Changes to the Board Massmart Holdings Limited (Incorporated in the Republic of South Africa) Company registration No. 1940/014066/06 JSE Code: MSM ISIN: ZAE 000152617 ("Massmart" or the “Company”) CHANGES TO THE BOARD Resignation of a non-executive director The Massmart board of directors (“the Board”) regrets to announce the resignation of Mr JP Suarez as a non-executive director of the Company with effect from 26 May 2017. Mr Suarez was appointed to the Board on 20 June 2011 as one of the three Walmart-appointees to the Board. With his extensive international retail experience, Mr Suarez was a key member of the Board, and Massmart is indebted to his business insights and invaluable contributions he brought to the Board’s debates and deliberations. The Board, Massmart Executive Committee and management would like to thank Mr Suarez for his significant contribution to the Massmart business. Appointment of non-executive directors Appointment of Susan Muigai The Board is pleased to announce the appointment of Ms Susan Muigai as a non-executive director of the Company with effect from 26 May 2017. Ms Muigai is a Walmart appointed nominee and she will also serve as a member of the Company’s Social and Ethics Committee. Ms Muigai is currently the Executive Vice President, Human Resources at Walmart Canada, where she has previously held various senior roles during the last number of years. She has also held leadership roles in Risk Management and Internal Audit, along with completing global assignments while serving as senior vice president, general counsel and chief ethics officer in Walmart India, and vice president, International Real Estate in the U.S. Appointment of Roger Burnley The Board is pleased to announce the appointment of Mr Roger Burnley as a non-executive director of the Company with effect from 26 May 2017. Mr Burnley is a Walmart appointed nominee and he is currently the Chief Operating Officer and Deputy Chief Executive Officer of Asda Walmart in the United Kingdom (UK). Mr Burnley brings to the Board a wealth of commercial, corporate and extensive retail experience. He has held a variety of senior executive and leadership roles in supply chain and logistics, commercial and retail operations in a number of UK retail businesses including, Sainsbury and Matalan. During his tenure at Asda between 1996 and 2002, he was part of the core team responsible for integrating Asda into Walmart following its acquisition in 1999. Mr Burnley also held the role of Managing Director for General Merchandise, Clothing & Logistics at Sainsbury’s in the UK and served on its Operating Board. Additionally, Mr Burnley also served on the Board of Transport for London as a non-executive board member during 2012 to 2016. The Board, Massmart Executive Committee and management are pleased to welcome Ms Muigai and Mr Burnley to the Board and wish them all of the very best. 26 May 2017 Sponsor Deutsche Securities (SA) Proprietary Limited Date: 26/05/2017 03:52:00 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.