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Results of the Annual General Meeting
KAP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1978/000181/06)
Share code: KAP
ISIN: ZAE000171963
Company Alpha Code: KAP
LEI code: 3789001F51BC0045FD42
('KAP' or 'the Company')
RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that at the annual general meeting of the Company held at 15:00 on Friday,
29 November 2024 at the KAP offices in Unit G7, Stellenpark Business Park, Cnr R44 and School Road,
Jamestown, Stellenbosch ("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:
Resolutions Votes in Votes against Number of Number of Number of
proposed at the favour of resolution as shares voted shares voted shares not
AGM resolution as a percentage at the AGM at the AGM voted at the
a percentage of total as a AGM
of total number of percentage of (abstained)
number of shares voted shares in as a
shares voted at the AGM issue* percentage of
at the AGM shares in
issue*
Ordinary resolution 99,95% 0,05% 2 176 845 833 87,29% 0,05%
number 1:
Reappointment of
independent external
audit firm and
individual auditor
Ordinary resolution
number 2:
Confirmation of
director
appointments made
by the board:
2.1 AFB Mthembu 100,00% 0,00% 2 176 845 833 87,29% 0,05%
2.2 SN Maseko 100,00% 0,00% 2 176 845 833 87,29% 0,05%
Ordinary resolution 99,87% 0,13% 2 176 845 833 87,29% 0,05%
number 3:
Re-election of TC
Esau-Isaacs as a
director who retires
by rotation
Ordinary resolution
number 4:
Election of audit and
risk committee
members:
4.1 KT Hopkins 100,00% 0,00% 2 176 631 535 87,28% 0,06%
4.2 Z Fuphe 99,99% 0,01% 2 176 845 833 87,29% 0,05%
4.3 SH Müller 60,89% 39,11% 2 176 845 833 87,29% 0,05%
4.4 TC Esau-Isaacs 99,87% 0,13% 2 176 845 833 87,29% 0,05%
Ordinary resolution 56,17% 43,83% 2 176 845 833 87,29% 0,05%
number 5:
Placing of preference
shares under the
control of the
directors for
commercial purposes
Ordinary resolution
number 6:
Non-binding advisory
votes to endorse
KAP's:
6.1 90,04% 9,96% 2 176 839 456 87,29% 0,05%
Remuneration policy
6.2 93,40% 6,60% 2 176 839 456 87,29% 0,05%
Implementation and
remuneration
disclosure for 2024
Ordinary resolution 95,02% 4,98% 2 176 878 609 87,29% 0,05%
number 7:
Ratification of
transactions relating
to personal financial
interest arising from
the executive
directors' multiple
intergroup
directorships
Special resolution
number 1:
Approval of fees
payable to non-
executive directors:
1.1 99,89% 0,11% 2 176 858 602 87,29% 0,05%
Independent non-
executive
chairperson
1.2 95,17% 4,83% 2 176 858 602 87,29% 0,05%
Lead independent
non-executive
director
1.3 95,21% 4,79% 2 176 858 602 87,29% 0,05%
Board member
1.4 99,92% 0,08% 2 176 858 602 87,29% 0,05%
Audit and risk
committee
chairperson
1.5 99,92% 0,08% 2 176 858 602 87,29% 0,05%
Audit and risk
committee member
1.6 99,92% 0,08% 2 176 858 602 87,29% 0,05%
Human capital and
remuneration
committee
chairperson
1.7 99,92% 0,08% 2 176 858 602 87,29% 0,05%
Human capital and
remuneration
committee member
1.8 99,91% 0,09% 2 177 019 302 87,30% 0,05%
Sustainability, social
and ethics committee
chairperson
1.9 99,86% 0,14% 2 177 019 302 87,30% 0,05%
Sustainability, social
and ethics committee
member
1.10 99,92% 0,08% 2 176 858 602 87,29% 0,05%
Nomination
committee
chairperson
1.11 99,92% 0,08% 2 176 858 602 87,29% 0,05%
Nomination
committee member
1.12 99,92% 0,08% 2 176 858 602 87,29% 0,05%
Investment
committee
chairperson
1.13 99,92% 0,08% 2 176 858 602 87,29% 0,05%
Investment
committee member
Special resolution 83,00% 17,00% 2 176 899 809 87,30% 0,05%
number 2:
Financial assistance
for subscription of
securities
Special resolution 99,76% 0,24% 2 176 878 609 87,29% 0,05%
number 3:
Financial assistance
to related and
interrelated
companies
Special resolution 100,00% 0,00% 2 176 819 449 87,29% 0,05%
number 4:
Amendment of MOI
Note:
*Total number of shares in issue as at the date of the AGM was 2 493 716 807. The Company has no treasury
shares.
Stellenbosch
2 December 2024
Equity and Debt Sponsor
PSG Capital
Date: 02-12-2024 11:00:00
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