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ADCORP HOLDINGS LIMITED - Results of the annual general meeting

Release Date: 30/07/2024 13:05
Code(s): ADR     PDF:  
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Results of the annual general meeting

ADCORP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1974/001804/06
Share code: ADR
ISIN: ZAE000000139
("Adcorp" or "the Company")


RESULTS OF THE ANNUAL GENERAL MEETING

Shareholders are hereby advised that the annual general meeting of the Company was held
entirely by way of electronic participation at 09:00 today, 30 July 2024 ("AGM").

Shareholders are further advised that at the AGM all of the resolutions were passed by the
requisite majorities of the Company's shareholders.

Details of the results of the voting at the AGM are as follows:

Ordinary shares³

Resolutions          Ordinary        Ordinary       Votes for     Votes         Ordinary
proposed at the AGM  shares          shares         resolution    against       shares
                     voted at        voted(%)1      (%)2          resolution    abstained
                     General                                      (%)2          (%)1
                     Meeting
                     (number)

Ordinary resolution   81 011 444     78,81%         99,99%        0,01%         0,00%
number 1.1: Re-
election of retiring
director and
Chairperson of the
board, Gloria Serobe

Ordinary resolution   81 011 444     78,81%         99,99%        0,01%         0,00%
number 1.2: Re-
election of retiring
director, Tshidi
Mokgabudi

Ordinary resolution   81 011 444     78,81%         99,76%        0,24%         0,00%
number 1.3: Re-
election of retiring
director, Tim Olls

Ordinary resolution   81 011 444     78,81%         99,99%        0,01%         0,00%
number 2.1: Re-
appointment of Tshidi
Mokgabudi as a
member and the
Chairperson of the
audit and risk
committee

Ordinary resolution   81 011 444     78,81%         98,19%        1,81%         0,00%
number 2.2: Re-
appointment of
Herman Singh as a
member of the audit
and risk committee

Ordinary resolution   81 011 444     78,81%         99,99%        0,01%         0,00%
number 2.3: Re-
appointment of Ronel
van Dijk as a member
of the audit and risk
committee

Ordinary resolution   81 011 444     78,81%         99,99%        0,01%         0,00%
number 2.4: Re-
appointment of Melvyn
Lubega as a member
of the audit and risk
committee

Ordinary resolution   81 011 444     78,81%         99,99%        0,01%         0,00%
number 3: Re-
appointment of
independent external
auditor

Ordinary resolution   81 011 444     78,81%         97,41%        2,59%         0,00%
number 4: Non-
binding advisory vote
on the remuneration
policy

Ordinary resolution   81 011 444     78,81%         98,14%        1,86%         0,00%
number 5: Non-
binding advisory 
vote on the 
remuneration
implementation 
report

Ordinary resolution   81 011 444     78,81%         99,99%        0,01%         0,00%
number 6: Authority 
to implement 
resolutions passed 
at the AGM

Special resolution    81 011 444     78,81%         98,84%        1,16%         0,00%
number 1:
Remuneration payable
to non-executive
directors

Special resolution    81 011 444     78,81%         97,47%        2,53%         0,00%
number 2:
Repurchase of the
Company's shares

Special resolution    81 011 444     78,81%         97,04%        2,96%         0,00%
number 3: Financial
assistance for the
subscription and/or
purchase of shares 
in the Company or
a related or inter-
related
company

Special resolution    81 011 444     78,81%         99,99%         0,01%         0,00%
number 4: Inter-
company financial
assistance

Note:
1. As a percentage of the total number of ordinary shares in issue as at the date of the AGM
   (excluding treasury shares and B ordinary shares).
2. As a percentage of the total number of ordinary shares voted at the AGM (excluding treasury
   and B ordinary shares).
3. The total number of ordinary shares in issue as at the date of the AGM was 109 880 974 shares
   of which 7 086 725 were treasury shares. Accordingly, the total votable ordinary shares were
   102 794 249 ordinary shares.


Ordinary shares and B ordinary shares ³

Resolutions           Shares         Shares         Votes for      Votes         Shares
proposed at the AGM   voted at       voted (%)1     resolution     against       abstained
                      General                       (%)2           resolution    (%)1
                      Meeting                                     (%)2
                      (number)

Ordinary resolution   87 740 584     80,11%         99,99%         0,01%         0,00%
number 1.1: Re-
election of retiring
director and
Chairperson of the
board, Gloria Serobe

Ordinary resolution   87 740 584     80,11%         99,99%         0,01%         0,00%
number 1.2: Re-
election of retiring
director, Tshidi
Mokgabudi

Ordinary resolution   87 740 584     80,11%         99,78%         0,22%         0,00%
number 1.3: Re-
election of retiring
director, Tim Olls

Ordinary resolution   87 740 584     80,11%         99,99%         0,01%         0,00%
number 2.1: Re-
appointment of Tshidi
Mokgabudi as a
member and the
Chairperson of the
audit and risk
committee

Ordinary resolution   87 740 584     80,11%         98,33%         1,67%         0,00%
number 2.2: Re-
appointment of
Herman Singh as a
member of the audit
and risk committee

Ordinary resolution   87 740 584     80,11%         99,99%         0,01%         0,00%
number 2.3: Re-
appointment of Ronel
van Dijk as a member
of the audit and risk
committee

Ordinary resolution   87 740 584     80,11%         99,99%         0,01%         0,00%
number 2.4: Re-
appointment of Melvyn
Lubega as a member
of the audit and risk
committee

Ordinary resolution   87 740 584     80,11%         99,99%         0,01%         0,00%
number 3: Re-
appointment of
independent external
auditor

Ordinary resolution   87 740 584     80,11%         97,61%         2,39%         0,00%
number 4: Non-
binding advisory vote
on the remuneration
policy

Ordinary resolution   87 740 584     80,11%         98,28%         1,72%         0,00%
number 5: Non-
binding advisory vote
on the remuneration
implementation report

Ordinary resolution   87 740 584     80,11%         99,99%         0,01%         0,00%
number 6: Authority 
to implement 
resolutions passed 
at the AGM

Special resolution    87 740 584     80,11%         98,93%         1,07%         0,00%
number 1:
Remuneration payable
to non-executive
directors

Special resolution    87 740 584     80,11%         97,66%         2,34%         0,00%
number 2:
Repurchase of the
Company's shares

Special resolution    87 740 584     80,11%         97,26%         2,74%         0,00%
number 3: Financial
assistance for the
subscription and/or
purchase of shares 
in the Company or 
a related or inter-
related company

Special resolution    87 740 584     80,11%         99,99%         0,01%         0,00%
number 4: Inter-
company financial
assistance

Note:
1. As a percentage of the total number of ordinary shares and B ordinary shares in issue as at
   the date of the AGM (excluding treasury shares).
2. As a percentage of the total number of ordinary shares and B ordinary shares voted at the
   AGM (excluding treasury shares).
3. The total number of ordinary shares and B ordinary shares in issue as at the date of the AGM
   was 116 610 114 shares of which 7 086 725 were treasury shares. Accordingly, the total
   votable shares were 109 523 389 shares of which 102 794 249 were ordinary shares and
   6 729 140 were B ordinary shares.

No resolutions were added or amended at the AGM.


30 July 2024
Johannesburg

Sponsor
Valeo Capital (Pty) Limited

Date: 30-07-2024 01:05:00
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