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INL INP
INL INP
INL/INP - Investec plc/Investec Limited - Annual General Meetings of
Investec Limited and Investec plc
Investec plc
Incorporated in England and Wales
Registration number 3633621
JSE share code: INP
ISIN: GB00B17BBQ50
Investec Limited
Incorporated in the Republic of South Africa
Registration number 1925/002833/06
JSE share code: INL
ISIN: ZAE000081949
Annual General Meetings of Investec Limited and Investec plc ("AGM")
The Annual General Meetings of Investec plc and Investec Limited were
both held on 12 August 2010. The final proxy positions for each company
are detailed in the Appendix A. 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. The
voting results of the Joint Electorate Actions are identical and are
given below.
Votes For Votes Votes Result
Against Abstain
RESOLUTION
RESULT
Common Business:
Investec plc and
Investec Limited
To re-elect 429,436,559 67,147,506 27,745,079 Carried
Samuel Ellis
Abrahams as a
director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited
To re-elect 518,215,105 443,727 5,670,314 Carried
George Francis
Onslow Alford as
a director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited
To re-elect Glynn 519,805,544 4,366,961 156,641 Carried
Robert Burger as
a director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited
To re-elect Hugh 510,415,392 10,097,266 3,816,487 Carried
Sidney Herman as
a director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited
To re-elect Ian 505,427,546 9,167,921 9,733,678 Carried
Robert Kantor as
a director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited
To re-elect Peter 411,173,256 67,059,944 46,095,944 Carried
Richard Suter
Thomas as a
director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited
To re-elect Alan 519,807,524 4,364,381 157,241 Carried
Tapnack as a
director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited
To re-elect Fani 506,616,620 16,716,747 995,778 Carried
Titi as a
director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited
To re-elect 509,838,112 7,980,982 6,509,451 Carried
Bradley Fried,
whose appointment
as a director
terminates at the
end of the Annual
General Meetings
of Investec plc
and Investec
Limited convened
for 12 August
2010, as a
director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited.
To re-elect 518,213,954 444,278 5,670,914 Carried
Peregrine Kenneth
Oughton
Crosthwaite,
whose appointment
as a director
terminates at the
end of the Annual
General Meetings
of Investec plc
and Investec
Limited convened
for 12 August
2010, as a
director of
Investec plc and
Investec Limited
in accordance
with the
provisions of the
Articles of
Association of
Investec plc and
Investec Limited.
Directors` 524,165,141 2,864 161,141 Carried
authority to take
action in respect
of the
resolutions
To approve the 509,560,091 9,664,817 5,104,237 Carried
Dual Listed
Companies (DLC)
Remuneration
report for the
year ended 31
March 2010.
To approve the 516,379,137 178,538 7,771,470 Carried
Dual Listed
companies (DLC)
Audit Committee
report for the
year ended 31
March 2010.
Ordinary
Business:
Investec Limited
To receive and 523,301,066 548,862 478,568 Carried
adopt the audited
financial
statements of
Investec Limited
for the year
ended 31 March
2010, together
with the reports
of the directors
of Investec
Limited and of
the auditors of
Investec Limited
To sanction the 514,019,433 14 10,309,399 Carried
interim dividend
paid by Investec
Limited on the
ordinary shares
in Investec
Limited for the 6
(six) month
period ended 30
September 2009
To sanction the 514,018,432 1,015 10,309,399 Carried
interim dividend
paid by Investec
Limited on the
dividend access
(South African
Resident)
redeemable
preference share
("SA DAS share")
for the 6 (six)
month period
ended 30
September 2009
To declare a 524,177,163 1,015 150,668 Carried
final dividend on
the ordinary
shares and the
dividend access
(South African
Resident)
redeemable
preference share
("SA DAS share")
in Investec
Limited for the
year ended 31
March 2010 of an
amount equal to
that recommended
by the directors
of Investec
Limited
To re-appoint 521,420,974 915,887 1,991,984 Carried
