 647 841 866 60.26% 0.05% (MM Ngoasheng) Ordinary resolution number 4 Director ratification(L 100% 0% 647 843 102 60.26% 0.05% Potgieter) Ordinary resolution number 5 Director re-election (DD 100% 0% 647 843 102 60.26% 0.05% Tabata) Ordinary resolution number 6 99.92% 0.08% 647 843 102 60.26% 0.05% Director re-election (CJ Roodt) Ordinary resolution number 7 Appointment and remuneration of 100% 0% 647 849 702 60.26% 0.05% Auditors Ordinary resolution number 8 Appointment of Audit and Risk 100% 0% 647 843 102 60.26% 0.05% Committee member – L Potgieter Ordinary resolution number 9 Appointment of Audit and Risk 100% 0% 647 843 102 60.26% 0.05% Committee member – CJ Roodt Ordinary resolution number 10 Appointment of Audit and Risk 99.92% 0% 647 843 102 60.26% 0.05% Committee member – MVZ Wentzel Ordinary resolution number 11 Appointment of Social and 100% 0% 647 843 102 60.26% 0.05% Ethics Committee member – MM Ngoasheng Ordinary resolution number 12 Appointment of Social and 100% 0% 647 843 102 60.26% 0.05% Ethics Committee member – DD Tabata Ordinary resolution number 13 Appointment of Social and 99.92% 0.08% 647 843 102 60.26% 0.05% Ethics Committee member – MVZ Wentzel Ordinary resolution number 14 General authority to issue 82.30% 17.70% 647 844 764 60.26% 0.05% shares Ordinary resolution number 15 99.26% 0.74% 637 266 894 59.28% 1.03% Approval of remuneration policy Ordinary resolution number 16 94.95% 5.05% 637 283 232 59.28% 1.03% Renewal of management agreement Ordinary resolution number 17 100% 0% 647 303 733 60.21% 0.10% Authorising resolution Special resolution number 1 General authority to repurchase 99.05% 0.95% 647 805 698 60.26% 0.05% shares Special resolution number 2 Non-executive directors’ 99.02% 0.98% 647 841 233 60.26% 0.05% remuneration Special resolution number 3 General authority to provide 99.99% 0.01% 647 793 633 60.26% 0.05% financial assistance Special resolution number 4 General authority to provide 84.00% 16.00% 647 799 098 60.26% 0.05% financial assistance for the subscription of shares *Total issued share capital is 1 075 031 756. The special resolution/s will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course. Cape Town 18 May 2017 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 18/05/2017 12:51:00 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.