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Results of the AGM and invitation to engage regarding the company’s remuneration implementation report
METAIR INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1948/031013/06
JSE and A2X share code: MTA
ISIN: ZAE000090692
("Metair" or the "Company")
RESULTS OF THE ANNUAL GENERAL MEETING AND INVITATION TO ENGAGE
REGARDING THE COMPANY'S REMUNERATION IMPLEMENTATION REPORT
Metair shareholders ("Shareholders") are advised that at the annual general meeting ("AGM") of
Shareholders held on Tuesday, 7 May 2024, all the ordinary and special resolutions, as set out in the
notice of AGM dated 25 March 2024, were approved by the requisite majority of Shareholders present
or represented by proxy.
All resolutions proposed at the AGM, together with the percentage of shares abstained, as well as the
percentage of votes carried for and against each resolution, are as follows:
Ordinary resolution number 1: Re-election of Mr PH Giliam as a director of the Company
Shares Voted Abstained For Against
181 974 327 0% 100% 0%
(91.45%)
Ordinary resolution number 2: Re-election of Ms N Medupe as a director of the Company
Shares Voted Abstained For Against
181 974 327 0% 100% 0%
(91.45%)
Ordinary resolution number 3: Re-election of Ms AK Sithebe as a director of the Company
Shares Voted Abstained For Against
181 974 327 0% 100% 0%
(91.45%)
Ordinary resolution number 4: Confirmation of appointment of Mr PS O'Flaherty as an executive
director of the Company
Shares Voted Abstained For Against
181 974 327 0% 100% 0%
(91.45%)
Ordinary resolution number 5: Re-appointment of Ernst & Young Inc. (with the designated audit
partner being Mr D Venter) as independent external auditors of the Company
Shares Voted Abstained For Against
181 974 327 0% 100% 0%
(91.45%)
Ordinary resolution number 6: Election of Ms N Medupe as a member and chairperson of the audit
and risk committee
Shares Voted Abstained For Against
181 974 327 0% 100% 0%
(91.45%)
Ordinary resolution number 7: Election of Ms AK Sithebe as a member of the audit and risk committee
Shares Voted Abstained For Against
181 974 327 0% 100% 0%
(91.45%)
Ordinary resolution number 8: Election of Mr B Mawasha as a member of the audit and risk committee
Shares Voted Abstained For Against
181 974 327 0% 97.75% 2.25%
(91.45%)
Ordinary resolution number 9: Endorsement of the Company's remuneration policy
Shares Voted Abstained For Against
181 978 327 0% 91.18% 8.82%
(91.45%)
Ordinary resolution number 10: Endorsement of the Company's remuneration implementation report
Shares Voted Abstained For Against
181 978 327 0% 64.84% 35.16%
(91.45%)
Special resolution number 1: Approval of the non-executive directors' remuneration
Shares Voted Abstained For Against
181 978 327 0% 99.92% 0.08%
(91.45%)
Special resolution number 2: Provision of financial assistance in terms of section 45 of the Companies
Act, No. 71 of 2008, as amended ("Companies Act")
Shares Voted Abstained For Against
181 974 327 0% 99.92% 0.08%
(91.45%)
Special resolution number 3: Provision of financial assistance in terms of section 44 of the Companies
Act
Shares Voted Abstained For Against
181 974 327 0% 99.92% 0.08%
(91.45%)
Special resolution number 4: General authority to repurchase the Company's securities
Shares Voted Abstained For Against
181 978 327 0% 100% 0%
(91.45%)
Notes:
- Percentages of shares voted are calculated in relation to the total issued share capital of Metair.
- Percentages of shares voted for and against are calculated in relation to the total number of shares
voted in respect of each resolution.
- Abstentions are calculated as a percentage in relation to the total issued share capital of Metair.
- As more than 25% of the votes exercised by Shareholders present or represented by proxy at the
AGM in respect of ordinary resolution 10 were exercised against the non-binding endorsement of
the Company's remuneration implementation report ("Non-Binding Advisory Resolution"), in
accordance with paragraph 3.84(j) of the JSE Limited Listings Requirements and the
recommendations of the King IV Report on Corporate Governance for South Africa, 2016, the
Company hereby invites dissenting Shareholders (being Shareholders who voted against the Non-
Binding Advisory Resolution) to engage with the Company by providing their comments / concerns
/ questions regarding the Company's remuneration implementation report, in writing to the company
secretary, Ms Sanet Vermaak, at Sanet@metair.co.za, by no later than close of business on Friday,
31 May 2024.
- The Company will also be hosting governance roadshows in Cape Town and Johannesburg in
June 2024, and invitations will be sent to Shareholders in due course.
Johannesburg
9 May 2024
Sponsor
One Capital
Date: 09-05-2024 10:11:00
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