Results of Annual General Meeting Interwaste Holdings Limited (Incorporated in the Republic of South Africa) (Registration number 2006/037223/06) JSE code: IWE ISIN: ZAE000097903 (“Interwaste” or “the company”) RESULTS OF ANNUAL GENERAL MEETING The Board of Interwaste advises that at the Annual General Meeting of Shareholders held today, 28 June 2018, ordinary resolutions 1 to 10 and special resolutions 1 to 3 (as set out in the notice of Annual General Meeting contained in the Company's 2017 Integrated Report) were duly approved by the requisite majority. Details of the results of voting at the Annual General Meeting are as follows: - Total number of issued ordinary shares: 469,092,877 - Total number of issued voteable ordinary shares: 434,058,158 - Total number of issued ordinary shares which were present/represented at the Annual General Meeting: 277,819,703 being 64.01% of the Total Voteable Ordinary Shares. Ordinary Resolutions Ordinary resolution number 1: Adoption of financial statements For (1) Against (1) Abstentions (2) Shares voted (3) 277 521 126 being 101 being 0% 298 476 being 0.07% 277 521 227 being 100% 63.94% Ordinary resolution number 2: Re-election of Mrs BL Willcocks For (1) Against (1) Abstentions (2) Shares voted (3) 260 514 375 being 17 006 852 being 298 476 being 0.07% 277 521 227 being 93.87% 6.13% 63.94% Ordinary resolution number 3: Re-election of Mr DK Rosevear For (1) Against (1) Abstentions (2) Shares voted (3) 277 519 276 being 1 951 being 0.0% 298 476 being 0.07% 277 521 227 being 100% 63.94% Ordinary resolution number 4: Re-election of Mr L Mahlangu as the Chair of the Audit and Risk Committee: For (1) Against (1) Abstentions (2) Shares voted (3) 260 512 525 being 17 008 702 being 298 476 being 0.07% 277 521 227 being 93.87% 6.13% 63.94% Ordinary resolution number 5: Appointment of Mr PF Mojono to the Audit and Risk Committee For (1) Against (1) Abstentions (2) Shares voted (3) 260 512 525 being 17 008 702, being 298 476 being 0.07% 277 521 227 being 93.87% 6.13% 63.94% Ordinary resolution number 6: Appointment Mr CA Boles to the Audit and Risk Committee For (1) Against (1) Abstentions (2) Shares voted (3) 277 521 126 being 101 being 0% 298 476 being 0.07% 277 521 227 being 100% 63.94% Ordinary resolution number 7: Appointment Mr DK Rosevear to the Audit and Risk Committee For (1) Against (1) Abstentions (2) Shares voted (3) 277 521 126 being 101 being 0% 298 476 being 0.07% 277 521 227 being 100% 63.94% Ordinary resolution number 8: Re-appointment of Deloitte and Touche as Auditors and Mr D Uys as the Registered Auditor For (1) Against (1) Abstentions (2) Shares voted (3) 277 511 126 being 10 101 being 0.0% 298 476 being 0.07% 277 521 227 being 100.0% 63.94% Ordinary resolution number 9: Non-binding advisory vote on the Remuneration Philosophy For (1) Against (1) Abstentions (2) Shares voted (3) 274 079 976 being 3 440 951 being 298 776 being 0.07% 277 520 927 being 98.76% 1.24% 63.94% Ordinary resolution number 10: Non-binding advisory vote on the Implementation Report For (1) Against (1) Abstentions (2) Shares voted (3) 277 519 276 being 1 951 being 0.0% 298 476 being 0.07% 277 521 227 being 100% 63.94% Special Resolutions: Special resolution number 1: Approval of Non-Executive Director’s fees for the ensuing year For (1) Against (1) Abstentions (2) Shares voted (3) 277 509 276 being 23 951, being 0.01% 286 476 being 0.07% 277 533 227 being 99.99% 63.94% Special resolution number 2: Authorisation to provide financial assistance For (1) Against (1) Abstentions (2) Shares voted (3) 277 508 976 being 11 951, being 0% 298 776 being 0.07% 277 520 927 being 100% 63.94% Special resolution number 3: General Authority to repurchase shares For (1) Against (1) Abstentions (2) Shares voted (3) 260 583 075 being 17 020 852 being 215 776 being 0.05% 277 603 927 being 93.87% 6.13% 63.94% Notes: (1) The votes carried for and against each individual resolution are disclosed as a percentage in relation to the total number of ordinary shares voted (whether in person or by proxy) in respect of such individual resolution at the Annual General Meeting. (2) The total number of ordinary shares abstained in respect of each individual resolution (whether in person or by proxy) is disclosed as a percentage in relation to the Total Voteable Ordinary Shares. (3) The total number of ordinary shares voted (whether in person or by proxy) at the Annual General Meeting in respect of each individual resolution is disclosed as a percentage in relation to the Total Voteable Ordinary Shares. The relevant special resolutions will be lodged with the Companies and Intellectual Property Commission in due course. Germiston 29 June 2018 JSE Sponsor Grindrod Bank Limited Date: 29/06/2018 08:30:00 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. 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