Standard Bank Group Limited

27 May 2021

Results of Annual General Meeting and Retirement of Director

Standard Bank Group is pleased to advise its shareholders that all the ordinary and special resolutions proposed in the Notice of annual general meeting ("AGM") and tabled at the Company's AGM held at 09h00 today, Thursday, 27 May 2021 were passed by the requisite majority of votes cast by shareholders.

As a result of there being more than 25% of the votes exercised against the non-binding advisory resolution 5.1, shareholders will be invited to raise their concerns or recommendations on the Group's remuneration policy. Further details in this regard will be announced on SENS in due course.

As at Friday, 21 May 2021, being the AGM record date ("Voting Record Date"), the Standard Bank Group's share capital was as follows:

- the total number of ordinary shares of 10 cents each ("Ordinary Shares") in issue was 1 619 941 184, ("Standard Bank Issued Ordinary Shares"); and

- the total number of non-redeemable preference shares of 1 cent each ("Preference Shares") in issue was 52 982 248, ("Standard Bank Issued Preference Shares").

The issued Ordinary and Preference Shares eligible to vote by being present in person (online) or by submitting proxies was as follows:

- 1 335 551 439 Ordinary Shares, being 82,44% of issued Ordinary Shares ("Standard Bank Voteable Ordinary Shares"); and

- 9 790 611 Preference Shares, being 18% of the issued Preference Shares ("Standard Bank Voteable Preference Shares").

The voting details with respect to the proposed resolutions were as follows:

1.  Ordinary Resolution - Re-election of directors

2.  Ordinary Resolution - Re-appointment of external auditors

3.  Ordinary Resolution - Placing of authorised but unissued ordinary shares under the control of the directors

4.    Ordinary Resolution - Placing of authorised but unissued non-redeemable preference shares under the control of the directors

5.  Ordinary Resolution - Non-binding advisory vote on remuneration policy and implementation report

6. Special Resolution - General authority to acquire the Company's ordinary shares

7.         Special Resolution - General authority to acquire the Company's preference shares

In regard to resolution 7 (special resolution), the holders of Preference Shares were entitled to vote.

8. Special Resolution - Loans or other financial assistance to related or inter-related companies

(1)  Expressed as a percentage of Standard Bank's voteable Ordinary Shares for the resolution.

(2)  Expressed as a percentage of 1 619 941 184 Standard Bank Issued Ordinary Shares.

(3)  Expressed as a percentage of Standard Bank's voteable Preference Shares for the resolution.

(4)  Expressed as a percentage of 52 982 248 Standard Bank Issued Preference Shares.

RETIREMENT OF A DIRECTOR

In compliance with paragraph 3.59 of the Listings Requirements of the JSE Limited, Standard Bank Group announces that, having reached retirement age, André Parker retired as an independent non-executive director at the close of the company's Annual General Meeting held today, Thursday, 27 May 2021. The board extends its sincere appreciation to André Parker for his invaluable contribution to the group.

For further information, please contact:

Ann Hunter

Standard Bank Group Limited
9th Floor
5 Simmonds Street, Johannesburg PO Box 2001
South Africa
Telephone number: +27 11 415 4194

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This Announcement is not intended to, and shall not, constitute or contain an offer to sell or solicitation of an offer to purchase the securities referred to herein by any person in any jurisdiction where it is unlawful to make an offer or solicitation. The distribution of the Announcement and the offer or sale of the securities referred to herein in certain jurisdictions is restricted by law. This Announcement may not be used for or in connection with, and does not constitute, any offer to, or solicitation by, anyone in any jurisdiction or under any circumstance in which such offer or solicitation is not authorised or is unlawful.

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