CAPITEC BANK HOLDINGS LIMITED
Registration number: 1999/025903/06
Incorporated in the Republic of South Africa
Registered bank controlling company
JSE share code: CPI ISIN: ZAE000035861
JSE preference share code: CPIP ISIN: ZAE000083838
“Capitec” or “the Company”

RESULTS OF THE ANNUAL GENERAL MEETING

Shareholders are hereby advised that at the annual general meeting of the Company
held at 14:30 on Friday, 26 May 2023 at 5 Neutron Road, Techno Park, Stellenbosch
and via electronic communication (“AGM”), all of the resolutions were passed by
the requisite majority of the Company’s shareholders.

Details of the results of the voting at the AGM are as follows:

                                  Votes
                     Votes for    against
                     resolution   resolution
                     as a         as a                      Number of    Number of
                     percentage   percentage                shares       shares
                     of total     of total                  voted at     abstained
                     number of    number of    Number of    AGM as a     as a
Resolutions          shares       shares       shares       percentage   percentage
proposed at the      voted at     voted at     voted at     of shares    of shares
AGM                  AGM          AGM          AGM          in issue*    in issue*
Ordinary             97.22%       2.78%        85,441,130   73.59%       0.16%
resolution
number 1:
Re-election of Ms
CH Fernandez as a
Director
Ordinary             98,02%       1,98%        85,460,339   73,61%       0,15%
resolution
number 2:
Re-election of Mr
SA du Plessis as a
Director
Ordinary             95,48%       4,52%        85,460,340   73,61%       0,15%
resolution
number 3:
Re-election of Mr
PJ Mouton as a
Director


Ordinary             75,04%       24,96%       85,479,791   73,63%       0,13%
resolution
number 4:
Re-appointment of
PricewaterhouseCoo
pers Inc. as
auditor
Ordinary             98,57%   1,43%    85,447,525   73,60%   0,16%
resolution
number 5:
Re-appointment of
Deloitte & Touche
as auditor


Ordinary             99,85%   0,15%    85,334,745   73,50%   0,25%
resolution
number 6:
Approval to issue
(i) the relevant
Loss Absorbent
Capital Securities
and (ii) ordinary
shares of the
Company upon the
occurrence of a
Trigger Event in
respect of the
relevant Loss
Absorbent Capital
Securities


Ordinary             96,73%   3,27%    85,477,356   73,62%   0,13%
resolution
number 7:
General authority
to issue ordinary
shares of the
Company for cash


Ordinary             96,57%   3,43%    85,392,429   73,55%   0,21%
resolution
number 8:
Non-binding
endorsement of the
remuneration
policy


Ordinary             75,42%   24,58%   85,392,429   73,55%   0,21%
resolution
number 9:
Non-binding
endorsement of the
implementation
report on the
remuneration
policy


Special resolution   97,45%   2,55%    85,430,076   73,58%   0,17%
number 1:
Approval of the
non-executive
Directors’
remuneration for
the financial year
ending on 28
February 2024


Special resolution   99,43%    0,57%      85,472,615   73,62%   0,14%
number 2:
General approval
for the Company
and any subsidiary
company to
purchase ordinary
shares issued by
the Company


Special resolution   99,66%    0,34%      85,434,879   73,59%   0,17%
number 3:
Authority for the
Board to authorise
the Company to
provide financial
assistance to
related companies
and corporations


Special resolution   99,19%    0,81%      85,350,074   73,51%   0,24%
number 4:
Authority for the
Board to authorise
the Company to
provide financial
assistance for the
acquisition of
ordinary shares of
the Company in
respect of a
Restricted Share
Plan for senior
managers



Note:
*Total number of shares in issue as at the date of the AGM was 116,099,843,
of which 313,979 were treasury shares.


Stellenbosch
29 May 2023

Sponsor
PSG Capital