HOWDEN AFRICA HOLDINGS LIMITED - Results of Annual General Meeting

Results of Annual General Meeting

Howden Africa Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1996/002982/06)
Share code: HWN
ISIN: ZAE000010583
("HAHL" or “the Company”)

Results of Annual General Meeting (“AGM”)

Shareholders are advised that at the AGM held today, 01 June 2017, ordinary and special
resolutions, as specified in the notice of the meeting, were passed by the requisite majority of
shareholders except for ordinary resolution 8 (General authority to issue shares for cash). The
statistics of the meeting are as follows:

- Total number of ordinary shares in issue in HAHL as at the date of the AGM: 65 729 109;

-   Total number of issued ordinary shares that could have been voted at the AGM (excluding
    treasury shares): 65 729 109; and

-   Total number of issued ordinary shares that were voted in person or by proxy at the AGM:
    57 924 750 (which represents 88% of the Company’s total issued ordinary shares.

                                              Voted for       Voted against     Abstentions
                                             (% of shares      (% of shares      (% of total
    Resolutions                                 voted)            voted)          shares)

    Ordinary resolution 1
    Adoption of annual financial
    statements                                   99.77            0.23              0.02
    
    Ordinary resolution 2
    External auditors                            100                0               0.02
    
    Ordinary resolution 3.1
    Re-appointment of Mitesh Patel as a
    member and chairman of Audit and
    Risk Committee                               97.39            2.61              0.02
   
    Ordinary resolution 3.2
    Re-appointment of Morongwe
    Malebye as a members of the audit
    and risk committee                           97.39            2.61              0.02
    
    Ordinary resolution 3.3
    Appointment of Humphrey Mathe as
    a members of the audit and risk
    committee                                    97.39            2.61              0.02
    
    Ordinary resolution 4
    Non-binding advisory endorsement
    of the Company’s remuneration
    policy                                       93.19            6.81              0.02
    
    Ordinary resolution 5.1
    Re-election of Morongwe Malebye              97.16            2.84              0.02
  
    Ordinary resolution 5.2
    Re-election of Humphrey Mathe                97.16            2.84              0.02
    
    Ordinary resolution 5.3
    Re-election of Mitesh Patel                  97.16            2.84              0.02
    
    Ordinary resolution 6
    Election of Marinella Vigouroux              100                0               0.02
  
   Ordinary resolution 7
   Control of 15% unissued share
   capital                                       63.16            36.84             0.02
   
   Ordinary resolution 8
   General authority to issue shares for
   cash                                          63.16            36.84             0.02
   
   Special resolution 1
   General approval for acquisition of
   the Company’s shares by the
   Company or subsidiary                         93.45            6.55              0.02
   
   Special resolution 2
   Increase in non-executive director’s
   fees                                          97.39            2.61              0.02


Booysens, Johannesburg
02 June 2017

Sponsor:
PricewaterhouseCoopers Corporate Finance (Proprietary) Limited

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