Results of annual general meeting Gaia Infrastructure Capital Limited (Incorporated in the Republic of South Africa) (Registration number 2015/115237/06) JSE code: GAI ISIN: ZAE000210555 (“GAIA”) RESULTS OF ANNUAL GENERAL MEETING Shareholders are advised that, at the Annual General Meeting (“AGM”) of GAIA held on 29 August 2017, Ordinary resolution number 12 (General authority to issue shares for cash), Special resolution number 3 (Inter-company financial assistance) and Special resolution number 4 (General authority to repurchase shares), as set out in the Notice of AGM circulated to the shareholders were withdrawn and not put to shareholders at the AGM. The remainder of the resolutions as set out in the notice of AGM were passed by the requisite majority of votes. In this regard, GAIA confirms the voting statistics from the Annual General Meeting as follows: % Number Total number of shares in issue 100 55 151 000 Total number of shares present/ represented at the AGM including proxies 83.29 45 932 932 Votes carried disclosed as a Shares abstained percentage in relation to the total Shares voted disclosed as a number of shares voted at the disclosed as a percentage in meeting percentage in relation to the Number of shares relation to the total total issued share Resolutions voted issued share capital capital For Against Ordinary resolution number 1 100 45 931 432 83.28 0 Re-appointment of director - PB Schabort as non-executive Ordinary resolution number 2 100 45 931 432 83.28 0 Re-appointment of director - N Kimber as non-executive Ordinary resolution number 3 100 45 925 482 83.27 0.01 Confirmation of Appointment - S Tuku as non-executive Ordinary resolution number 4 100 45 924 143 83.27 0.02 Confirmation of Appointment - L Mondi as non-executive Ordinary resolution number 5 100 45 925 482 83.27 0.01 Confirmation of Appointment T Bukula as non-executive Ordinary resolution number 6 100 0 45 926 982 83.27 0.01 Re-appointment of audit and risk committee member - S Tuku Ordinary resolution number 7 100 0 45 932 932 83.29 0 Re-appointment of audit and risk committee member - N Kimber Ordinary resolution number 8 100 0 45 925 643 83.27 0.01 Appointment of audit and risk committee member – L Mondi Ordinary resolution number 9 99.98 0.02 45 932 932 83.29 Re-appointment of external auditors Ordinary resolution number 10 100 0 26 677 783 48.37 34.91 Non-binding endorsement of GAIA Infrastructure Capital Limited’s remuneration policy Ordinary resolution number 11 58.09 41.91 45 925 482 83.27 0.01 Amendment of the Investment Policy Special resolution number 1 100 0 45 325 482 83.27 0.01 Remuneration of Non-Executive Directors Special resolution number 2 100 0 45 925 482 83.27 0.01 Inter-company financial assistance The special resolution/s will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course. For and on behalf of the Board Cape Town 30 August 2017 Sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 30/08/2017 10:28:00 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.