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Report on Annual General Meeting Proceedings
THE BIDVEST GROUP LIMITED
(“Bidvest” or “The Group”)
(Incorporated in the Republic of South Africa)
(Registration number 1946/021180/06)
JSE Share code: BVT
ISIN: ZAE000117321
REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS (“AGM”)
Bidvest shareholders are advised that at the AGM of members held on Wednesday, 28 November 2018. Except
for Ordinary Resolution’s 6 to 8 (which required a 75% majority), all the other 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, Bidvest confirms the voting statistics from the AGM as follows:
Ordinary Resolution 1.1 - Re-election of director who retire by rotation: Ms CWL Phalatse
For Against Abstain Shares
voted
267 524 418 2 001 427 623 351 269 525 845
99,26% 0,74% 0,18% 79,87%
Ordinary Resolution 1.2 - Re-election of director who retire by rotation: Mr NG Payne
For Against Abstain Shares
voted
221 378 307 47 861 928 908 961 269 240 235
82,22% 17,78% 0,27% 79,78%
Ordinary Resolution 1.3 - Re-election of director who retire by rotation: Ms T Slabbert
For Against Abstain Shares
voted
264 082 014 5 474 585 592 597 269 556 599
97,97% 2,03% 0,18% 79,88%
Ordinary Resolution 1.4 - Re-election of director who retire by rotation: Mr AK Maditsi
For Against Abstain Shares
voted
267 577 386 1 979 219 592 591 269 556 605
99,27% 0,73% 0,18% 79,88%
Ordinary Resolution 1.5 - Re-election of director who retire by rotation: Mr EK Diack
For Against Abstain Shares
voted
251 368 427 18 157 418 623 351 269 525 845
93,26% 6,74% 0,18% 79,87%
Ordinary Resolution 2.1: Election of Mr MJ Steyn as a director
For Against Abstain Shares
voted
267 305 864 2 244 012 599 320 269 549 876
99,17% 0,83% 0,18% 79,88%
Ordinary Resolution 2.2: Election of Mr NW Thomson as non-executive director
For Against Abstain Shares
voted
267 669 883 1 885 465 593 848 269 555 348
99,30% 0,70% 0,18% 79,88%
Ordinary Resolution 2.3: Election of Ms RD Mokate as non-executive director
For Against Abstain Shares
voted
269 017 604 537 744 593 848 269 555 348
99,80% 0,20% 0,18% 79,88%
Ordinary Resolution 3: Appointment of independent external auditor
For Against Abstain Shares
voted
269 492 188 32 522 624 486 269 524 710
99,99% 0,01% 0,19% 79,87%
Ordinary Resolution 4.1 - Election of members of the audit committee: Mr NG Payne
For Against Abstain Shares
voted
236 805 525 32 433 859 909 812 269 239 384
87,95% 12,05% 0,27% 79,78%
Ordinary Resolution 4.2 - Election of members of the audit committee: Mr NW Thomson
For Against Abstain Shares
voted
269 503 955 50 699 594 542 269 554 654
99,98% 0,02% 0,18% 79,88%
Ordinary Resolution 4.3 - Election of members of the audit committee: Ms RD Mokate
For Against Abstain Shares
voted
269 532 348 21 513 595 335 269 553 861
99,99% 0,01% 0,18% 79,88%
Ordinary Resolution 4.4 - Election of members of the audit committee: Ms CWN Molope
For Against Abstain Shares
voted
253 387 657 16 161 629 599 910 269 549 286
94,00% 6,00% 0,18% 79,88%
Ordinary Resolution 4.5 - Election of members of the audit committee: Mr EK Diack
For Against Abstain Shares
voted
259 525 304 10 030 554 593 338 269 555 858
96,28% 3,72% 0,18% 79,88%
Ordinary Resolution 5: General authority to directors to allot and issue authorised but unissued
ordinary shares
For Against Abstain Shares
voted
245 661 190 23 869 560 618 446 269 530 750
91,14% 8,86% 0,18% 79,87%
Ordinary Resolution 6: General authority to issue shares for cash
For Against Abstain Shares
voted
244 825 506 24 705 444 618 246 269 530 950
90,83% 9,17% 0,18% 79,87%
Ordinary Resolution 7: Payment of dividend by way of pro rata reduction of share capital or share
premium
For Against Abstain Shares
voted
265 197 769 4 332 827 618 600 269 530 596
98,39% 1,61% 0,18% 79,87%
Ordinary Resolution 8: Creation and issue of convertible debentures
For Against Abstain Shares
voted
238 177 739 30 669 924 1 301 533 268 847 663
88,59% 11,41% 0,39% 79,67%
Ordinary Resolution 9: Directors’ authority to implement special and ordinary resolutions
For Against Abstain Shares
voted
269 160 747 394 008 594 441 269 554 755
99,85% 0,15% 0,18% 79,88%
Advisory Endorsement: Remuneration policy
For Against Abstain Shares
voted
258 618 401 10 899 996 630 799 269 518 397
95,96% 4,04% 0,19% 79,87%
Advisory Endorsement: Implementation of remuneration policy
For Against Abstain Shares
voted
256 079 179 13 439 218 630 799 269 518 397
95,01% 4,99% 0,19% 79,87%
Special Resolution 1: Non-executive directors’ remuneration
For Against Abstain Shares
voted
263 680 984 5 844 413 623 799 269 525 397
97,83% 2,17% 0,18% 79,87%
Special Resolution 2: General authority to acquire/(repurchase) shares
For Against Abstain Shares
voted
267 408 244 2 139 606 601 346 269 547 850
99,21% 0,79% 0,18% 79,87%
Special Resolution 3: General authority to provide financial assistance to related or inter-related
companies and corporations
For Against Abstain Shares
voted
264 232 260 5 324 092 592 844 269 556 352
98,02% 1,98% 0,18% 79,88%
Date: 28 November 2017
Johannesburg
Sponsor: Investec Bank Limited
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