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JDG
JDG
JDG - JD Group Limited - Results of the Annual General Meeting -
16 February 2012
JD GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration Number 1981/009108/06)
JSE code: JDG ISIN: ZAE000030771
("the Company")
RESULTS OF THE ANNUAL GENERAL MEETING - 16 FEBRUARY 2012
The Board of directors advise that all the resolutions, including the four
special resolutions, as set out in the notice of the Annual General Meeting
contained in the company`s 2011 Integrated Annual Report, were passed by a
comprehensive majority at the Annual General Meeting of shareholders held at the
registered offices of the Company yesterday. Altogether 81,7% of voteable shares
were represented at the meeting. The results of the voting are as follows:
Ordinary resolution number
1: Adoption of annual financial
statements for the year ended 31 August
2011, directors`, auditors` and Audit
Committee reports
99.99% in favour
Ordinary resolution number
2.1.: Re-appointment of Deloitte &
Touche as auditors
99.99% in favour
Ordinary resolution number
2.2: Appointment of Mr Brian Escott as
the individual designated auditor
99.99% in favour
Ordinary resolution number
3.1.1: Re-election of Mr Ian Thompson
as an executive director
99.56% in favour
Ordinary resolution number
3.1.2: Re-election of Mr Richard Chauke
as an executive director
99.56% in favour
Ordinary resolution number
3.1.3: Re-election of Mr Martin Shaw as
a non-executive director
98.06% in favour
Ordinary resolution number
3.1.4: Re-election of Mrs Maureen Lock
as a non-executive director
98.06% in favour
Ordinary resolution number
3.1.5: Re-election of Mr Gunter
Steffens as a non-executive director
99.99% in favour
Ordinary resolution number
3.2.1: Confirmation of the appointment
of Ms Nerina Bodasing as a non-
executive director
99.99% in favour
Ordinary resolution number
3.2.2: Confirmation of the appointment
of Mr Matsobane Matlwa as a non-
executive director
99,99% in favour
Ordinary resolution number
4.1. Appointment of Mr Martin Shaw as a
member of the Company`s Audit Committee
98.06% in favour
Ordinary resolution number
4.2. Appointment of Dr Len Konar as a
member of the Company`s Audit Committee
97.08% in favour
Ordinary resolution number
4.3. Appointment of Mr Gunter Steffens
as a member of the Company`s Audit
Committee
99.96% in favour
Ordinary resolution number
5: Placing of 3,5 million shares under
the control of the directors for
purposes of the Share Appreciation
Rights Scheme
96.98% in favour
Ordinary resolution number
6: Placing 10% of the Company`s
unissued shares under the control of
the directors
80.11% in favour
Ordinary resolution number
7: General authority to directors to
distribute share capital, share premium
and reserves
99.97% in favour
Ordinary resolution number
8: General authority to directors to
issue debentures convertible into
ordinary shares up to 10% of the
issued share capital
89.48% in favour
Ordinary resolution number
9: Non-binding resolution by
shareholders, endorsing the Group`s
remuneration policy
81.22% in favour
Special resolution number
1.1: Approval of non-executive
directors` remuneration for the 2012
financial year
99.81% in favour
Special resolution number
1.2: Mandating the Board to determine
and pay fair and responsible
remuneration to the executive directors
86.75% in favour
Special resolution number
2: General authority to the Board to
provide direct and indirect financial
assistance to any related or inter-
related company
98.46% in favour
Special resolution number
3: Authority to the Company or a
subsidiary to repurchase shares
96.76% in favour
The special resolutions will be filed with the Companies and Intellectual
Property Commission.
By order of the board
Johannesburg
17 February 2012
Sponsor
PSG Capital Proprietary Limited
Date: 17/02/2012 13:12:02 Produced by the JSE SENS Department.
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