| Thu 8 May 2008, 16:10 | | MND/MNP - Mondi - Annual General Meetings |
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MND MNP
MND MNP
MND/MNP - Mondi - Annual General Meetings
Mondi Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1967/013038/06)
JSE share code: MND ISIN: ZAE000097051
Mondi plc
(Incorporated in England and Wales)
(Registration number: 6209386)
JSE share code: MNP ISIN: GB00B1CRLC47
LSE share code: MNDI
8 May 2008
Annual General Meetings - Mondi Limited and Mondi Plc
As part of the dual listed company structure, Mondi Limited and Mondi plc notify
both the JSE Limited and the London Stock Exchange of matters required to be
disclosed under the JSE Listings Requirements and/or the Disclosure and
Transparency and Listing Rules of the United Kingdom Listing Authority.
The Annual General Meetings of Mondi Limited and Mondi plc were both held on 7
May 2008. As required by the dual listed company structure, all resolutions were
treated as Joint Electorate Actions and were decided on a poll. All resolutions
at both meetings were passed except resolution 17. The voting results of the
Joint Electorate Actions are identical and are given below.
Resolution 17 proposed that the directors be given authority to issue shares in
Mondi Limited for cash, up to a limit of 5% of unissued share capital. Through
the voting on resolution 17 and certain other resolutions, Mondi has become
aware that South African shareholders have concerns about resolutions placing
shares under the control of directors and, in particular, authorising the
directors to issue shares for cash. We will look into this matter further to
understand fully the concerns of South African shareholders, which we believe
are not specific to Mondi.
Resolution Votes % Votes
For Against
Common Business: Mondi Limited and Mondi
plc
1. To elect as a director Sir John 272,308,377 99.07 2,547,101
Parker
2. To elect as a director Cyril 265,042,927 97.41 7,041,975
Ramaphosa
3. To elect as a director David Hathorn 274,422,087 99.78 605,855
4. To elect as a director Paul 274,421,666 99.78 606,528
Hollingworth
5. To elect as a director Colin Matthews 274,699,083 99.87 370,620
6. To elect as a director Imogen Mkhize 274,271,552 99.71 799,598
7. To elect as a director Peter Oswald 274,463,474 99.78 605,960
8. To elect as a director Anne Quinn 274,697,532 99.86 371,688
9. To elect as a director David Williams 273,296,004 99.36 1,773,699
Mondi Limited Business
10. To receive and adopt the report and 276,776,287 100.00 602
accounts
11. To determine, ratify and approve the 241,531,373 91.14 23,483,944
directors` remuneration
12. To declare a final dividend 272,461,486 100.00 3,669
13. To reappoint the auditors 267,722,683 99.69 837,547
14. To authorise the directors to 271,982,039 99.81 523,918
determine the auditors` remuneration
15. To place 5% of the unissued ordinary 201,846,523 74.07 70,655,242
shares of Mondi Limited under the
control of the directors of Mondi
Limited
16. To place 5% of the remaining 201,424,955 73.96 70,921,925
unissued shares (excluding ordinary
shares) of Mondi Limited under the
control of the directors of Mondi
Limited
17. To authorise the directors to allot 186,102,847 68.33 86,253,421
and issue ordinary shares of Mondi
Limited for cash
18. To authorise Mondi Ltd to purchase 269,633,536 98.95 2,873,975
its own shares*
19. To adopt new Articles of Association 260,630,538 99.81 503,626
of Mondi Limited*
Mondi plc Business
20. To receive the report and accounts 271,992,517 100.00 600
21. To approve the directors` 251,935,828 95.14 12,865,581
remuneration report
22. To declare a final dividend 276,817,166 100.00 9
23. To reappoint the auditors 272,079,672 99.68 860,248
24. To authorise the directors to 274,320,150 99.81 518,757
determine the auditors` remuneration
25. To authorise the directors to allot 207,969,337 75.12 68,887,660
relevant securities
26. To authorise the directors to 208,189,627 75.20 68,651,973
disapply pre-emption rights*
27. To authorise Mondi plc to purchase 276,840,007 99.99 34,902
its own shares*
28. To adopt new Articles of Association 264,994,148 99.82 488,079
of Mondi plc*
Table continues:...
Resolution % Votes Votes
Withheld total
Common Business: Mondi Limited and Mondi
plc
1. To elect as a director Sir John 0.93 2,471,558 277,327,036
Parker
2. To elect as a director Cyril 2.59 5,242,134 277,327,036
Ramaphosa
3. To elect as a director David Hathorn 0.22 2,296,851 277,324,793
4. To elect as a director Paul 0.22 2,296,849 277,325,043
Hollingworth
5. To elect as a director Colin Matthews 0.13 2,255,340 277,325,043
6. To elect as a director Imogen Mkhize 0.29 2,255,643 277,326,793
7. To elect as a director Peter Oswald 0.22 2,255,359 277,324,793
8. To elect as a director Anne Quinn 0.14 2,255,823 277,325,043
9. To elect as a director David Williams 0.64 2,255,340 277,325,043
Mondi Limited Business
10. To receive and adopt the report and 0.00 550,154 277,327,043
accounts
11. To determine, ratify and approve the 8.86 12,309,726 277,325,043
directors` remuneration
12. To declare a final dividend 0.00 4,859,888 277,325,043
13. To reappoint the auditors 0.31 8,764,813 277,325,043
14. To authorise the directors to 0.19 4,818,836 277,324,793
determine the auditors` remuneration
15. To place 5% of the unissued ordinary 25.93 4,825,028 277,326,793
shares of Mondi Limited under the
control of the directors of Mondi
Limited
16. To place 5% of the remaining 26.04 4,977,913 277,324,793
unissued shares (excluding ordinary
shares) of Mondi Limited under the
control of the directors of Mondi
Limited
17. To authorise the directors to allot 31.67 4,970,775 277,327,043
and issue ordinary shares of Mondi
Limited for cash
18. To authorise Mondi Ltd to purchase 1.05 4,817,532 277,325,043
its own shares*
19. To adopt new Articles of Association 0.19 16,190,879 277,325,043
of Mondi Limited*
Mondi plc Business
20. To receive the report and accounts 0.00 5,331,926 277,325,043
21. To approve the directors` 4.86 12,525,634 277,327,043
remuneration report
22. To declare a final dividend 0.00 509,618 277,326,793
23. To reappoint the auditors 0.32 4,387,123 277,327,043
24. To authorise the directors to 0.19 2,486,136 277,325,043
determine the auditors` remuneration
25. To authorise the directors to allot 24.88 468,046 277,325,043
relevant securities
26. To authorise the directors to 24..80 483,443 277,325,043
disapply pre-emption rights*
27. To authorise Mondi plc to purchase 0.01 450,134 277,325,043
its own shares*
28. To adopt new Articles of Association 0.18 11,844,816 277,327,043
of Mondi plc*
* Special Resolutions
75% votes in favour required pursuant to the Listings Requirements of the JSE
Limited.
Philip Laubscher Carol Hunt
Company Secretary Company Secretary
Mondi Limited Mondi plc
Date: 08/05/2008 15:56:01 Produced by the JSE SENS Department.
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