CLICKS GROUP LIMITED - Results of Annual General Meeting and Changes to the Board and Committees

Results of Annual General Meeting and Changes to the Board and Committees

Clicks Group Limited
(Incorporated in the Republic of South Africa)
Registration number: 1996/000645/06
JSE share code: CLS
ISIN: ZAE000134854
CUSIP: 18682W205
LEI: 378900E967958A677472
("the company")

RESULTS OF ANNUAL GENERAL MEETING AND CHANGES TO THE BOARD AND COMMITTEES

The ordinary and special resolutions set out below were proposed to shareholders at the annual
general meeting ("AGM") of the company on 30 January 2025.

The company's total number of shares in issue eligible to vote is 238 062 465 and the total number
of shares represented in person or by proxy at the meeting was 185 615 130 representing 77.97%
of the eligible shares.

The voting for each resolution was as follows:

                                              Votes for           Votes           Votes     Total votes
                                                                against       abstained

 Ordinary resolution no 1:                  184 362 534         493 905         758 691     184 856 439
 adoption of financial statements                99.73%           0.27%           0.32%            100%

 Ordinary resolution no 2:                  185 407 221         178 165          29 744     185 585 386
 reappointment of auditor                        99.90%           0.10%           0.01%            100%

 Ordinary resolution no 3:                  184 127 754       1 457 632          29 744     185 585 386
 re-election of Penelope Osiris (née             99.21%           0.79%           0.01%            100%
 Moumakwa) as a director
 
 Ordinary resolution no 4:                  167 900 579      17 684 807          29 744     185 585 386
 re-election of Sango Ntsaluba as a              90.47%           9.53%           0.01%            100%
 director

 Ordinary resolution no 5: election
 of members of the audit and risk
 committee

 5.1 Richard Inskip                         184 128 789       1 435 034          51 307     185 563 823
                                                 99.23%           0.77%           0.02%            100%

 5.2 Nomgando Matyumza                      184 127 753       1 436 070          51 307     185 563 823
                                                 99 23%           0.77%           0.02%            100%

 5.3 Sango Ntsaluba                         178 329 849       7 233 974          51 307     185 563 823
                                                 96.10%           3.90%           0.02%            100%

 5.4 Kandimathie Christine Ramon            184 127 789       1 436 034          51 307     185 563 823
                                                 99.23%           0.77%           0.02%            100%

 Ordinary resolution no 6:                  178 311 567       6 882 412         421 151     185 193 979
 approval of the company's                       96.28%           3.72%           0.18%            100%
 remuneration policy

 Ordinary resolution no 7:                  177 115 054       8 397 165         102 911     185 512 219
 endorsement of the company's                    95.47%           4.53%           0.04%            100%
 remuneration implementation
 report

 Special resolution no 1:                   185 070 601         314 096         230 433     185 384 697
 general authority to repurchase shares          99.83%           0.17%           0.10%            100%

 Special resolution no 2:                   184 365 966       1 219 420          29 744     185 585 386
 approval of directors' fees                     99.34%           0.66%           0.01%            100%

 Special resolution no 3:                   185 252 106         333 279          29 745     185 585 385
 general approval to provide                     99.82%           0.18%           0.01%            100%
 financial assistance

Notes:
1. The percentage of shares voted for and against is calculated in relation to the number of shares
   represented at the AGM, excluding shares abstained.
2. The percentage of shares voted as abstained is calculated in relation to the total issued share capital.

Changes to the board and committees

David Nurek retired as an independent non-executive director and chairman of the board effective
30 January 2025. As advised on SENS on 12 August 2024, independent non-executive director
Mfundiso (JJ) Njeke has been appointed as chairman to succeed Mr Nurek effective from the same
date.

Sango Ntsaluba has been appointed lead independent director in place of Mr Njeke. Christine
Ramon has been appointed chair of the audit and risk committee.

Mr Ntsaluba remains chair of the remuneration committee and Nomgando Matyumza remains chair
of the social and ethics committee.


Cape Town

30 January 2025

Sponsor
Investec Bank Limited

Date: 30-01-2025 05:30:00
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