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Results of the Annual General Meeting and Change to the Board of Directors
Premier Fishing and Brands
Limited
(Incorporated in the Republic of
South Africa)
Registration number
1998/018598/06
Share code: PFB
ISIN: ZAE000247516
("Premier" or “the Company”)
RESULTS OF THE ANNUAL GENERAL MEETING AND CHANGE TO THE BOARD OF DIRECTORS
Shareholders are advised that:
• there were 260 000 000 shares in issue as at the date of the AGM;
• the total number of shares that were present in person/represented by proxy at the AGM was 223 171 502 shares being 85.84%
of the total number of shares in issue.
• Abstentions are represented below as a percentage of total number of shares in issue while the shares voted for and against are
represented below as a percentage of the shares voted.
The detailed voting results of the AGM are set out below:
Votes for Votes Number of Number of Shares
resolution against shares voted at shares voted abstained as
as a resolution the AGM at the AGM as a percentage
percentage as a a percentage (%) of shares
of total percentage in issue
number of of total (%) of shares
shares number of in issue
voted at shares
AGM(%) voted at
AGM(%)
Ordinary Resolution
Number 1:
To re-elect the following 99.99 0.01 209,907,333 85.84 5.10
Director who retires by
rotation:
Mr SP Mngconkola
Ordinary Resolution
Number 2:
To re-elect the following 94.05 5.95 223,162,502 85.84% 0.00
Director who retires by
rotation:
Adv Dr N Ramatlhodi
Ordinary Resolution
Number 3:
To re-elect the following
Director who retires by WITHDRAWN
rotation:
Ms CF Hendricks
Ordinary Resolution
Number 4:
To re-elect the following 94.05 5.95 223,162,502 85.84 0.00
Director who retires by
rotation:
Mr K Abdulla
Ordinary Resolution
Number 5:
To re-elect the following 69.58 30.42 223,162,502 85.84 0.00
Director who retires by
rotation:
Mrs AB Amod
Ordinary Resolution
Number 6:
To re-appoint the following 69.58 30.42 223,162,502 85.84 0.00
member of the audit and
risk committee:
Mr S Young
Ordinary Resolution
Number 7:
To re-appoint the following 99.99 0.01 209,907,333 85.84 5.10
member of the audit and
risk committee:
Mr CL van der Venter
Ordinary Resolution
Number 8:
To re-appoint the following 92.12 7.88 168,562,502 85.84 21.00
member of the audit and
risk committee:
Adv Dr N Ramatlhodi
Ordinary Resolution
Number 9:
To re-appoint the following 99.99 0.01 155,307,333 85.84 26.10
member of the audit and
risk committee:
Mr SP Mngconkola
Ordinary Resolution
Number 10:
To re-appoint the following 69.58 30.42 223,162,502 85.84 0.00
member of the audit and
risk committee:
Ms RP Mosia
Ordinary Resolution
Number 11:
Re-appointment of BDO 100.00 0.00 223,162,502 85.84 0.00
Cape Inc. as the
independent auditor of the
Company
Ordinary Resolution
Number 12:
68.05 31.95 223,170,502 85.84 0.00
Control of authorised but
unissued ordinary shares
Ordinary Resolution
Number 13:
69.59 30.41 223,162,502 85.84 0.00
Non-binding endorsement
of the remuneration policy
of the Company
Ordinary Resolution
Number 14:
Non-binding advisory vote 69.59 30.41 223,162,502 85.84 0.00
on the implementation of
the remuneration policy of
the Company
Ordinary Resolution
Number 15:
69.59 30.41 223,162,502 85.84 0.00
Approval to issue “B”
ordinary shares and/or
options for cash
Special Resolution
Number 1:
To approve the 94.16 5.84 222,908,545 85.84 0.10
remuneration of the non-
executive Directors
Special Resolution
Number 2:
92.12 7.88 168,570,502 85.84 21.00
To approve inter-company
financial assistance
Special Resolution
Number 3:
To approve financial 92.11 7.89 168,570,502 85.84 21.00
assistance for the
subscription or purchase of
shares in the Company or
in a related or inter-related
company
Special Resolution
Number 4:
Approval for the Company 98.44 1.56 223,170,502 85.84 0.00
or its subsidiaries to
repurchase shares of the
Company
The board of directors of Premier, advises shareholders that, all the resolutions, were duly approved by the requisite majority of
shareholders present and voting with the exception of ordinary resolution number 3 which was withdrawn and ordinary resolution
number 15 which was not passed as it did not obtain 75% shareholder approval as required.
Note:
Shareholders are further advised that, as ordinary resolution number 13, relating to the non-binding advisory vote on the remuneration
policy of the Company and ordinary resolution number 14 relating to the non-binding advisory vote on the implementation of 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 been finalised and the Company will issue a further announcement shortly setting out
such details.
CHANGES TO THE BOARD OF DIRECTORS
Ms CF Hendricks did not make herself available for re-election at the AGM and voluntary elected to step off the Board and accordingly
the requisite resolutions were withdrawn.
Accordingly, in compliance with paragraph 3.59(b) of the JSE Listings Requirements, the Company advises that Ms CF Hendricks was
not available for re-election to the Board (the Board) and is therefore no longer a director to the Board with effect from 19 February
2019.
The Board wishes to thank Ms Hendricks for her tenure on the Board and its Committees. The Board wishes to take this opportunity
of wishing her all of the very best and success going forward.
Cape Town
20 February 2019
Sponsor
Vunani Capital Proprietary Limited
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