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STEINHOFF INTERNATIONAL HOLDINGS N.V. - Results Of The Annual General Meeting

Release Date: 23/04/2018 08:05
Code(s): SNH     PDF:  
Wrap Text
Results Of The Annual General Meeting

Steinhoff International Holdings N.V.
(Incorporated in the Netherlands)
(Registration number: 63570173)
Share Code: SNH
ISIN: NL0011375019


RESULTS OF THE ANNUAL GENERAL MEETING

Shareholders are hereby advised that at the annual general meeting of Steinhoff International Holdings N.V.
(“Steinhoff” or “the Company”) held at 13:00pm CET on 20 April 2018, at the Sheraton Amsterdam Airport Hotel and
Conference Center, Schiphol Boulevard 101, 1118 BG Schiphol, Municipality of Haarlemmermeer, The Netherlands
(“the AGM”), all of the resolutions proposed in the notice of meeting made available to shareholders on the
Company’s website on 9 March 2018 were passed by the requisite majority of votes cast by the Steinhoff shareholders
present or represented at the AGM. The detailed voting results of the AGM are set out below:

                                  Number of         Number of        Number of         Number of      Number of
                                   votes for      votes against    shares voted at   shares voted       votes
                                resolution (%)    resolution (%)      the AGM         at the AGM      abstained
                                       *                 *                                 as a
                                                                                      percentage
                                                                                     (%) of shares
                                                                                     in issue as at
                                                                                     Record Date
                                                                                            **


 Agenda Item 4.2:
 Proposal for appointment
 of Mr. Philip Dieperink as a
 member of the
                                  1,767,900,556      393,215,317
 Management Board
                                       (81.80%)         (18.20%)     2,167,955,745           50.30      6,839,872
 Agenda Item 4.3:
 Proposal for appointment
 of Mr. Theodore de Klerk
 as a member of the               1,684,711,497      419,373,424
 Management Board                      (80.07%)         (19.93%)     2,167,955,735           50.30     63,870,814
 
 Agenda Item 4.4:
 Proposal for appointment
 of Mr. Alexandre Nodale
 as a member of the               1,776,544,545      383,630,500
 Management Board                      (82.24%)         (17.76%)     2,167,955,945           50.30      7,780,900
 
 Agenda Item 4.5:
 Proposal for appointment
 of Mr. Louis du Preez as a
 member of the                    2,053,766,387       51,223,434
 Management Board                      (97.57%)          (2.43%)     2,167,955,745           50.30     62,965,924

 Agenda Item 5.2:
 Proposal for appointment
 of Ms. Khanyisile
 Kweyama as a member of
                             2,139,218,556     20,944,667
 the Supervisory Board
                                  (99.03%)        (0.97%)             2,167,955,535          50.30      7,792,312
 Agenda Item 5.3:
 Proposal for appointment
 of Ms. Moira Moses a
 member of the Supervisory
                             2,139,327,809     20,823,602
 Board
                                  (99.04%)        (0.96%)             2,167,955,535          50.30      7,804,124

 Agenda Item 5.4:
 Proposal for appointment
 of Dr. Hugo Nelson as a
 member of the Supervisory
                             2,089,450,600     70,611,706
 Board
                                  (96.73%)        (3.27%)             2,167,855,735          50.30      7,793,429
 Agenda Item 5.5:
 Proposal for appointment
 of Mr. Peter Wakkie as a
 member of the Supervisory
                             2,089,129,726     71,014,691
 Board
                                  (96.71%)        (3.29%)             2,167,955,545          50.30      7,811,128

 Agenda Item 5.6:
 Proposal for appointment
 of Prof. Alexandra Watson
 as a member of the
                             2,139,388,817     20,761,089
 Supervisory Board
                                  (99.04%)        (0.96%)             2,167,955,535          50.30      7,805,629

 Agenda Item 5.7:
 Proposal for appointment
 of Dr. Stefanes Booysen as
 a member of the
                             1,228,934,264    932,171,360
 Supervisory Board
                                  (56.87%)       (43.13%)             2,167,954,545          50.30      6,848,921

 Agenda Item 5.8:
 Proposal for appointment
 of Ms. Angela Krüger-
 Steinhoff as a member of
                             1,279,755,910    877,824,778
 the Supervisory Board
                                  (59.31%)       (40.69%)             2,167,955,545          50.30     10,374,857
 Agenda Item 5.9:
 Proposal for appointment
 of Ms. Heather Sonn as a
 member of the Supervisory
                               1,728,749,590    429,641,750
 Board
                                  (80.09%)       (19.91%)             2,165,378,999          50.24      6,987,659
 
 Agenda Item 5.10:
 Proposal for appointment
 of Dr. Johan van Zyl as a
 member of the Supervisory
 Board ***
                             Not voted on    Not voted on              Not voted on    Not voted on   Not voted on
 
 Agenda Item 6:
 Proposal to establish
 remuneration of
 Supervisory Board
 members                      1,695,931,736      441,604,503

                                      (79.34%)         (20.66%)       2,169,214,760            50.33      31,678,521
 
 Agenda Item 7:
 Appointment of Deloitte
 Accountants B.V. External
 Auditor for the 2018
                                 1,563,318,756      583,442,570
 financial year
                                      (72.82%)         (27.18%)       2,169,214,760            50.33    22,453,434


The shares represented at the meeting were 2,169,215,161, which is equivalent to 50.33% of our issued share capital.

Note 1* -- In relation to the total number of shares voted at the AGM. Only the ‘for’ and ‘against’ votes are counted
and together add up to 100%. A ‘vote abstained’ is not considered to be a vote.
Note 2** -- Including shares held by number of Steinhoff entities in aggregate of 88,275,134 shares
Note 3*** -- Resolution 5.10 has not been proposed to the meeting, given Dr. Van Zyl’s withdrawal from reappointment.

The Supervisory Board welcomes the new members and looks forward to their valuable contributions. Furthermore,
following the outcome of the AGM, the Supervisory Board confirms the status of Ms. Heather Sonn as Independent
Chairperson of the Supervisory Board.

JSE Sponsor: PSG Capital

Amsterdam
23 April 2018

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