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Results of Annual General Meeting and Withdrawal of Cautionary Announcement
Finbond Group Limited
(Incorporated in the Republic of South Africa)
Registration number: 2001/015761/06)
Share code: FGL ISIN: ZAE000138095
Main Board – General Segment
('Finbond' or 'the Company')
RESULTS OF ANNUAL GENERAL MEETING AND WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT
1.RESULTS OF ANNUAL GENERAL MEETING
Shareholders are hereby advised that at the annual general meeting of
shareholders of the Company held on Friday, 25 October 2024, all the
proposed ordinary and special resolutions, as set out in the notice of
annual general meeting contained in the integrated report for the year
ended 29 February 2024, were passed by the requisite majority of
shareholders present and voting, in person or by proxy.
Details of the results of voting at the annual general meeting are as
follows:
- Total number of issued ordinary shares: 542,720,092
- Total number of issued ordinary shares net of treasury shares ("Total
Votable Ordinary Shares"): 456,601,384
- Total number of issued ordinary shares which were present/represented at
the annual general meeting: 353,961,215 being 77.52% of the Total Votable
Ordinary Shares
Ordinary Resolutions
Resolution to approve the audited annual financial statements
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 156,000, being 72,579, being 353,888,636,
being 99.96% 0.04% 0.02% being 77.50%
Ordinary Resolution number 1: Control over unissued share capital
For (1) Against (1) Abstentions (2) Shares voted (3)
353,712,636, 176,000, being 72,579, being 353,888,636,
being 99.95% 0.05% 0.02% being 77.50%
Ordinary Resolution number 2: General authority to issue shares for cash
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 3: Re-election of Adv N Melville to the Board
of Directors
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 4: Re-election of Dr M Motlatla to the Board
of Directors
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 5: Re-election of Ms H Wilken-Jonker to the
Board of Directors
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 6: Re-election of Mr DC Pentz to the Board of
Directors
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 7: Re-election of Mr S Riskowitz to the Board
of Directors
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 8: Re-election of Mr P Naudé to the Board of
Directors
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 9: Re-election of Mr DC Pentz to the Audit
Committee
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 10: Re-election of Adv N Melville to the Audit
Committee
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 11: Re-election of Mr P Naudé to the Audit
Committee
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 163,579, being 65,000, being 353,896,215,
being 99.95% 0.05% 0.01% being 77.51%
Ordinary Resolution number 12: Appointment of External Auditors
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 156,000, being 72,579, being 353,888,636,
being 99.96% 0.04% 0.02% being 77.50%
Special Resolutions
Special Resolution number 1: Non-executive remuneration
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 156,000, being 72,579, being 353,888,636,
being 99.96% 0.04% 0.02% being 77.50%
Special Resolution number 2: Remuneration policy
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 156,000, being 72,579, being 353,888,636,
being 99.96% 0.04% 0.02% being 77.50%
Special Resolution number 3: Remuneration implementation report
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 156,000, being 72,579, being 353,888,636,
being 99.96% 0.04% 0.02% being 77.50%
Special Resolution number 4: Financial assistance
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 156,000, being 72,579, being 353,888,636,
being 99.96% 0.04% 0.02% being 77.50%
Special Resolution number 5: General authority to repurchase
shares
For (1) Against (1) Abstentions (2) Shares voted (3)
353,732,636, 156,000, being 72,579, being 353,888,636,
being 99.96% 0.04% 0.02% being 77.50%
Notes:
(1) The votes carried for and against each individual resolution are
disclosed as a percentage in relation to the total number of ordinary
shares voted (whether in person or by proxy) in respect of such individual
resolution at the annual general meeting.
(2) The total number of ordinary shares abstained in respect of each
individual resolution (whether in person or by proxy) is disclosed as a
percentage in relation to the Total Votable Ordinary Shares.
(3) The total number of ordinary shares voted (whether in person or by
proxy) at the annual general meeting in respect of each individual
resolution is disclosed as a percentage in relation to the Total Votable
Ordinary Shares.
The relevant special resolutions will be lodged with the Companies and
Intellectual Property Commission in due course.
2. WITHDRAWAL OF CAUTIONARY ANNOUNCEMENT
Finbond shareholders are referred to the cautionary announcement
released on SENS on 30 August 2024 and the renewal of cautionary
announcement released on SENS on 18 October 2024 regarding the
early-stage discussions with shareholders regarding a potential
corporate action. Shareholders are advised that the discussions
have been concluded and that the Company will not proceed with the
potential corporate action at this stage. Accordingly, shareholders
no longer need to exercise caution when dealing in Finbond
securities.
The board of directors accepts responsibility for the information
contained in this announcement, and to the best of their knowledge
and belief, that the information in this announcement is true, and
that this announcement does not omit anything likely to affect the
importance of the information included.
Pretoria
25 October 2024
Sponsor: African Bank Limited (Business and Commercial Banking
Division)
Date: 25-10-2024 05:30:00
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