Results of the annual general meeting of Nampak limited and retirement of directors Nampak Limited (Incorporated in the Republic of South Africa) Registration Number: 1968/008070/06 Share Code: NPK ISIN: ZAE 000071676 (“Nampak”) RESULTS OF THE ANNUAL GENERAL MEETING OF NAMPAK LIMITED AND RETIREMENT OF DIRECTORS Results of the annual general meeting held on 5 February 2019 Nampak shareholders are advised that the results of the business conducted at the annual general meeting held on Tuesday, 5 February 2019 at The Forum at The Campus, Wanderers Building, 57 Sloane Street, Bryanston, South Africa, are as follows: • On Friday, 25 January 2019, the record date of the annual general meeting, the total number of Nampak shares in issue was 689 811 504 of which 644 740 650 (excluding the treasury shares) were eligible to vote. • The total number of shares that were present in person or by proxy at the annual general meeting was 573 088 443 being 89% of the total number of Nampak shares that could have been voted at the annual general meeting. 1. The audited annual financial statements of the Company and the Group, including the reports of the directors, external auditors, the Audit Committee and the Social, Ethics and Transformation Committee for the financial year ended 30 September 2018 were presented. 2. Ordinary resolution number 1: To re-elect NV Lila as a director of the Company: For Against Abstain Shares voted 572 174 823 489 256 424 364 572 664 079 99.91% 0.09% 0.07% 88.82% 3. Ordinary resolution number 2: Deloitte & Touche was automatically re-appointed as the independent auditor of the Company until the next annual general meeting in terms of section 90(6) of the Companies Act, 2008. 4. Ordinary resolution number 3: To appoint J John as a member of the Audit Committee: For Against Abstain Shares voted 572 630 958 33 121 424 364 572 664 079 99.99% 0.01% 0.07% 88.82% 5. Ordinary resolution number 4:To appoint IN Mkhari as a member of the Audit Committee: For Against Abstain Shares voted 559 225 050 13 473 531 389 862 572 698 581 97.65% 2.35% 0.06% 88.83% 6. Ordinary resolution number 5: To appoint NV Lila as a member of the Audit Committee: For Against Abstain Shares voted 572 663 329 750 424 364 572 664 079 100% 0.00% 0.07% 88.82% 7. Non-binding advisory vote number 1: To endorse on an advisory basis the Company’s remuneration policy: For Against Abstain Shares voted 481 304 145 91 394 436 389 862 572 698 581 84.04% 15.96% 0.06% 88.83% 8. Non-binding advisory vote number 2: To endorse on an advisory basis the implementation report of the Company’s remuneration policy: For Against Abstain Shares voted 491 680 888 81 017 693 389 862 572 698 581 85.85% 14.15% 0.06% 88.83% 9. Special resolution number 1: To approve the fees payable to the non-executive directors with effect from 1 October 2018: For Against Abstain Shares voted 569 366 158 3 297 921 424 364 572 664 079 99.42% 0.58% 0.07% 88.82% 10. Special resolution number 2: To amend clause 29.1 of the Memorandum of Incorporation of the Company: For Against Abstain Shares voted 359 398 834 213 299 747 389 862 572 698 581 62.76% 37.24% 0.06% 88.83% 11. Special resolution number 3: To authorise the board of directors of the Company to approve the general repurchase by the Company or purchase by any of its subsidiaries of any of the Company’s ordinary shares on the JSE Limited: For Against Abstain Shares voted 571 631 352 1 032 727 424 364 572 664 079 99.82% 0.18% 0.07% 88.82% 12. Special resolution number 4: To authorise the board of directors of the Company, when any general repurchase by the Company takes place, to approve the purchase by the Company of its issued shares from a director and/ or a prescribed officer of the Company, and/or person related to a director or prescribed officer of the Company: For Against Abstain Shares voted 563 560 963 9 137 618 389 862 572 698 581 98.40% 1.60% 0.06% 88.83% Retirement of non-executive directors: RC Andersen and PM Madi In compliance with paragraph 3.59(b) of the Listings Requirements of the JSE Limited, shareholders are hereby advised that Mr RC Andersen and Prof PM Madi have retired as non-executive directors, effective 6 February 2019. The Board of directors thank Mr Andersen and Prof Madi for their dedication and valuable contribution during their tenure on the Board and wish them well in their future endeavours. The Board will shortly announce the appointment of additional directors to fill the vacancies created. Bryanston 6 February 2019 Sponsor: UBS South Africa (Pty) Ltd Date: 06/02/2019 10:35:00 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.