Results of general meeting relating to MTN Zakhele's unwinding in November 2016 MTN Zakhele (RF) Limited (Incorporated in South Africa) (Registration number 2010/004693/06) Share code: MTNZBE ISIN: ZAE000208526 (“MTN Zakhele” or “MTNZ” or the “Company”) RESULTS OF GENERAL MEETING RELATING TO MTN ZAKHELE’S UNWINDING IN NOVEMBER 2016 (“MTN ZAKHELE UNWINDING SCHEME”) MTNZ ordinary and preference shareholders are advised that the voting results at the general meeting of MTNZ regarding the approval by MTNZ ordinary and preference shareholders for the implementation of the MTN Zakhele Unwinding Scheme, held at the Sandton Convention Centre on Tuesday, 11 October 2016, were as follows: MTNZ ordinary and preference shareholders Resolution Number of Number of For*** Against*** Abstained* MTNZ MTNZ *** ordinary ordinary shares and shares and preference preference shares shares voted* voted as a percentage of MTNZ ordinary shares and preference shares in issue** SPECIAL RESOLUTION 43 603 124 52.21046% 99.99989% 0.00011% 0.00702% NUMBER 1 Approval of the MTN Zakhele Unwinding Scheme * This includes votes for, against and abstentions. ** Based on 80 888 207 MTNZ ordinary shares and 2 625 952 MTNZ preference shares in issue as at the date of the general meeting. *** In relation to the total number of MTNZ ordinary shares and preference shares voted for and against at the general meeting after, taking cognisance of the fact that the MTNZ preference shares carry 95% of the total voting rights exercisable on special resolution number 1. **** Based on 80 888 207 MTNZ ordinary shares and 2 625 952 MTNZ preference shares in issue as at the date of the general meeting, after taking cognisance of the fact that the MTNZ preference shares carry 95% of the total voting rights exercisable on special resolution number 1. MTNZ ordinary shareholders Resolution Number of Number of For*** Against*** Abstained* MTNZ MTNZ * ordinary ordinary shares shares voted* voted as a percentage of MTNZ ordinary shares in issue** SPECIAL RESOLUTION 40 977 172 50.65902% 99.99566% 0.00434% 0.14031% NUMBER 1 Approval of the MTN Zakhele Unwinding Scheme * This includes votes for, against and abstentions. ** Based on 80 888 207 MTNZ ordinary shares in issue as at the date of the general meeting. *** In relation to the total number of MTNZ ordinary shares voted for and against at the general meeting. Based on the above voting results, the special resolution was passed by the requisite majority of MTNZ ordinary and preference shareholders present in person or represented by proxy at the general meeting. Johannesburg 12 October 2016 Corporate Advisor Tamela Holdings Transaction Sponsor Nedbank Corporate and Investment Banking Legal Advisor Webber Wentzel Attorneys Date: 12/10/2016 08:33:00 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.