Results of Annual General Meeting and Change to the board of Directors VISUAL INTERNATIONAL HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 2006/030975/06) (“Visual” or “the Company”) ISIN Code: ZAE000187407 Share code: VIS RESULTS OF ANNUAL GENERAL MEETING (“AGM”) AND CHANGE TO THE BOARD OF DIRECTORS RESULTS OF THE AGM Shareholders are advised that the AGM of Visual was held on 24 January 2018 and that all the resolutions proposed at the AGM were passed by the requisite number of shareholders. The following information is provided: Total number of issued ordinary shares 338 367 112 Total number of ordinary shares represented and eligible to vote at the AGM 164 982 653 Percentage of ordinary shares represented at the AGM 48.76% The resolutions proposed at the AGM, together with the percentage of votes carried for and against each resolution, are set out below: Total number Abstain For Against of votes cast (% of issued Resolution proposed (% of total (% of total (excluding share votes cast) votes cast) abstentions) capital) Ordinary Resolution Number 1 164 766 975 164 761 975 5 000 215 678 Presentation and acceptance of (99.997%) (0.003%) (0.06%) annual financial statements Ordinary Resolution Number 2 164 721 975 164 716 975 5 000 260 678 Director appointment – (99.997%) (0.003%) (0.08%) L Matlholwa Ordinary Resolution Number 3 164 766 975 164 761 975 5 000 215 678 Director appointment – (99.997%) (0.003%) (0.06%) T Mokgatlha* Ordinary Resolution Number 4 164 721 975 164 716 975 5 000 260 678 Director retirement and re- (99.997%) (0.003%) (0.08%) election – R Kadalie Ordinary Resolution Number 5 164 721 975 164 716 975 5 000 260 678 Director retirement and re- (99.997%) (0.003%) (0.08%) election – R Richards Ordinary Resolution Number 6 164 766 975 164 761 975 5 000 215 678 Director retirement and re- (99.997%) (0.003%) (0.06%) election – CT Vorster Ordinary Resolution Number 7 164 766 975 164 761 975 5 000 215 678 Appointment and remuneration (99.997%) (0.003%) (0.06%) of auditors Ordinary Resolution Number 8 164 766 975 164 761 975 5 000 215 678 Appointment of Audit and Risk (99.997%) (0.003%) (0.06%) Committee member – CT Vorster Ordinary Resolution Number 9 164 721 975 164 716 975 5 000 260 678 Appointment of Audit and Risk (99.997%) (0.003%) (0.08%) Committee member – R Kadalie Ordinary Resolution Number 10 164 766 975 164 761 975 5 000 215 678 Appointment of Audit and Risk (99.997%) (0.003%) (0.06%) Committee member – T Mokgatlha* Ordinary Resolution Number 11 164 766 975 164 685 271 81 704 215 678 Approval of Remuneration Policy (99.95%) (0.05%) (0.06%) Ordinary resolution number 12 164 721 975 164 676 975 45 000 260 678 General authority to allot and (99.97%) (0.03%) (0.08%) issue shares for cash Special Resolution Number 1 164 766 975 164 721 975 45 000 215 678 Non-Executive directors’ (99.97%) (0.03%) (0.06%) remuneration Special Resolution Number 2 164 766 975 164 676 975 90 000 215 678 General authority to enter into (99.95%) (0.05%) (0.06%) funding agreements, provide loans or other financial assistance Special Resolution Number 3 164 766 975 164 676 975 90 000 215 678 Authority to issue shares, securities (99.95%) (0.05%) (0.06%) convertible into shares or rights that may exceed 30% of the voting power of the current issued share capital * As announced on SENS on 30 November 2017, Mr Thabo Mokgatlha subsequently resigned as a non-executive director of the Board of Visual with effect from the date of that announcement. CHANGE TO THE BOARD OF DIRECTORS In accordance with paragraph 3.59(b) of the Listings Requirements of the JSE Limited, shareholders are advised that Mr Peter Grobbelaar has resigned from his position as executive director of Visual with effect from 1 February 2018 but will remain available to the Company on a consulting basis. The Board thanks him for his contribution to the Company and wishes him well in his future endeavours. By order of the Board Cape Town 25 January 2018 Designated Advisor Arbor Capital Sponsors Proprietary Limited Date: 25/01/2018 12:10:00 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.