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LIBSTAR HOLDINGS LIMITED - Results of the Annual General Meeting

Release Date: 10/06/2020 17:05
Code(s): LBR     PDF:  
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Results of the Annual General Meeting

Libstar Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2014/032444/06)
JSE share code: LBR
ISIN: ZAE000250239
(“Libstar” or the "Company")


RESULTS OF THE ANNUAL GENERAL MEETING OF SHAREHOLDERS

Libstar shareholders are advised that the annual general meeting of the Company was held at 10h00 on Wednesday,
10 May 2020 (“Annual General Meeting”). In addition, shareholders are referred to the announcement relating to
the amendment to special resolution number 3 released on the JSE Stock Exchange News Service on Friday, 5
June 2020.

As at Friday, 29 May 2020, being the Annual General Meeting Record Date (“Voting Record Date”), the total number
of Libstar ordinary shares in issue (“Libstar Issued Ordinary Shares”) was 681 921 408.

The Libstar Issued Ordinary Shares eligible to vote by being present in person or by submitting proxies was 532 415
989, being 78,08% of the Libstar Issued Ordinary Shares.

The Audited Annual Financial Statements of the Libstar group for the year ended 31 December 2019, including the
directors’ report, the independent auditor’s report and various sub-committee reports, were presented to the
shareholders.

The voting results were as follows:

1.     Ordinary Resolution Number 1 – Election of director


                                                                                                         Shares
                                                            Total Shares voted
                                                                                                        abstained

 Director                                   For(1)      Against(1)
                                                                          Number             %(2)          %(2)
                                             (%)          (%)

 Mr CB de Villiers                          99,88         0,12          531 743 140         77,98          0,10


2.     Ordinary Resolution Number 2 – Rotation and re-election of directors


                                                                                                         Shares
                                                            Total Shares voted
                                                                                                        abstained

 Directors                                  For (1)     Against(1)
                                                                          Number             %(2)          %(2)
                                             (%)          (%)

 2.1    Ms Wendy Luhabe                     99,63         0,37          529 495 840         77,65          0,43
 2.2     Mr JP Landman                      100,00        0,00          531 003 715         77,87          0,21
 
3.     Ordinary Resolution Number 3 – Appointment of Audit and Risk Committee members


                                                                                                     Shares
                                                             Total Shares voted
                                                                                                    abstained

     Directors                              For(1)    Against(1)
                                                                         Number          %(2)             %(2)
                                             (%)        (%)

     3.1 Ms Sibongile Masinga               99,48           0,52        529 495 840      77,65            0,43
     3.2 Mr Sandeep Khanna                  97,74           2,26        532 170 882      78,04            0,04
     3.3 Mr JP Landman                      99,61           0,39        529 729 726      77,68            0,39


4.      Ordinary Resolution Number 4 – Re-appointment of Moore Cape Town Incorporated as independent
        external auditor and Mr Alan Billson as the individual designated auditor


                                                                                                  Shares
                                       Total Shares voted
                                                                                                 abstained
             For (%)(1)         Against (%)(1)         Number                     %(2)             %(2)
                 98,68              1,32             516 742 689              75,78                2,30


5.      Ordinary Resolution Number 5 – Endorsement of the Remuneration Policy


                                                                                                  Shares
                                       Total Shares voted
                                                                                                 abstained
             For (%)(1)         Against (%)(1)         Number                     %(2)             %(2)
                 74,50              25,50            532 166 634              78,04                0,04


6.      Ordinary Resolution Number 6 – Endorsement of the Renumeration Implementation Report


                                                                                                  Shares
                                       Total Shares voted
                                                                                                 abstained
             For (%)(1)         Against (%)(1)         Number                     %(2)             %(2)
                 75,58              24,42            532 166 634              78,04                0,04


7.      Ordinary Resolution Number 7 – General authority to issue shares for cash


                                                                                                  Shares
                                       Total Shares voted
                                                                                                 abstained
             For (%)(1)         Against (%)(1)         Number                     %(2)             %(2)
                 91,26              8,74             532 171 103              78,04                0,04
8.    Ordinary Resolution Number 8 – General authorisation


                                                                                                  Shares
                                       Total Shares voted
                                                                                                 abstained
               For (%)(1)       Against (%)(1)             Number                %(2)              %(2)
                99,92               0,08                  530 128 298           77,74              0,34


9.    Special Resolution Numbers 1.1 to 1.12 – Remuneration of Directors


                                                                                                       Shares
                                                                Total Shares voted
                                                                                                      abstained

  Directors                                       For        Against(1)
                                                                             Number      %(2)             %(2)
                                                 (%)(1)        (%)

1.1 Board of directors:
                                                 99,78         0,22        532 166 634   78,04            0,04
    Chairman

1.2 Board of directors:
                                             100,00            0,00        279 275 815   40,95            37,12
    Independent director

1.3 Audit and Risk Committee:
                                             100,00            0,00        531 738 892   77,98            0,10
    Chairman

1.4 Audit and Risk Committee:
                                             100,00            0,00        531 738 892   77,98            0,10
    Committee member

1.5 Remuneration Committee:
                                             100,00            0,00        531 738 671   77,98            0,10
    Chairman

1.6 Remuneration Committee:
                                             100,00            0,00        531 738 671   77,98            0,10
    Committee member

1.7 Social and Ethics Committee:
                                             100,00            0,00        531 738 671   77,98            0,10
    Chairman

1.8 Social and Ethics Committee:
                                             100,00            0,00        531 738 671   77,98            0,10
    Committee member

1.9 Nomination Committee:
                                             100,00            0,00        530 999 246   77,87            0,21
    Chairman

1.10 Nomination Committee:
                                             100,00            0,00        531 738 671   77,98            0,10
    Committee member

1.11 Investment and Strategy
     Committee:                              100,00            0,00        531 738 671   77,98            0,10
    Chairman

1.12 Investment and Strategy
     Committee:                              100,00            0,00        531 738 671   77,98            0,10
    Committee member

10.   Special Resolution Number 2 – Financial assistance for related or inter-related companies


                                                                                                      Shares
                                       Total Shares voted
                                                                                                     abstained
           For (%)(1)           Against (%)(1)           Number                   %(2)                  %(2)
             96,25                   3,75              532 166 413               78,04                  0,04


11.   Special Resolution Number 3 – General authority to repurchase shares


                                                                                                      Shares
                                       Total Shares voted
                                                                                                     abstained
           For (%)(1)           Against (%)(1)           Number                   %(2)                  %(2)
             94,43                   5,57              532 166 634               78,04                  0,04


 (1) Expressed as a percentage of the total number of shares voted at the Annual General Meeting.
 (2) Expressed as a percentage of Libstar Issued Ordinary Shares, being 681 921 408.

 As ordinary resolution number 5, relating to the non-binding advisory endorsement on Libstar’s Remuneration Policy,
 has been voted against by shareholders exercising more than 25% of the voting rights exercised, Libstar extends
 an invitation to dissenting shareholders to engage with the Company by forwarding their concerns/questions to Mr
 CB de Villiers on email compsecretary@libstar.co.za by close of business on 30 June 2020.

 Johannesburg
 10 June 2020

 Sponsor
 The Standard Bank of South Africa Limited

Date: 10-06-2020 05:05:00
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