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THE BIDVEST GROUP LIMITED - Report on Annual General Meeting Proceedings

Release Date: 28/11/2018 14:30
Code(s): BVT     PDF:  
Wrap Text
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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