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AFRICAN & OVERSEAS ENTERPRISES LIMITED - Results of annual general meeting

Release Date: 12/12/2023 15:30
Code(s): AON AOO AOVP     PDF:  
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Results of annual general meeting

AFRICAN AND OVERSEAS ENTERPRISES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1947/027461/06)
JSE share code: AOO       ISIN: ZAE000000485
JSE share code: AON       ISIN: ZAE000009718
JSE share code: AOVP      ISIN: ZAE000000493
("AOE" or "the company")


RESULTS OF ANNUAL GENERAL MEETING


Shareholders are advised that at the annual general meeting of shareholders held on Monday, 11 December 2023
(in terms of the notice dispatched on 6 November 2023) all the resolutions tabled thereat were passed (by way of
a poll) by the requisite majority of AOE shareholders.

Details of the results of voting at the annual general meeting were as follows:

-      total number of AOE ordinary and "N" ordinary shares (collectively, the "shares") that could have been
       voted at the annual general meeting: 11 840 671 shares (being the aggregate amount of 1 618 750 ordinary
       shares and 10 221 921 "N" ordinary shares);
-      total number of shares that were present/represented at the annual general meeting: 10 918 794 shares, (being
       in aggregate 92.21% of the total number of shares that could have been voted at the annual general meeting
       and constituting 92.21% of the aggregate voting rights that could have been exercised at the annual general
       meeting);
-      total number of ordinary shares that were present/represented at the annual general meeting: 1 520 636
       ordinary shares (being 93.94% of the total number of ordinary shares that could have been voted at the annual
       general meeting) with each ordinary share entitling the holder thereof to 200 votes; and
-      total number of "N" ordinary shares that were present at the annual general meeting: 9 398 158 "N" ordinary
       shares (being 91.94% of the total number of "N" ordinary shares that could have been voted at the annual
       general meeting) with each "N" ordinary share entitling the holder thereof to 1 vote.


    Ordinary resolution 1: Approval of annual financial statements

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Ordinary resolution 2.1: Re-election of PM Nayler as a director of the company

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Ordinary resolution 2.2: Re-election of HB Roberts as a director of the company

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Ordinary resolution 3.1: Election of PM Nayler as a member of the audit committee

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Ordinary resolution 3.2: Election of HB Roberts as a member of the audit committee

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Ordinary resolution 3.3: Election of LK Sebatane as a member of the audit committee

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Ordinary resolution 4: Re-appointment of auditors

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Ordinary resolution 5: General authority to issue equity shares for cash

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          303 747 200, being 99.88%       380 000, being 0.12%   0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 356 022, being 99.55%         42 136, being 0.45%    0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 103 222, being 99.60%       422 136, being 0.40%   0, being 0.00%

    Ordinary resolution 6: Control over unissued shares

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          303 747 200, being 99.88%       380 000, being 0.12%   0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 356 022, being 99.55%         42 136, being 0.45%    0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 103 222, being 99.60%       422 136, being 0.40%   0, being 0.00%

    Ordinary resolution 7: Signature of documents

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Ordinary resolution 8: Non-binding advisory vote on remuneration policy

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Ordinary resolution 9: Non-binding advisory vote on remuneration implementation report

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Special resolution 1: Financial assistance

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%

    Special resolution 2: General authority to acquire shares

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          304 127 200, being 100%         0, being 0.00%         0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 398 158, being 100%           0, being 0.00%         0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 525 358, being 100%         0, being 0.00%         0, being 0.00%
 
    Special resolution 3: Allotment and issue of shares to directors and prescribed officers

    Ordinary shares voted*           Votes for                       Votes against          Abstentions#
    1 520 636, being 93.94%          303 747 200, being 99.88%       380 000, being 0.12%   0, being 0.00%
    "N" ordinary shares voted*       Votes for                       Votes against          Abstentions#
    9 398 158, being 91.94%          9 356 022, being 99.55%         42 136, being 0.45%    0, being 0.00%
    Total shares voted*              Votes for                       Votes against          Abstentions#
    10 918 794, being 92.21%         313 103 222, being 99.60%       422 136, being 0.40%   0, being 0.00%

* shares voted (excluding abstentions) in relation to total shares in issue
# in relation to the total shares in issue

12 December 2023


Sponsor
Java Capital

Date: 12-12-2023 03:30:00
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