CARTRACK HOLDINGS LIMITED - Results of the Annual General Meeting held on 3 July 2020 and A Further Cautionary Announcement

Results of the Annual General Meeting held on 3 July 2020 and A Further Cautionary Announcement

Cartrack Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2005/036316/06)
JSE share code: CTK
ISIN: ZAE000198305
(“Cartrack” or the “Company”)

RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 3 JULY 2020 AND A FURTHER CAUTIONARY
ANNOUNCEMENT

Shareholders are advised that all the resolutions proposed at the Annual General Meeting (“AGM”) of
the Company on 3 July 2020 were passed by the requisite majority of shareholder votes.

The resolutions were voted on as follows:

                                                        % of issued         Number
                                                       share capital

 Total number of issued shares that can be voted              100%      300 000 000
 at the meeting
 Total number of shares present/represented,                   90%      269 200 267
 including proxies, at the meeting as % of
 voteable shares
 Total number of shares present/represented,                   90%      269 200 267
 including proxies, at the meeting as % of issued
 shares
 Total number of members present in person                                         4

                                                 For        Against         Abstain          Shares voted
 Ordinary resolution no 1
 Re-appointment of Mrs K             269 158 533              1 250          40 484           269 159 783
 White as a director of the
 company
                                             100%            0.00%            0.01%               89.72%

 Ordinary resolution no 2
 Re-appointment of external          269 031 695           126 381           42 191           269 158 076
 auditor
                                            99.95%           0.05%            0.01%               89.72%

 Ordinary resolution no 3.1
 Appointment of Mrs K White as       269 158 533              1 250          40 484           269 159 783
 member and chairman of the
 Audit and Risk Committee

                                         100.00%             0.00%            0.01%               89.72%

 Ordinary resolution no 3.2
 Appointment of Mr DJ Brown
 as member of the Audit and          268 371 905           791 053           37 309           269 162 958
 Risk Committee
                                    99.71%     0.29%    0.01%        89.72%


Ordinary resolution no 3.3
Appointment of Mrs S Rapeti     269 040 752   123 206   36 309   269 163 958
as member of the Audit and
Risk Committee
                                    99.95%     0.05%    0.01%        89.72%

Ordinary resolution no 4
Signature of documents          269 162 708     1 250   36 309   269 163 958


                                   100.00%     0.00%    0.01%        89.72%


Ordinary resolution no 5
Advisory      approval     of   268 274 157   888 801   37 309   269 162 958
remuneration policy

                                    99.67%     0.33%    0.01%        89.72%

Ordinary resolution no 6
Advisory      approval     of   268 274 157   888 801   37 309   269 162 958
implementation             of
remuneration policy
                                    99.67%     0.33%    0.01%        89.72%


Special resolution no 1.1
Approval of remuneration of     268 490 686   669 097   40 484   269 159 783
DJ Brown

                                    99.75%     0.25%    0.01%        89.72%

Special resolution no 1.2
Approval of remuneration of K   269 158 533     1 250   40 484   269 159 783
White
                                   100.00%     0.00%    0.01%        89.72%

Special resolution no 1.3
Approval of remuneration of     269 158 533     1 250   40 484   269 159 783
TA Ikalafeng
                                   100.00%     0.00%    0.01%        89.72%

Special resolution no 1.4
Approval of remuneration of S   269 158 533     1 250   40 484   269 159 783
Rapeti
                                   100.00%     0.00%    0.01%        89.72%

 Special resolution no 2             266 864 237         2 295 546             40 484          269 159 783
 Financial assistance
                                          99.15%            0.85%              0.01%                89.72%


 Special resolution no 3
 Repurchase of securities            268 365 785          798 173              36 309          269 163 958

                                          99.70%            0.30%              0.01%                89.72%



Further Cautionary Announcement

Shareholders are also referred to a further cautionary announcement dated 29 May 2020 in terms of
which shareholders were advised that the Company received an expression of interest from a foreign
investor, which is proposing a transaction that could ultimately result in the restructure of the
Company such that shareholders would hold shares, pursuant to a scheme of arrangement, in a
Singapore entity which would hold a primary listing on a major global stock exchange with a secondary
listing on the JSE.

The independent sub-committee of the board continues to consider the terms of the proposal and the
ongoing discussions. Shareholders should accordingly continue to exercise caution when dealing in
their Cartrack securities until a further announcement in this regard is made.



Johannesburg

3 July 2020

Sponsor: The Standard Bank Limited

Date: 03-07-2020 05:38:00
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