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Report on proceedings at the annual general meeting
Sappi Limited
(Incorporated in the Republic of South Africa)
(Registration number 1936/008963/06
JSE share code: SAP
ISIN: ZAE000006284
("Sappi" or "the Company")
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING
At the eighty eighth annual general meeting ("AGM") of the shareholders of Sappi held on Wednesday, 5 February 2025 all the ordinary and special resolutions
proposed at the meeting were approved by the requisite majority of votes. In this regard, the Company confirms the voting statistics from the AGM as follows:
Votes cast disclosed as a Number of Shares voted Shares abstained
percentage in relation to the shares voted disclosed as a disclosed as a
total number of shares voted percentage in percentage in
Resolutions^ at the AGM relation to the relation to the total
For Against total issued issued shares*
shares*
Ordinary resolution number 1 – Re-election of Mr SR Binnie as 100.00 0.00 547,992,633 90.63 0.00
a director of Sappi
Ordinary resolution number 2 – Re-election of Mr B Beamish 100.00 0.00 547,992,633 90.63 0.00
as a director of Sappi
Ordinary resolution number 3 – Re-election of Mr J Lopez as a 100.00 0.00 547,992,633 90.63 0.00
director of Sappi
Ordinary resolution number 4 – Re-election of Mr GT Pearce 99.66 0.34 547,992,633 90.63 0.00
as a director of Sappi
Ordinary resolution number 5 – Election of Ms ZN Malinga as 99.46 0.54 547,992,633 90.63 0.00
a member and chairperson of the Audit and Risk Committee
Ordinary resolution number 6 – Election of Dr B Mehlomakulu 90.63 9.37 547,992,633 90.63 0.00
as a member of the Audit and Risk Committee
Ordinary resolution number 7 – Election of Mr RJM Renders 74.88 25.12 547,992,633 90.63 0.00
as a member of the Audit and Risk Committee
Ordinary resolution number 8 – Election of Mr LL von Zeuner 99.93 0.07 547,992,633 90.63 0.00
as a member of the Audit and Risk Committee
Ordinary resolution number 9 – Election of Ms E Istavridis as a 99.99 0.01 547,992,633 90.63 0.00
member of the Audit and Risk Committee
Ordinary resolution number 10 – Re-appointment of KPMG Inc 99.92 0.08 547,992,633 90.63 0.00
as auditors of Sappi for the financial year ending September
2025 and until the conclusion of the next annual general
meeting of Sappi
Ordinary resolution number 11 - Non-binding endorsement of 92.36 7.64 547,991,313 90.63 0.00
remuneration policy
Ordinary resolution number 12 - Non-binding endorsement of 94.68 5.32 547,991,313 90.63 0.00
remuneration implementation report
Ordinary resolution number 13 – Amendments to the current 99.67 0.33 471,513,954 77.98 0.00
Rules of the Sappi Limited Performance Share Incentive Plan
Special resolution number 1 - Non-executive directors' fees 98.55 1.45 547,992,633 90.63 0.00
Special resolution number 2 – Loans or other financial 99.39 0.61 547,992,633 90.63 0.00
assistance to related or inter-related companies
Special resolution number 3 - General authority to repurchase 79.89 20.11 547,973,832 90.63 0.00
shares
Ordinary resolution number 14 - Authority for directors and 100.00 0.00 547,992,633 90.63 0.00
Group Company Secretary to sign all documents and do all
such things necessary or reasonably desirable for or incidental
to the implementation of the above resolutions
*Total issued shares: 604,641,463
^The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course.
6 February 2025
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 06-02-2025 02:30:00
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