BOWLER METCALF LIMITED - Results of Annual General meeting and change to the board of directors

Results of Annual General meeting and change to the board of directors

BOWLER METCALF LIMITED
(Registration number 1972/005921/06)
Share code: BCF ISIN number: ZAE000030797
(“Bowler Metcalf” or “the Company”)


RESULTS OF ANNUAL GENERAL MEETING (“AGM”) AND CHANGE TO THE BOARD OF DIRECTORS


RESULTS OF THE AGM

The board of directors is pleased to announce the results of the AGM held yesterday, Wednesday
8 November 2017.

Total number of issued ordinary shares:                                               87 624 108
Number of ordinary shares represented at the AGM:                                     56 282 782
Number of ordinary shares eligible to vote (excluding 5 629 003 treasury shares):     50 653 779
Percentage of total ordinary shares represented at the AGM:                                64,2%

The resolutions proposed at the AGM, together with the percentage of votes carried for and
against each resolution, are set out below:

Resolution                                       For         Against        Abstain      Total
                                                                                        voted
Ordinary resolution No 1:                    50 643 964                      9 815    50 653 779
Approval of annual financial statements         100%           0%            0,02%

Ordinary resolution No 2:
Endorsement of directors remuneration        40 946 527     9 089 258       617 994   50 653 779
policy                                         81,8%          18,2%          1,22%

Ordinary resolution No 3:                    50 636 464                      17 315   50 653 779
Re-Election of director – Brian Frost           100%           0%            0,03%

Ordinary resolution No 4:
Re-Election of director – Craig              50 636 464                      17 315   50 653 779
MacGillivray                                    100%           0%            0,03%

Ordinary resolution No 5:
Director’s authority to negotiate and sign   50 636 464                      17 315   50 653 779
                                                100%            0%           0,03%
Ordinary resolution No 6:                    49 387 361     1 249 103        17 315   50 653 779
Reappointment of auditors                      97,5%           2,5%          0,03%

Ordinary resolution No 7.1:
Re-Election of Audit and Risk Committee      50 636 464                      17 315   50 653 779
member – Craig MacGillivray                     100%           0%            0,03%

Ordinary resolution No 7.2:
Re-Election of Audit and Risk Committee      49 420 077     1 216 387        17 315   50 653 779
member – Brian Frost                           97,6%           2,4%          0,03%

Ordinary resolution No 7.3:
Re-Election of Audit and Risk Committee      50 636 464                      17 315   50 653 779
member - Sarah Gillett                          100%            0%           0,03%

Special resolution No 1:                     50 636 464       7 500          9 815    50 653 779
General authority to repurchase shares         99,99%         0,01%          0,02%

Special resolution No 2:                     50 635 964                      17 815   50 653 779
Provision of financial assistance               100%            0%           0,04%

Special resolution No 3:                     50 020 285       15 500        617 994   50 653 779
Non-executive directors fees                   99,97%         0,03%          1,22%

CHANGE TO THE BOARD OF DIRECTORS

In accordance with paragraph 3.59(b) of the Listing Requirements of the JSE Limited, shareholders
are hereby advised that Mr Mike Olds has retired from his position as executive director of the
Company with effect from 8 November 2017. He has served the plastics division of the Company
for 34 years and he has further served on the Bowler Metcalf board for 25 years. The board
acknowledges his significant contribution to the business over the many years and wish him well in
his future endeavours.

Cape Town
9 November 2017

Sponsor
Arbor Capital Sponsors Proprietary Limited

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