Results Of The Annual General Meeting Of PSG Group And Updated Sum-Of-The-Parts Value Per Share PSG Group Limited Incorporated in the Republic of South Africa Registration number: 1970/008484/06 JSE Limited (“JSE”) share code: PSG ISIN code: ZAE000013017 (“PSG Group” or “the Company”) PSG Financial Services Limited Incorporated in the Republic of South Africa Registration number: 1919/000478/06 JSE share code: PGFP ISIN code: ZAE000096079 RESULTS OF THE ANNUAL GENERAL MEETING OF PSG GROUP AND UPDATED SUM-OF-THE-PARTS VALUE PER SHARE 1. RESULTS OF THE ANNUAL GENERAL MEETING OF PSG GROUP Shareholders are hereby advised that all of the ordinary and special resolutions tabled at the annual general meeting of PSG Group held on 23 June 2017 at Spier Wine Estate, Baden Powell Drive, Stellenbosch were passed by the requisite majority. The detailed voting results of the annual general meeting are set out below: Votes for Votes against Number of Number of Number of resolution as a resolution as a shares voted at shares voted as shares percentage of percentage of the annual a percentage of abstained as a total number of total number of general meeting the votes percentage of shares voted at shares voted at exercisable at the votes the annual the annual the annual exercisable at general meeting general meeting general meeting the annual (%) (%) (%) general meeting (%) Ordinary 88.09 11.91 170 312 704 78.29 0.18 Resolution Number 1: To re-elect Mr PE Burton as director Ordinary 91.22 8.78 170 391 873 78.33 0.14 Resolution Number 2: To re-elect Mr FJ Gouws as director Ordinary 91.25 8.75 170 391 873 78.33 0.14 Resolution Number 3: To re-elect Mr MJ Jooste as director Ordinary 90.63 9.37 170 391 873 78.33 0.14 Resolution Number 4: To re-appoint Mr PE Burton as a member of the audit and risk committee Ordinary 100.00 - 170 312 704 78.29 0.18 Resolution Number 5: To re-appoint Ms B Mathews as a member of the audit and risk committee Ordinary 85.27 14.73 170 391 873 78.33 0.14 Resolution Number 6: To re-appoint Mr CA Otto as a member of the audit and risk committee Ordinary 91.30 8.70 170 407 147 78.33 0.14 Resolution Number 7: To re-appoint PricewaterhouseCoo pers Inc as the auditor Ordinary 83.53 16.47 170 368 526 78.32 0.16 Resolution Number 8: Non-binding endorsement of PSG Group’s remuneration policy Ordinary 98.84 1.16 170 368 554 78.32 0.16 Resolution Number 9: General authority to issue ordinary shares for cash Special Resolution 99.94 0.06 170 355 122 78.31 0.16 Number 1: Remuneration of non-executive directors Special Resolution 99.98 0.02 170 367 565 78.32 0.16 Number 2: Inter- company financial assistance Special Resolution 99.98 0.02 170 367 565 78.32 0.16 Number 3: Financial assistance for acquisition of shares in a related or inter- related company Special Resolution 98.51 1.49 170 383 560 78.32 0.15 Number 4: Share buy-back by PSG Group and its subsidiaries The investor presentation made at the annual general meeting is available on PSG Group’s website (www.psggroup.co.za). 2. UPDATED SUM-OF-THE-PARTS VALUE PER SHARE PSG Group, an investment holding company, continues to use the sum-of-the-parts (“SOTP”) value to provide management and investors with a realistic and transparent way of valuing PSG Group. The calculation of the SOTP value is simple and requires limited subjectivity as approximately 91% of the value is calculated using JSE-listed share prices, while other assets and liabilities are included at market-related valuations. As previously communicated, in order to provide investors with an up to date indicative SOTP value, PSG Group’s website (www.psggroup.co.za) contains an online tool whereby PSG Group’s SOTP value is calculated based on approximately 15-minute delayed JSE-listed share prices for its listed investments, while all other information is updated as and when required. PSG Group management consequently would like to advise that the other information has been updated and that as at the close of business on 19 June 2017, the SOTP value per PSG Group share was R243.83. The information provided is for general information purposes only and does not constitute an offer to sell any securities or constitute investment advice relating to securities or a representation that the security is a suitable or appropriate investment for any person or warrants any share price value in any form. Investors are advised to give independent consideration to and conduct independent investigation with regards to this information and the value of PSG Group shares, and to obtain investment advice from their independent financial advisors. The information contained in this announcement has not been reviewed or reported on by the auditor of PSG Group. 23 June 2017 Stellenbosch Sponsor PSG Capital Date: 23/06/2017 05:30:00 Produced by the JSE SENS Department. 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