THE FOSCHINI GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1937/009504/06)
Share code: TFG
ISIN: ZAE000148466
(“TFG” or “the Company”)


RESULTS OF ANNUAL GENERAL MEETING

At the annual general meeting of The Foschini Group Limited held yesterday, 8 September 2022, all the ordinary and
special resolutions were passed by the requisite majority of votes, cast by way of poll in each case.

The Company’s total number of ordinary shares in issue eligible to vote is 328,811,494 and the total number of shares
represented in person or by proxy at the meeting was 273,503,171 representing 83.18% of the eligible shares.


The voting results of the Resolutions were as follows:

                                      Total shares cast disclosed as a percentage in
                                      relation to the total number of shares voted at   Total shares in issue eligible
                                                         the meeting                               to vote

                                                                                          Shares           Shares
                                           For           Against           Total           voted          abstained
                                           (%)            (%)            (number)           (%)              (%)

 Ordinary resolution no.1:
 Presentation of annual financial
 statements                                100.00%           0.00%      273,313,458          83.12%             0.06%
 Ordinary resolution no.2:
 Re-appointment of external
 auditor                                    98.72%           1.28%      273,423,453          83.16%             0.02%
 Ordinary resolution no. 3: Re-
 election of Mr M Lewis as a
 director                                   57.68%          42.32%      273,423,453          83.16%             0.02%
 Ordinary resolution no. 4: Re-
 election of Mr A D Murray as a
 director                                   96.93%           3.07%      273,423,453          83.16%             0.02%
 Ordinary resolution no. 5: Re-
 election of Mr C Coleman as a
 director                                   99.97%           0.03%      273,423,453          83.16%             0.02%
 Ordinary resolution no. 6: Re-
 election of Mr G H Davin as a
 director                                   94.93%           5.07%      273,423,453          83.16%             0.02%
 Ordinary resolution no. 7:
 Election of Mr E Oblowitz as a
 member of the Audit Committee              87.10%          12.90%      273,417,592          83.15%             0.03%
 Ordinary resolution no. 8:
 Election of Ms B L M Makgabo-
 Fiskerstrand as a member of the
 Audit Committee                            82.96%          17.04%      273,419,522          83.15%             0.03%
 Ordinary resolution no. 9:
 Election of Mr G H Davin as a
 member of the Audit Committee              99.80%           0.20%      273,417,592          83.15%             0.03%
 Ordinary resolution no. 10:
 Election of Ms N V Simamane as
 a member of the Audit Committee            75.82%          24.18%      273,419,522          83.15%             0.03%
 Ordinary resolution no. 11:
 Election of Mr D Friedland as a
 member of the Audit Committee              99.88%           0.12%      273,423,453          83.16%             0.02%
 Ordinary resolution no. 12: Non-
 binding advisory vote on
 remuneration policy*                       59.62%          40.38%       273,416,696          83.15%            0.03%
 Ordinary resolution no. 13: Non-
 binding advisory vote on
 remuneration implementation
 report*                                    75.39%          24.61%       273,241,892          83.10%            0.08%
 Special resolution no. 1: Non-
 executive director remuneration            97.74%           2.26%       273,417,456          83.15%            0.03%
 Special resolution no. 2: Financial
 assistance                                 98.38%           1.62%       272,531,694          82.88%            0.30%
 Special resolution no. 3: General
 authority to acquire TFG shares            98.37%           1.63%       273,411,531          83.15%            0.03%
 Ordinary resolution no. 14:
 General authority                          100.0%           0.00%       273,419,522          83.15%            0.03%


The special resolution/s will, where necessary, be lodged for registration with the Companies and Intellectual Property
Commission in due course.

* We are grateful to the shareholders who supported the relevant resolutions related to remuneration and very
pleased with the more than 75% support for the Remuneration Implementation Report. We are however disappointed
with the outcome of ordinary resolution 12 regarding the advisory vote on the Remuneration Policy being below our
expectations and below 75%. All of our top 7 shareholders voted in favour of our Remuneration Policy. The
Remuneration Committee Chairman meets with significant shareholders at least quarterly to elicit their views and
input into the design of our remuneration policy and remuneration related matters and will continue to engage
accordingly.

Shareholders are invited to advise the Group of their reasons for their dissenting votes on the Remuneration Policy by
sending correspondence by email to the Group Company Secretary, Darwin van Rooyen
(company_secretary@tfg.co.za), by 6 October 2022.

We welcome further engagement on these issues and, based on the feedback received, will schedule individual
meetings with the relevant shareholders.


Cape Town
9 September 2022

Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)