Barloworld Limited
Chairman’s office

Dear Member

I have pleasure in inviting you to attend the 92nd annual general meeting (AGM) of Barloworld Limited, to be held in the Tokyo Meeting Room, Barloworld Corporate Office, 180 Katherine Street, Sandton, on Thursday, 29 January 2009 at 12:30.

The following documents are enclosed:

• Notice of AGM setting out the resolutions to be proposed at the meeting;
  
• Question form for AGM;
  
• A “shareholders’ diary” with map indicating the location of the venue for the meeting; and
  
• A form of proxy.
  

If you are unable to attend, you can, as a member, exercise your right to take part in the proceedings by complying with the notes to the form of proxy.

I would also like to draw your attention to your right to raise questions, at the appropriate time, during the meeting. As it may not be possible to answer every question that members may care to raise at the meeting, and in order to ensure that matters of interest to members are dealt with, I would like to suggest that you use the attached question form to ask, in advance, any question(s) of particular concern to you. We will be able to assess the most popular topics from the question forms returned, and I will endeavour to address them all at the meeting. This advance compilation of relevant questions will, of course, not prevent you from raising questions, at the appropriate time, during the meeting.

The question form can be:

• Returned to the group secretary, 180 Katherine Street, Sandton (PO Box 782248, Sandton 2146, South Africa) or by email invest@barloworld.com to be received no later than 12:30 on Friday, 22 January 2009; or
  
• Faxed, together with the form of proxy, to our transfer secretaries in South Africa: Link Market Services South Africa (Pty) Limited
  Fax number +27 11 834 4398
  11 Diagonal Street, Johannesburg 2001
  (PO Box 4844, Johannesburg 2000) South Africa to be received no later than 12:30 on Tuesday, 26 January 2009; or
  
• Lodged, together with the form of proxy, to our registrars in the United Kingdom; Equiniti Limited, Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA, England, to be received not later than 12:30 on Tuesday, 26 January 2009; or
  
• Handed in at the time of registering attendance at the meeting.
  

I look forward to welcoming you at the meeting.

Kind regards

DB Ntsebeza
Chairman
12 December 2008

Head office
180 Katherine Street
PO Box 782248
Sandton 2146
South Africa
Tel: +27 11 445 1000
Fax: +27 11 444 4170
Website: www.barloworld.com

Barloworld Limited (Reg No 1918/000095/06)

Directors
DB Ntsebeza (Chairman)
SAM Baqwa
PJ Blackbeard
AGK Hamilton*
M Laubscher
MJ Levett
SS Mkhabela
SS Ntsaluba
TH Nyasulu
SB Pfeiffer^
G Rodriguez de Castro Garcia de los Rios†
OI Shongwe
CB Thomson
DG Wilson

*British ^American †Spanish

Group secretary
S Mngomezulu