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Proceedings at the FY25 Annual General Meeting
MULTICHOICE GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2018/473845/06)
JSE Share Code: MCG ISIN: ZAE000265971
("MultiChoice" or "the Company" or "the Group")
PROCEEDINGS AT THE FY25 ANNUAL GENERAL MEETING
1. Proceedings at the Annual General Meeting
At the seventh (7th) annual general meeting of the shareholders of MultiChoice ("AGM") held on
Wednesday, 27 August 2025, all ordinary and special resolutions proposed at the AGM were approved by
the requisite majority of votes.
In addition, non-binding advisory resolution number 1 and 2, relating to the remuneration policy and
endorsement of the Company's remuneration implementation report, achieved the required support.
MultiChoice confirms the voting statistics from the AGM as follows:
Votes cast disclosed as a Number of Shares Shares
percentage of the total Shares voted abstained
number of shares voted at Voted disclosed as disclosed as
the meeting a a
Resolution percentage percentage
of the total of the total
For Against issued issued
shares(1) shares(1)
1. Ordinary resolution number 1:
Presenting the annual 100% 0.00% 321,699,656 72.70% 0.15%
reporting suite
2. Ordinary resolution number 2: Re-election of directors
2.1. Deborah Klein 99.99% 0.01% 321,699,656 72.70% 0.14%
2.2. Elias Masilela 99.83% 0.17% 321,699,656 72.70% 0.14%
2.3. Louisa Stephens 99.81% 0.19% 321,699,656 72.70% 0.14%
3. Ordinary resolution number 3: Appointment of the independent external auditor
3.1. Ernst & Young 100% 0.00% 321,699,656 72.70% 0.14%
Incorporated ending
31 March 2026
3.2. Deloitte Africa 99.36% 0.64% 321,699,656 72.70% 0.14%
ending 31 March
2027
4. Ordinary resolution number 4: Appointment of audit committee members
4.1. Louisa Stephens 99.84% 0.16% 321,699,656 72.70% 0.14%
(chair of the
committee)
4.2. James Hart du Preez 100% 0.00% 321,699,656 72.70% 0.14%
4.3. Christine Mideva 100% 0.00% 321,699,656 72.70% 0.14%
Sabwa
5. Ordinary resolution number 5: Appointment of social and ethics committee members
5.1. Christine Mideva 100% 0.00% 321,699,656 72.70% 0.14%
Sabwa (chair of the
committee)
5.2. Calvo Phedi Mawela 100% 0.00% 321,699,656 72.70% 0.14%
5.3. Kgomotso Ditsebe 99.59% 0.41% 321,699,656 72.70% 0.14%
Moroka
5.4. Timothy Neil Jacobs 100% 0.00% 321,699,656 72.70% 0.14%
5.5. Dr Fatai Adegboyega 100% 0.00% 321,699,656 72.70% 0.14%
Sanusi
6. Ordinary resolution number 6:
Authorisation to 100% 0.00% 321,699,656 72.70% 0.14%
implement resolutions
1. Non-binding advisory resolution number 1: Endorsement of the remuneration policy
Endorsement of the 97.93% 2.07% 321,699,656 72.70% 0.14%
Company's remuneration
policy
2. Non-binding advisory resolution number 2: Endorsement of the remuneration implementation report
Endorsement of the 97.93% 2.07% 321,699,656 72.70% 0.14%
remuneration
implementation report
1. Special resolution number 1:
Approval of the 88.05% 11.95% 321,699,656 72.70% 0.14%
remuneration of non-
executive directors
2. Special resolution number 2:
To approve generally the 97.71% 2.29% 321,699,656 72.70% 0.14%
provision of financial
assistance in terms of
section 44 of the
Companies Act.
3. Special resolution number 3:
To approve generally the 96.68% 3.32% 321,699,656 72.70% 0.14%
provision of financial
assistance in terms of
section 45 of the
Companies Act.
(1) Total issued shares in issue amounted to 442 512 678.
Randburg
27 August 2025
Sponsor
Merchantec Capital
Important notice
Shareholders should take note that, pursuant to a provision of the MultiChoice memorandum of
incorporation, MultiChoice is permitted to reduce the voting rights of shares in MultiChoice (including
MultiChoice shares deposited in terms of the American Depositary Share ("ADS") facility) so that the
aggregate voting power of MultiChoice shares that are presumptively owned or held by foreigners to
South Africa (as envisaged in the MultiChoice memorandum of incorporation) will not exceed 20% of
the total voting power in MultiChoice. This is to ensure compliance with certain statutory requirements
applicable to South Africa. For this purpose, MultiChoice will presume in particular that:
• all MultiChoice shares deposited in terms of the MultiChoice ADS facility are owned or held by
foreigners to South Africa, regardless of the actual nationality of the MultiChoice ADS holder;
and
• all shareholders with an address outside of South Africa on the register of MultiChoice will be
deemed to be foreigners to South Africa, irrespective of their actual nationality or domicilium,
unless such shareholder can provide proof, to the satisfaction of the MultiChoice board, that it
should not be deemed to be a foreigner to South Africa, as envisaged in article 40.1.3 of the
MultiChoice memorandum of incorporation.
Shareholders are referred to the provisions of the MultiChoice memorandum of incorporation available
at www.multichoice.com for further detail. If shareholders are in any doubt as to what action to take,
they should seek advice from their broker, attorney or other professional adviser.
Shareholders are further referred to the ruling issued by the Takeover Regulation Panel on 27 February
2024, which ruling deals with the MultiChoice memorandum of incorporation. Shareholders can access the
ruling on the Company's website at https://www.investors.multichoice.com/regulatory.php.
Date: 27-08-2025 03:15:00
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