Ernst & Young
Inc. and to
authorise the
directors of
Investec Limited
to fix their
remuneration
To re-appoint 523,601,777 575,801 151,268 Carried
KPMG Inc. and to
authorise the
directors of
Investec Limited
to fix their
remuneration
Special Business:
Investec Limited
Ordinary
Resolutions
Placing 5% of the 413,868,336 110,175,398 285,112 Carried
unissued ordinary
shares under the
control of the
directors
Placing 5% of the 499,376,003 24,470,145 482,698 Carried
unissued class
"A" variable rate
compulsorily
convertible non-
cumulative
preference shares
under the control
of the directors
Placing the 493,747,013 30,096,490 485,343 Carried
remaining
unissued shares,
being the
variable rate
cumulative
redeemable
preference
shares, the non-
redeemable, non-
cumulative, non-
participating
preference shares
and the special
convertible
redeemable
preference shares
under the control
of the directors
Ordinary
Resolutions with
a 75% majority
Directors` 414,461,493 109,583,489 283,864 Carried
authority to
allot and issue
ordinary shares
for cash in
respect of 5% of
the unissued
ordinary shares
Directors` 499,856,562 23,988,939 483,345 Carried
authority to
allot and issue
class "A"
variable rate
compulsorily
convertible non-
cumulative
preference shares
for cash in
respect of 5% of
the unissued
class "A"
variable rate
compulsorily
convertible non-
cumulative
preference shares
Special
Resolutions
Directors` 511,686,184 6,343,452 6,299,209 Carried
authority to
acquire ordinary
shares and
perpetual
preference shares
Amendment to 524,150,406 5,164 173,276 Carried
Articles of
Association:
Closure of
Register
Amendment to 524,149,806 5,764 173,276 Carried
Articles of
Association: Lack
of Quorum
Amendment to 524,149,806 5,764 173,276 Carried
Articles of
Association:
Chairman`s
casting vote
Ordinary
Resolutions
Amendments to the 520,350,880 2,598,111 1,379,854 Carried
rules of The
Investec Limited
Security Purchase
and Option Scheme
Trust Deed
Amendments to the 520,350,880 2,598,111 1,379,854 Carried
rules of The
Investec Limited
Security Purchase
and Option Scheme
2002 Trust Deed
Investec plc
Ordinary
Business:
Investec plc
To receive and 514,589,918 367,656 9,371,572 Carried
adopt the audited
financial
statements of
Investec plc for
the year ended 31
March 2010,
together with the
reports of the
directors of
Investec plc and
of the auditors
of Investec plc
To sanction the 453,139,525 58,015,404 13,174,217 Carried
interim dividend
paid by Investec
plc on the
ordinary shares
in Investec plc
for the 6 (six)
month period
ended 30
September 2009
To declare a 515,000,644 36,273 9,292,229 Carried
final dividend on
the ordinary
shares in
Investec plc for
the year ended 31
March 2010 of an
amount equal to
that recommended
by the directors
of Investec plc
To re-appoint 512,560,508 635,092 11,133,545 Carried
Ernst & Young LLP
of 1 More London
Place, London,
SE1 2AF, as
auditors of
Investec plc to
hold office until
the conclusion of
the Annual
General Meeting
of Investec plc
to be held in
2011 and to
authorise the
directors of
Investec plc to
fix their
remuneration
Special Business:
Investec plc
Special
Resolution
Adoption of 514,012,892 1,009,987 9,306,267 Carried
amended Articles
of Association
Ordinary
Resolution
Directors` 323,123,460 168,268,195 32,937,491 Carried
authority to
allot shares and
other securities
Special
Resolutions
Directors` 402,913,216 111,969,770 9,445,810 Carried
authority to
allot ordinary
shares for cash
Directors` 514,658,491 377,956 9,292,349 Carried
authority to
purchase ordinary
shares
Directors` 514,460,986 574,486 9,293,324 Carried
authority to
purchase
preference shares
Ordinary
Resolution
Political 511,836,262 3,063,594 9,429,290 Carried
Donations
Document regarding Resolutions passed at the AGM on 12 August 2010:
Two copies of all resolutions passed as special business at the AGM on 12
August 2010 have, pursuant to Listing Rule 9.6.2, been submitted to the
FSA and will shortly be made available via the FSA`s document viewing
facility, situated at the Document Disclosure Team, UK Listing Authority,
Financial Services Authority, 25 North Colonnade, Canary Wharf, London
E14 5HS.
