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Report on proceedings at the Annual General Meeting
AECI LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1924/002590/06)
Share code: AFE ISIN: ZAE000000220
Hybrid code: AFEP ISIN: ZAE000000238
Bond company code: AECI
LEI: 3789008641F1D3D90E85
(AECI or the Company)
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING
At the 100th Annual General Meeting (AGM) of the shareholders of AECI held on 28 May 2024, all the ordinary
and special resolutions proposed thereat, save for special resolution No.2 relating to the general authority to
repurchase shares, were approved by the requisite majority of votes. In this regard, AECI confirms the voting
statistics from the AGM as follows:
Resolutions Votes cast disclosed as a Number of Shares voted Shares
percentage in relation to the shares voted disclosed as abstained
total number of shares voted a percentage disclosed as a
at the meeting in relation to percentage in
the total relation to the
issued total issued
shares* shares*
For (%) Against (%) % %
Ordinary resolution No. 1: 98.19 1.81 84,349,804 79.94 0.16
Re-appointment of
independent external
auditor and appointment of
designated individual audit
partner
Ordinary resolution No. 2.1: 100.00 0 84,348,252 79.94 0.16
Re-election of Non-
executive Director –
Ms PMM O'Brien
Ordinary resolution No. 2.2: 97.07 2.93 82,131,450 77.84 2.26
Re-election of Non-
executive Director –
Mr ST Coetzer
Ordinary resolution No. 2.3: 100.00 0 84,349,804 79.94 0.16
Re-election of Non-
executive Director –
Mr SA Dawson
Ordinary resolution No. 3: 93.13 6.87 76,681,543 72.67 7.42
Re-election of Mr H
Riemensperger as an
executive director
Ordinary resolution No. 4: 99.88 0.12 84,349,804 79.94 0.16
Election of Ms RJ Gabriels as
an executive director
Ordinary resolution No. 5.1: 98.09 1.91 77,522,936 73.47 6.63
Election of Audit Committee
member –
Ms PG Sibiya
Ordinary resolution No. 5.2: 100.00 0 77,522,936 73.47 6.63
Election of Audit Committee
member –
Ms AM Roets
Ordinary resolution No. 5.3: 100.00 0 77,522,936 73.47 6.63
Election of Audit Committee
member –
Ms FFT Dludlu (De Buck)
Ordinary resolution 93.18 6.82 77,492,699 73.44 6.65
No.6.1: Remuneration
Policy
Ordinary resolution 81.48 18.52 84,348,252 79.94 0.16
No.6.2: Implementation of
Remuneration Policy
Ordinary resolution No.7: 75.43 24.57 84,348,252 79.94 0.16
Approval of the amended
rules of the AECI 2012 long
term incentive plan
Special resolution No. 1.1: 98.19 1.81 84,349,804 79.94 0.16
Directors' fees - Board:
Chairman
Special resolution No. 1.2: 100.00 0 84,349,804 79.94 0.16
Directors' fees - Board: Non-
executive Directors
Special resolution No. 1.3: 100.00 0 84,349,804 79.94 0.16
Directors' fees - Audit
Committee: Chairman
Special resolution No. 1.4: 100.00 0 84,349,804 79.94 0.16
Directors' fees – Risk
Committee: Chairman
Special resolution No. 1.5: 100.00 0 84,349,804 79.94 0.16
Directors' fees - SHE
Committee: Chairman
Special resolution No. 1.6: 100.00 0 84,349,804 79.94 0.16
Directors' fees - Other
Board Committees:
Chairman
Special resolution No. 1.7: 100.00 0 84,349,804 79.94 0.16
Directors' fees - Audit
Committee: Member
Special resolution No. 1.8: 100.00 0 84,349,804 79.94 0.16
Directors' fees – Other
Board Committee: Member
Special resolution No. 1.9: 100.00 0 84,349,804 79.94 0.16
Directors' fees - Meeting
attendance fee (including ad
hoc meetings)
Special resolution No. 1.10: 100.00 0 84,348,252 79.94 0.16
Directors' fees - Per-trip
allowance
Special resolution No. 2: 71.16 28.84 84,349,804 79.94 0.16
General authority to
repurchase shares
Special resolution No. 3: 100.00 0 84,349,804 79.94 0.16
Financial assistance to
related or inter-related
company: Section 45
* The issued ordinary share capital is 105 517 780 listed ordinary shares, and 3 000 000 listed cumulative
preference shares.
The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual
Property Commission in due course.
Woodmead, Sandton
30 May 2024
Equity and Debt sponsor:
Rand Merchant Bank (a division of FirstRand Bank Limited)
Date: 30-05-2024 10:30:00
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