| Thu 2 Nov 2023, 8:00 | | CLIENTÈLE LIMITED - Results of AGM |
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Results of AGM
CLIENTELE LIMITED
Incorporated in the Republic of South Africa
Registration Number: 2007/023806/06
Share code: CLI
ISIN: ZAE000117438
("Clientele")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that at the Annual General Meeting ("AGM") of Clientele
held on 31 October 2023, all ordinary resolutions, endorsements and special
resolutions, as specified in the notice of the meeting, were passed by the
requisite majority of shareholders.
A total of 280 493 611 or 84% of the issued shares (335 321 768) were voted at
this AGM (including abstentions). The votes carried for and against each
resolution are disclosed as percentages in relation to the total number of
shares voted, excluding abstained votes. Voting statistics from this AGM are
confirmed to be as follows:
1. Ordinary resolution number 1: Presentation and adoption of the annual
financial statements.
For Against Abstain Shares voted
278 868 688 - 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
2. Ordinary resolution number 2: To re-elect Mr. Adrian Dominic t'Hooft
Enthoven as a director.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
3. Ordinary resolution number 3: To re-elect Mr. Barry Anthony Stott as a
director.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
4. Ordinary resolution number 4: To re-elect Mr. Robert Donald Williams as a
director.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
5. Ordinary resolution number 5: To elect Mr. Michael George Cownie as a
director.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
6. Ordinary resolution number 6: To elect Mr. Herschel Philip Mayers as a
director.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
7. Ordinary resolution number 7: To re-appoint the external auditors
(Deloitte), with Mr. John Leon Preston Kruger being the designated audit
partner, to hold office until the conclusion of the next annual general
meeting.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
8. Ordinary resolution number 8: subject to the passing of Ordinary
Resolution 4, Mr. Robert Donald Williams, be re-elected as a group audit
committee member.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
9. Ordinary resolution number 9: subject to the passing of Ordinary
Resolution 3, Mr. Barry Anthony Stott, be re-elected as group audit committee
member.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
10. Ordinary resolution number 10: To re-elect Mr. Gavin Quentin Routledge as
a group audit committee member.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
11. Ordinary resolution number 11: To place the unissued shares of the company
under the control of the directors of the company until the next annual general
meeting with the authority to allot and issue shares in the capital of the
company.
For Against Abstain Shares voted
278 854 793 13 895 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
12. Ordinary resolution number 12: To approve the directors to issue shares
under the Clientèle Bonus Rights Scheme.
For Against Abstain Shares voted
278 864 188 4 500 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
13. Endorsement number 1: To endorse on a non-binding advisory basis the
company's remuneration policy as set out on pages 37 to 52 of the 2023 Integrated
Annual Report.
For Against Abstain Shares voted
278 856 688 12 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
14. Endorsement number 2: To endorse on a non-binding advisory basis the
company's implementation of the remuneration policy as set out on pages 37 to
52 of the 2023 Integrated Annual Report.
For Against Abstain Shares voted
278 856 688 12 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
15. Special resolution number 1: To consider and approve the remuneration of
the non-executive directors for the 1 July 2023 to 30 June 2024 and 1 July
2024 to 30 June 2025 financial years.
For Against Abstain Shares voted
278 856 688 12 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
16. Special resolution number 2: To consider and approve the remuneration of
Mr. Herschel Phillip Mayers, as approved by the Group Remuneration Committee,
as a Non-executive Director during the period 1 May 2023 to 30 June 2023.
For Against Abstain Shares voted
278 856 688 12 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
17. Special resolution number 3: That paragraph 26.5 of the company's MOI be
amended as follows: "Meetings and other proceedings of a committee of the
Board consisting of more than 1 (one) member shall be governed by the
provisions of this MOI regulating the meetings and proceedings of Directors,
save for the quorum of a committee of the Board being a majority of the
members of such committee."
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
18. Special resolution number 4: To consider and approve the financial
assistance, as per section 45 of the Companies Act.
For Against Abstain Shares voted
278 866 688 2 000 1 624 923 278 868 688
100.00% 0.00% 0.48% 83.16%
19. Special resolution number 5: To consider and approve the general authority
to repurchase securities ("General Authority")
For Against Abstain Shares voted
278 869 188 5 520 1 618 903 278 874 708
100.00% 0.00% 0.48% 83.17%
2 November 2023
Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
Registration number 1970/003711/07
Date: 02-11-2023 08:00:00
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