David Miller Benita Coetsee
Company Secretary Company Secretary
Investec plc Investec Limited
APPENDIX A
FOR AGAINST Abstain FOR AGAINST Abstain
RES:001
251,343,333 52,058,122 22,225,422 178,093,226 15,089,384 5,519,657
RES:002 INVESTEC INVESTEC
PLC LIMITED 193,182,610 - 5,519,657
RES:003
323,010,753 2,465,469 150,657 196,794,791 1,901,492 5,984
RES:004
315,334,585 6,481,790 3,810,503 195,080,807 3,615,476 5,984
RES:005
315,406,401 6,006,456 4,214,021 190,021,145 3,161,465 5,519,657
RES:006
233,082,610 51,967,980 40,576,287 178,090,646 15,091,964 5,519,657
RES:007
323,010,153 2,465,469 151,257 196,797,371 1,898,912 5,984
RES:008
314,309,031 10,328,053 989,794 192,307,589 6,388,694 5,984
RES:009
318,554,414 6,082,070 989,794 191,283,698 1,898,912 5,519,657
RES:010
325,031,344 444,278 151,257 193,182,610 - 5,519,657
RES:011
325,468,858 2,864 155,157 198,696,283 - 5,984
RES:012
316,385,254 4,151,144 5,090,480 193,174,837 5,513,673 13,757
RES:013
323,204,027 178,538 2,244,313 193,175,110 - 5,527,157
RES:014
325,070,313 331,289 224,627 198,230,753 217,573 253,941
RES:015
317,227,511 14 8,399,054 196,791,922 - 1,910,345
RES:016
317,226,510 1,015 8,399,054 196,791,922 - 1,910,345
RES:017
325,480,880 1,015 144,684 198,696,283 - 5,984
RES:018
323,042,259 598,319 1,986,000 198,378,715 317,568 5,984
RES:019
325,223,062 258,233 145,284 198,378,715 317,568 5,984
RES:020
257,468,292 68,008,820 149,467 156,400,044 42,166,578 135,645
RES:021
307,742,257 17,537,269 347,053 191,633,746 6,932,876 135,645
RES:022
307,648,940 17,627,941 349,698 186,098,073 12,468,549 135,645
RES:023
258,061,449 67,416,911 148,219 156,400,044 42,166,578 135,645
RES:024
308,222,816 17,056,063 347,700 191,633,746 6,932,876 135,645
RES:025
313,960,609 5,372,864 6,293,105 197,725,575 970,588 6,104
RES:026
325,461,743 5,164 159,672 198,688,663 - 13,604
RES:027
325,461,143 5,764 159,672 198,688,663 - 13,604
RES:028
325,461,143 5,764 159,672 198,688,663 - 13,604
RES:029
321,791,758 2,598,111 1,236,709 198,559,122 - 143,145
RES:030
321,791,758 2,598,111 1,236,709 198,559,122 - 143,145
RES:031
325,071,469 331,383 224,027 189,518,449 36,273 9,147,545
RES:032
265,517,937 57,979,131 2,129,811 187,621,588 36,273 11,044,406
RES:033
325,482,195 - 144,684 189,518,449 36,273 9,147,545
RES:034
323,042,059 598,819 1,986,000 189,518,449 36,273 9,147,545
RES:035
325,176,411 291,746 158,722 188,836,481 718,241 9,147,545
RES:036
203,895,391 113,885,299 7,846,189 119,228,069 54,382,896 25,091,302
RES:037
255,578,788 69,879,257 168,484 147,334,428 42,090,513 9,277,326
RES:038
325,140,435 341,410 144,684 189,518,056 36,546 9,147,665
RES:039
324,942,930 537,940 145,659 189,518,056 36,546 9,147,665
RES:040
324,060,433 1,414,362 152,084 187,775,829 1,649,232 9,277,206
12 August 2010
Sponsor: Investec Bank Limited
Date: 12/08/2010 16:38:16 Produced by the JSE SENS Department.
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