TRANSACTION CAPITAL LIMITED - Results of the general meeting of shareholders

Results of the general meeting of shareholders

Transaction Capital Limited                             TransCapital Investments Limited
(Incorporated in the Republic of South Africa)          (Incorporated in the Republic of South Africa)
Registration No: 2002/031730/06                         (Registration No. 2016/130129/06)
JSE share code: TCP                                     JSE debt code: TCII                    
ISIN: ZAE000167391                                                                  
("Transaction Capital" or "the Company")            
                                                                           
            
RESULTS OF THE GENERAL MEETING OF SHAREHOLDERS

Shareholders of Transaction Capital are referred to the circular incorporating a notice of general
meeting distributed on Tuesday, 6 August 2019 ("Circular"). At the general meeting of shareholders
held on Thursday, 5 September 2019 ("General Meeting") both the resolutions tabled were passed by
the requisite majority of votes cast by shareholders present in person or represented by proxy.

As at Friday 30 August 2019 ("Voting Record Date"), Transaction Capital had 612 535 414 ordinary
shares in issue. In terms of the JSE Limited Listings Requirements and as set out in the Circular, the
Proposed Transaction is a related party transaction. The number of shares held by the related parties
and not eligible to vote was 178 000 000 shares (which represents 29% of the shares in issue).
Consequently, the number of shares eligible to vote as at the Voting Record Date was 434 535 414
shares.

The total number of shares represented in person or by proxy at the General Meeting (excluding the
related parties) was 347 348 412 shares, of which 346 425 585 exercised their votes.

The details of the results of the General Meeting are as follows:

 RESOLUTIONS AS SET OUT IN THE                     TOTAL SHARES VOTED                      SHARES       EXERCISED
 NOTICE OF GENERAL MEETING                                                                ABSTAINED       VOTES
                                          NUMBER             FOR          AGAINST             %**          %**
                                                              %*            %*
 
 Ordinary Resolution Number 1
 Approval of the Proposed
 Transaction and the Agreement          346 425 585         83.08%        16.92%            0.21%        79.72%

 Ordinary Resolution Number 2
 Authority to implement the
 Proposed Transaction                   346 425 585         83.08%        16.92%            0.21%        79.72%

* Expressed as a percentage of the total number of shares voted.
** Expressed as a percentage of shares eligible to vote of 434 535 414 as at the Voting Record Date.

Dunkeld West
5 September 2019

Enquiries:
Phillipe Welthagen - Investor Relations
Telephone: +27 (0) 11 049 6700

Sponsor:
Rand Merchant Bank (A division of FirstRand Bank Limited)

Date: 05/09/2019 05:41:00
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