WILSON BAYLY HOLMES-OVCON LIMITED - Results of AGM

Results of AGM

WILSON BAYLY HOLMES - OVCON LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1982/011014/06)
Share code: WBO
ISIN: ZAE000009932
(“the company”)

REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS

Wilson Bayly Holmes Ovcon-Limited shareholders are advised that at the Annual General
Meeting of shareholders held on Wednesday, 21 November 2018, all the ordinary and special
resolutions as proposed in the Notice of the Annual General Meeting were approved by the
requisite majority of members. In this regard, WBHO confirms the voting statistics from the
AGM as follows:

                                                                         %          Number
  Total Number of shares that could be voted at the meeting              100%       59 890 514
  Total number of shares present/represented including proxies at        71%        42 733 622
  meeting
  Total number of members present                                                   11

                                           Votes In     %           Votes       %         Abstentions
                                           favour                   against
  Ordinary resolution number 1             33 358 092   78.07%      9 370 069   21.93%    5 461
  Re: Appointment of the auditors

  Ordinary resolution number 2.1           42 449 717   99.35%      278 513     0.65%     5 392
  Election of Ms KM Forbay as a
  director

  Ordinary resolution number 2.2           42 381 628   99.19%      346 602     0.81%     5 392
  Election of Mr AJ Bester as a director

  Ordinary resolution number 2.3           42 421 466   99.28%      306 695     0.72%     5 461
  Election of Mr H Ntene as a director

  Ordinary resolution number 3             40 087 220   93.82%      2 640 941   6.18%     5 461
  Re-election of Ms NS Maziya as a
  director

  Ordinary resolution number 4.1           42 449 517   99.35%      278 713     0.65%     5 392
  Appointment of Mr AJ Bester as Audit
  committee member

  Ordinary resolution number 4.2           42 437 653   99.32%      290 577     0.68%     5 392
  Appointment of Mr RW Gardiner as
  Audit Committee member

  Ordinary resolution number 4.3           39 481 289   92.40%      3 246 872   7.60%     5 461
  Appointment of Ms SN Maziya as
  Audit Committee member

  Ordinary resolution number 4.4           42 449 648   99.35%      278 513     0.65%     5 461
Appointment of Ms KM Forbay as
Audit Committee member

Ordinary resolution number 5.1              42 472 701   99.40%   255 460      0.60%    5 461
Appointment of Mr H Ntene as Social
and Ethics committee member

Ordinary resolution number 5.2          42 472 701   99.40%   255 460      0.60%    5 461
Appointment of Mr RW Gardiner as
Social and Ethics committee member

Ordinary resolution number 5.3          42 472 701   99.40%   255 460      0.60%    5 461
Appointment of Ms KM Forbay as
Social and Ethics committee member

Ordinary resolution number 5.4          42 378 208   99.18%   349 953      0.82%    5 461
Appointment of Ms S Vally-Kara as
Social and Ethics committee member

Ordinary resolution number 5.5          42 377 508   99.18%   350 653      0.82%    5 461
Appointment of Mr AC Logan as
Social and Ethics committee member

Ordinary resolution number 5.6          42 378 208   99.18%   349 953      0.82%    5 461
Appointment of Mr SN Gumede as
Social and Ethics committee member

Ordinary resolution number 6            41 029 100   96.02%   1 699 061    3.98%    5 461
Endorsement of remuneration policy

Ordinary resolution number 7            41 254 529   96.55%   1 473 632    3.45%    5 461
Endorsement of remuneration Policy
and Implementation report

Ordinary resolution number 8            31 264 277   73.17%   11 463 953   26.83%   5 392
Placing unissued shares under the
control of the directors

Ordinary resolution number 9            42 700 908   99.94%   27 322       0.06%    5 392
Directors’ authority to implement
special and ordinary resolutions

Special resolution number 1             41 926 751   98.12%   801 410      1.88%    5 461
Approval of directors’ fees for
2018/2019 financial year

Special resolution number 2             42 185 617   98.73%   542 544      1.27%    5 461
Authority to provide financial
assistance in terms of section 44 and
45 of the Act.

Special resolution number 3             42 617 936   100.00%   413           0.00%   115 273
General approval to repurchase                       
company Shares


Johannesburg
21 November 2018

Sponsor
Investec Bank Limited

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