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Results of the annual general meeting
CALGRO M3 HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2005/027663/06)
JSE Share code: CGR
ISIN: ZAE000109203
Company Alpha Code: CGRI1
LEI: 3789003B0859E9438F25
("Calgro M3" or "the Company")
RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that at the annual general meeting of the Company held at 10:00
today, 25 June 2026 at Calgro M3 Boardroom, Calgro M3 Building, Ballywoods Office Park, 33
Ballyclare Drive, Bryanston, Sandton ("AGM"), all of the resolutions were passed by the requisite
majorities of the Company's shareholders.
Details of the results of the voting at the AGM are as follows:
Votes
Votes for against
resolution as resolution as Number of Number of
a percentage a percentage shares voted shares
of total of total at AGM as a abstained as
number of number of Number of percentage a percentage
Resolutions shares voted shares voted shares voted of shares in of shares in
proposed at the AGM at AGM at AGM at AGM issue* issue*
Ordinary resolution 94.97% 5.03% 41 441 254 36.66% 2.27%
number 1:
Re-election of Non-
Executive Director
(T Moodley)
Ordinary resolution 95.26% 4.74% 44 010 868 38.93% 0%
number 2:
Re-election of Non-
Executive Director
(H Ntene)
Ordinary resolution 69.43% 30.57% 41 441 254 36.66% 2.27%
number 3:
Re-election of Non-
Executive Director
(T Baloyi)
Ordinary resolution 99.97% 0.03% 41 441 254 36.66% 0.03%
number 4:
Re-appointment of
auditor
Ordinary resolution 99.97% 0.03% 44 010 868 38.93% 0%
number 5:
Re-appointment of
Audit and Risk
Committee member (K
Mzondeki)
Ordinary resolution 89.42% 10.58% 44 010 868 38.93% 0.00%
number 6:
Re-appointment of
Audit and Risk
Committee member
(RB Patmore)
Ordinary resolution 94.97% 5.03% 41 441 254 36.66% 2.27%
number 7:
Re-appointment of
Audit and Risk
Committee member
(ME Gama)
Ordinary resolution 94.97% 5.03% 41 441 254 36.66% 2.27%
number 8:
Re-appointment of
Social and Ethics
Committee member
(ME Gama)
Ordinary resolution 94.97% 5.03% 41 441 254 36.66% 2.27%
number 9:
Re-appointment of
Social and Ethics
Committee member (T
Moodley)
Ordinary resolution 99.97% 0.03% 41 441 254 36.66% 2.27%
number 10:
Re-appointment of
Social and Ethics
Committee member (S
Naicker)
Ordinary resolution 99.97% 0.03% 41 441 254 36.66% 2.27%
number 11:
General payments to
shareholders
Ordinary resolution 65.27% 34.73% 44 010 868 38.93% 0.00%
number 12:
Placing unissued
shares under
Directors' control
Ordinary resolution 54.98% 45.02% 44 010 868 38.93% 0.00%
number 13:
General authority to
issue shares for cash
Ordinary resolution 55.06% 44.94% 44 010 868 38.93% 0.00%
number 14.1:
Non-binding advisory
vote on Calgro M3's
Remuneration Policy +
Ordinary resolution 55.06% 44.94% 44 010 868 38.93% 0.00%
number 14.2:
Non-binding advisory
vote on Calgro M3's
Implementation Report
on the Remuneration
Policy +
Ordinary resolution 99.88% 0.12% 44 010 868 38.93% 0.00%
number 15:
General authority to
repurchase shares
Special resolution 89.42% 10.58% 44 008 368 38.93% 0.00%
number 1:
Remuneration of Non-
Executive Directors
Special resolution 99.99% 0.01% 44 010 868 38.93% 0.00%
number 2:
Financial assistance to
related and inter-
related companies
Special resolution 94.98% 5.02% 41 435 154 36.65% 2.28%
number 3:
Financial assistance
for the subscription
and/or purchase of
shares in the
Company or a related
or inter-related
company
Notes:
* Total number of shares in issue as at the date of the AGM was 113 054 050, of which 17 673 449 were
treasury shares.
+ The Companies Amendment Act, No. 16 of 2024 ("Companies Amendment Act") was signed into law on
26 July 2024, with certain provisions becoming effective on 27 December 2024. On 22 May 2026, the South
African President brought into operation a number of additional provisions of the Companies Amendment
Act that had not previously come into effect, including those relating to remuneration disclosures and
shareholder approvals.
As the Company's notice of AGM and integrated report were distributed to shareholders before
22 May 2026 (on 18 May 2026), thereby duly convening this AGM, and as the remuneration report relates
to the financial period ended 28 February 2026, the newly effective provisions will only apply to the
Company's 2027 notice of AGM and remuneration report.
Shareholders are further advised that, as ordinary resolution number 14.1, relating to the non-binding
advisory vote on Calgro M3's Remuneration Policy and ordinary resolution number 14.2 relating to
the non-binding advisory vote on Calgro M3's Implementation Report on the Remuneration Policy,
were voted against by 25% or more of the votes exercised by the Company's shareholders present
in person or represented by proxy at the AGM, an invitation will be extended to such dissenting
shareholders to engage with the Company. The manner and timing of such engagement has not as
yet been finalised and the Company will issue a further announcement shortly setting out such
details.
Johannesburg
25 June 2026
Equity and Debt Sponsor
PSG Capital
Date: 25-06-2026 02:25:00
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