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IMPERIAL LOGISTICS LIMITED - Results of Annual General Meeting (AGM)

Release Date: 30/10/2019 16:10
Code(s): IPL     PDF:  
 
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Results of Annual General Meeting (AGM)

Imperial Logistics Limited
Incorporated in the Republic of South Africa
Registration number: 1946/021048/06
ISIN: ZAE000067211
JSE Share code: IPL
(“Imperial” or “Company”)

Results of Annual General Meeting (AGM)

Imperial is pleased to advise its shareholders that all the ordinary and special
resolutions proposed in the Notice of the AGM dated 13 September 2019 and tabled at
the Company’s AGM held today, Wednesday 30 October 2019, were passed by the
requisite majority of votes cast by shareholders. The voting details with respect
to the proposed resolutions were as follows:


Resolutions proposed                        Number of   Percentage   Percentage   Percentage   Percentage
                                         shares voted    of shares        For**    Against**   Abstained*
                                                            voted*
Ordinary Resolution 1: Financial         181,767,041        87.35       100.00         0.00         0.34
Statements
Ordinary Resolution 2: Appointment of    182,371,663        87.64        71.49         28.51        0.05
Auditors
Ordinary Resolution 3.1: Appointment     182,371,763        87.64       100.00         0.00         0.05
of audit committee member – P Cooper
Ordinary Resolution 3.2: Appointment     182,371,663        87.64        96.27         3.73         0.05
of audit committee member – GW
Dempster
Ordinary Resolution 3.3: Appointment     182,371,763        87.64        99.97         0.03         0.05
of audit committee member – NB Radebe
Ordinary Resolution 3.4: Appointment     182,371,663        87.64        68.53         31.47        0.05
of audit committee member – RJA Sparks
Ordinary Resolution 4.1: Confirmation    182,371,663        87.64        99.36         0.64         0.05
of director – JG de Beer
Ordinary Resolution 4.2: Confirmation    182,371,663        87.64        99.99         0.01         0.05
of director – D Reich
Ordinary Resolution 4.3: Confirmation    182,371,163        87.64        99.97         0.03         0.05
of director – NB Radebe
Ordinary Resolution 5.1: Re-             182,371,663        87.64        94.63         5.37         0.05
appointment of director – GW Dempster
Ordinary Resolution 5.2: Re-             182,371,663        87.64        81.20         18.80        0.05
appointment of director – RJA Sparks
Ordinary Resolution 6: Confirmation of   182,368,062        87.64        98.28         1.72         0.05
remuneration policy
Ordinary Resolution 7: Implementation    182,368,062        87.64        71.97         28.03        0.05
of remuneration policy
Special Resolution 1.1: Directors’       181,190,411        87.08        99.97         0.03         0.05
fees – Chairman
Special Resolution 1.2: Directors’       182,368,562        87.64        99.97         0.03         0.05
fees – Deputy Chairman & Lead
Independent Director
Special Resolution 1.3: Directors’       182,368,562        87.64        99.97         0.03         0.05
fees – Board member
Special Resolution 1.4: Directors’       182,368,562        87.64        99.97         0.03         0.05
fees – Assets and liabilities
committee chairman
Special Resolution 1.5: Directors’       182,368,562        87.64        99.97         0.03         0.05
fees – Assets and liabilities
committee member
Special Resolution 1.6: Directors’       182,368,562       87.64         99.97         0.03         0.05
fees – Audit and Risk committee
chairman
Special Resolution 1.7: Directors’       182,368,562       87.64         99.97         0.03         0.05
fees – Audit and Risk committee member
Special Resolution 1.8: Directors’       182,368,562       87.64         99.97         0.03         0.05
fees – Divisional board chairman
Special Resolution 1.9: Directors’       182,368,562       87.64         99.97         0.03         0.05
fees – Divisional board member
Special Resolution 1.10: Directors’      182,368,562       87.64         99.97         0.03         0.05
fees – Divisional Finance and Risk
committee chairman
Special Resolution 1.11: Directors’      182,368,562       87.64         99.97         0.03         0.05
fees – Divisional Finance and Risk
committee member
Special Resolution 1.12: Directors’      182,368,562       87.64         99.97         0.03         0.05
fees – Remuneration committee chairman
Special Resolution 1.13: Directors’      182,368,562       87.64         99.97         0.03         0.05
fees - Remuneration committee member
Special Resolution 1.14: Directors’      182,368,562       87.64         99.97         0.03         0.05
fees – Nominations committee chairman
Special Resolution 1.15: Directors’      182,368,562       87.64         99.97         0.03         0.05
fees - Nominations committee member
Special Resolution 1.16: Directors’      182,369,762       87.64         99.97         0.03         0.05
fees – Social, ethics and
transformation committee chairman
Special Resolution 1.17: Directors’      182,369,762       87.64         99.97         0.03         0.05
fees - Social, ethics and
transformation committee member
Special Resolution 2 – General           182,371,868       87.64         99.45         0.55         0.05
authority to repurchase company shares
Ordinary Resolution 8 - Authority over   182,371,268       87.64         90.92         9.08         0.05
unissued ordinary shares
Ordinary Resolution 9 – Authority to     182,371,868       87.64         90.88         9.12         0.05
issue shares for cash
Special Resolution 3 – S44 Financial     182,371,268       87.64         99.99         0.01         0.05
assistance
Special Resolution 4 – S45 Financial     182,371,868        87.64        99.99         0.01         0.05
assistance
* Based on the total number of shares in issue at the date of the AGM
** Based on the total number of shares present / represented by proxies at the AGM

In view of the 71.97% vote cast by Imperial shareholders in favour of Ordinary
Resolution number 7 – Implementation of Remuneration Policy, being less than 75%,
therefore triggering the requirement to consult with shareholders, Imperial has
commenced a process of engaging with material and concerned shareholders and will
continue with this process in the coming weeks.

Shareholders who voted against the Implementation of Remuneration Policy are
invited to engage with the company by submitting written questions/comments to the
company secretary via e-mail at: rventer@ih.co.za by no later than close of
business on 8 November 2019.

Company Secretary
RA Venter

Bedfordview
30 October 2019

Sponsor:
Merrill Lynch South Africa (Pty) Limited

Date: 30/10/2019 04:10:00
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