Results of Annual General Meeting Metrofile Holdings Limited (Incorporated in the Republic of South Africa) Registration number: 1983/012697/06 Share code: MFL ISIN: ZAE000061727 (“Metrofile” or the “Company”) RESULTS OF ANNUAL GENERAL MEETING Metrofile shareholders (“Shareholders”) are hereby advised that at the annual general meeting of Shareholders held at 09:00 on Wednesday, 27 November 2019 (“AGM”), all the ordinary and special resolutions contained in the notice of AGM were passed by the requisite majority of votes of Shareholders present in person or represented by proxy at the AGM. Details of the results of voting at the AGM are as follows: Resolution Number of Percent For** Against** Abstained shares age of % % * voted shares % in issue* % Ordinary 337 993 156 74.67 99.99 0.01 0.28 resolution number 1: Adoption of the audited consolidated annual financial statements Ordinary 337 992 401 74.67 99.99 0.01 0.28 resolution number 2: Election of Mr S Mansingh as a director Ordinary 337 992 401 74.67 98.64 1.36 0.28 resolution number 3: Re-election of Mrs MS Bomela as a director Ordinary 337 992 401 74.67 99.27 0.73 0.28 resolution number 4: Re-election of Ms P Langeni as a director Ordinary 337 992 401 74.67 99.06 0.94 0.28 resolution number 5: Re-election of Ms LE Mthimunye as a director Ordinary 337 999 257 74.67 98.57 1.43 0.27 resolution number 6: Appointment of Deloitte & Touche as auditor of the Company Ordinary 337 865 337 74.64 99.73 0.27 0.30 resolution number 7: Amendments to the Metrofile Short-Term Incentives(“STI”) Ordinary 338 092 362 74.69 99.69 0.31 0.25 resolution number 8: Amendments to the Metrofile Long-Term Incentives (“LTI”) conditional share plan (“CSP”) Ordinary 338 093 117 74.69 99.95 0.05 0.25 resolution number 9: Amendments the LTIs Ordinary 338 092 362 74.69 99.95 0.05 0.25 resolution number 10: Authority to directors to implement changes to the STIs, LTI CSP, including the allotment and issue of ordinary shares Ordinary 338 093 117 74.69 99.69 0.31 0.25 resolution number 11: Remuneration policy Ordinary 337 993 117 74.67 99.37 0.63 0.28 resolution number 12: Implementation of the remuneration policy Ordinary 337 993 117 74.67 99.99 0.01 0.28 resolution number 13: Appointment of Mrs SV Zilwa as a member of the Audit, Governance and Risk Committee Ordinary 337 993 117 74.67 99.27 0.73 0.28 resolution number 14: Appointment of Ms P Langeni as a member of the Audit, Governance and Risk Committee Ordinary 337 993 117 74.67 99.06 0.94 0.28 resolution number 15: Appointment of Ms LE Mthimunye as a member of the Audit, Governance and Risk Committee Special 337 999 257 74.67 99.98 0.02 0.27 resolution number 1: General authority to repurchase shares Special 337 224 602 74.50 99.94 0.06 0.44 resolution number 2: Remuneration of non-executive directors Special 338 082 315 74.69 99.53 0.47 0.26 resolution number 3: Granting of financial assistance in terms of section 44 of the Companies Act Special 338 082 315 74.69 99.27 0.73 0.26 resolution number 4: Granting of financial assistance in terms of section 45 of the Companies Act Ordinary 318 818 836 70.43 98.93 1.07 4.51 resolution number 16: General authority to issue shares for cash Ordinary 337 993 117 74.67 99.04 0.96 0.28 resolution number 17: Specific authority to issue shares pursuant to a reinvestment option Ordinary 337 999 257 74.67 98.76 1.24 0.27 resolution number 18: General authority to allot and issue ordinary shares Special 338 093 117 74.69 99.42 0.58 0.25 resolution number 5: General authority to allot and issue shares pursuant to the CSP Ordinary 337 993 117 74.67 99.98 0.02 0.28 resolution number 19: Authority to directors to implement the resolutions *Based on 452 649 116 shares in issue at the date of the AGM. **In relation to the total number of shares voted at the AGM. Johannesburg 28 November 2019 Sponsor The Standard Bank of South Africa Limite Date: 28-11-2019 09:05:00 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.