Results of General Meeting Convened to Consider the Scheme of Arrangement and Finalisation Announcement CULLINAN HOLDINGS LIMITED (Incorporated in the Republic of South Africa) (Registration number 1902/001808/06) Preference share code: CULP ISIN: ZAE000001947 ("the company") RESULTS OF GENERAL MEETING CONVENED TO CONSIDER THE SCHEME OF ARRANGEMENT ("the Scheme Meeting") AND FINALISATION ANNOUNCEMENT The Preference Shareholders are advised that all the resolutions contained in the notice convening the Scheme Meeting were approved by the requisite majorities of shareholders present in person or represented by proxy at the Scheme Meeting of the company held on Friday, 25 January 2019. Details of the resolutions and the voting are contained in the table below. The issued Preference Share capital of the company is 500 000 Preference Shares, all of which were entitled to vote at the Scheme Meeting. Total number of votes cast: (% of share Votes in Votes Abstentions: capital favour: against: (% of issued entitled to (% of total (% of total share Resolution proposed vote) votes cast) votes cast) capital) Special resolution 1: To approve the Scheme 410 128 (82.03%) 410 128 (100%) - - Ordinary resolution 1: To authorise any director or the company secretary to sign documentation to give effect to implementation of the Scheme and the de-listing of the company 410 128 (82.03%) 410 128 (100%) - - The Preference Shareholders are further advised that no Preference Shareholders exercised their rights in terms of sections 115 or 164 of the Companies Act, 2008 and that all conditions precedent as detailed in the Scheme Circular have been fulfilled. The Scheme will therefore be implemented in accordance with its terms and conditions and will proceed according to the following salient dates and times: 2019 Scheme LDT, being the last day to trade Preference Shares on the JSE in order to be recorded in the Register to receive the Scheme Consideration, by close of business on Tuesday, 5 February Suspension of listing of Preference Shares on the JSE expected to take place at the commencement of trade on Wednesday, 6 February Scheme Consideration Record Date, being the date on which Scheme Participants must be recorded in the Register to receive the Scheme Consideration, by close of trade on Friday, 8 February Operative Date of the Scheme Monday, 11 February Payment and delivery of Scheme Consideration Monday, 11 February Termination of listing of Preference Shares at commencement of trade on the JSE Tuesday, 12 February To the extent that the distribution of the Scheme Consideration in certain jurisdictions outside of South Africa may be restricted or prohibited by the laws of such foreign jurisdiction then this announcement is deemed to have been provided for information purposes only and the Cullinan Board accepts no responsibility for any failure by Scheme Participants to inform themselves about, and to observe, any applicable legal requirements in any relevant foreign jurisdiction. Scheme Participants who are in doubt as to their position should consult their professional advisors. By order of the board Johannesburg 29 January 2019 Independent expert Sponsor Auditor Attorney to Cullinan Arbor Capital Mazars Fluxmans Moore Stephens Attorneys Date: 29/01/2019 02:51:00 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.