Results of Annual General Meeting AFRICAN PHOENIX INVESTMENTS LIMITED Incorporated in the Republic of South Africa (Registration number 1946/021193/06) Ordinary share code: AXL ISIN: ZAE000221370 Hybrid instrument code: AXLP ISIN: ZAE000221388 (“Phoenix” or “the Company”) RESULTS OF ANNUAL GENERAL MEETING Shareholders are advised that, at the Annual General Meeting of Phoenix held today, all the resolutions as set out in the notice of Annual General Meeting and voted on were passed by the requisite majority of shareholders save for: - “Special resolution number 2: Financial assistance for subscription of securities”; and - “Special resolution number 4: Amendment of Memorandum of Incorporation of the Company”. The following ordinary resolutions were withdrawn at the Annual General Meeting: - “Ordinary resolution number 2.4: Election of Mr Isaac Shongwe as an independent non-executive director”; and - “Ordinary resolution number 2.5: Election of Mr Peter Mountford an as independent non-executive director”. The number of ordinary shares voted in person or by proxy was 977 057 560, representing 68.47% of the total issued share capital of the same class of Phoenix shares. The resolutions proposed at the Annual General Meeting, together with the percentage of shares abstained, as well as the percentage of votes carried for and against each resolution, are set out below: % of votes % of votes % of carried for the against the shares Resolution resolution resolution abstained Ordinary resolution number 1: Appointment of auditors 99.75% 0.25% 1.62% Ordinary resolution number 2: Election of directors Ordinary resolution number 2.1: Election of Mr Morris 67.05% 32.95% 2.55% Mthombeni as an independent non-executive director Ordinary resolution number 2.2: Election of Ms Alethea 75.91% 24.09% 2.56% Conrad as an independent non-executive director Ordinary resolution number 2.3: Election of Mr John Evans as 76.46% 23.54% 0.25% an executive director Ordinary resolution number 2.6: Election of Ms Carmen Le 74.28% 25.72% 2.56% Grange as an independent non-executive director Ordinary resolution number 3: Appointment of the chairman and members of the Audit and Risk Committee Ordinary resolution number 3.1: Appointment of Mr Morris 67.06% 32.94% 2.55% Mthombeni as a member of the Audit and Risk Committee Ordinary resolution number 3.2: Appointment of Mr Daniël 74.28% 25.72% 2.55% Vlok as a member of the Audit and Risk Committee Ordinary resolution number 3.3: Appointment of Ms Carmen 74.27% 25.73% 2.55% Le Grange as a member of the Audit and Risk Committee Ordinary resolution number 4: Approval of Remuneration 50.72% 49.28% 3.98% Policy Ordinary resolution number 5: Signature of documents 75.29% 24.71% 3.94% Special resolution number 1: Approval of the non-executive 99.69% 0.31% 3.94% directors’ remuneration* Special resolution number 2: Financial assistance for 47.43% 52.57% 3.94% subscription of securities Special resolution number 3: Loans or other financial 99.59% 0.41% 3.94% assistance to related and inter-related entities Special resolution number 4: Amendment of Memorandum of 69.85% 30.15% 3.94% Incorporation of the Company * Shareholders are advised that at the Annual General Meeting, “Special resolution number 1: Approval of the non-executive directors’ remuneration” was modified such that the annual remuneration payable to the non-executive directors for the year ending 2018 was not increased and accordingly, remains unchanged from the remuneration payable to the non-executive directors for the year ending 2017. Johannesburg 19 July 2017 Sponsor Merchantec Capital Date: 19/07/2017 05:25:00 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.