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Results of annual general meeting
OMNIA HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number 1967/003680/06)
JSE code: OMN
ISIN: ZAE000005153
("Omnia" or the "Company")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that at the annual general meeting of shareholders held on Wednesday, 21 September 2022 (in
terms of the notice of annual general meeting published on Friday, 29 July 2022), all of the resolutions tabled thereat, with
the exception of non-binding resolution number 9.2 and special resolution number 3, were passed by the requisite majority
of Omnia shareholders.
Details of the results of voting at the annual general meeting are as follows:
- total number of Omnia shares in issue at the date of the annual general meeting and that could have been voted at
the annual general meeting: 169 052 173;
- total number of Omnia shares that were present/represented at the annual general meeting: 141 697 877, being
83.82% of the total number of Omnia shares that could have been voted at the annual general meeting.
Ordinary resolution 1: Appointment of independent external auditors
Shares voted* For Against Abstentions^
141 633 574, being 83.78% 140 517 907, being 99.21% 1 115 667, being 0.79% 64 303, being 0.04%
Ordinary resolution 2: Re-election of Mr S Mncwango as director
Shares voted* For Against Abstentions^
141 611 754, being 83.77% 124 172 838, being 87.69% 17 438 916, being 12.31% 86 123, being 0.05%
Ordinary resolution 3: Re-election of Mr R Bowen
Shares voted* For Against Abstentions^
141 629 288, being 83.78% 139 319 820, being 98.37% 2 309 468, being 1.63% 68 589, being 0.04%
Ordinary resolution 4: Re-election of Ms T Mokgosi-Mwantembe
Shares voted* For Against Abstentions^
141 628 688, being 83.78% 133 927 788, being 94.56% 7 700 900, being 5.44% 69 189, being 0.04%
Ordinary resolution 5: Re-election of Mr G Cavaleros
Shares voted* For Against Abstentions^
141 629 288, being 83.78% 138 215 276, being 97.59% 3 414 012, being 2.41% 68 589, being 0.04%
Ordinary resolution 6: Confirmation of Ms R van Dijk as director
Shares voted* For Against Abstentions^
141 633 354, being 83.78% 141 562 916, being 99.95% 70 438, being 0.05% 64 523, being 0.04%
Ordinary resolution 7.1: Appointment of Mr G Cavaleros as member and chair of the audit committee
Shares voted* For Against Abstentions^
141 633 354, being 83.78% 136 899 986, being 96.66% 4 733 368, being 3.34% 64 523, being 0.04%
Ordinary resolution 7.2: Appointment of Mr R Bowen as member of the audit committee
Shares voted* For Against Abstentions^
141 633 454, being 83.78% 134 841 171, being 95.20% 6 792 283, being 4.80% 64 423, being 0.04%
Ordinary resolution 7.3: Appointment of Mr W Plaizier as member of the audit committee
Shares voted* For Against Abstentions^
141 633 454, being 83.78% 138 593 215, being 97.85% 3 040 239, being 2.15% 64 423, being 0.04%
Ordinary resolution 7.4: Appointment of Ms R van Dijk as member of the audit committee
Shares voted* For Against Abstentions^
141 633 454, being 83.78% 141 562 016, being 99.95% 71 438, being 0.05% 64 423, being 0.04%
Ordinary resolution 8: Authorisation of any one director or the company secretary of Omnia to sign documents giving
effect to resolutions
Shares voted* For Against Abstentions^
141 421 470, being 83.66% 141 418 157, being 99.99% 3 313, being 0.01% 276 407, being 0.16%
Non-binding advisory vote 9.1: Non-binding advisory vote to support the remuneration policy
Shares voted* For Against Abstentions^
141 625 108, being 83.78% 113 655 160, being 80.25% 27 969 948, being 19.75% 72 769, being 0.04%
Non-binding advisory vote 9.2: Non-binding advisory vote to support the remuneration implementation report
Shares voted* For Against Abstentions^
141 625 108, being 83.78% 97 898 853, being 69.13% 43 726 255, being 30.87% 72 769, being 0.04%
Special resolution 1.1: Approval of non-executive directors' fees
Shares voted* For Against Abstentions^
141 632 074, being 83.78% 141 187 932, being 99.69% 444 142, being 0.31% 65 803, being 0.04%
Special resolution 1.2: Approval of chair's fees
Shares voted* For Against Abstentions^
141 633 074, being 83.78% 141 232 080, being 99.72% 400 994, being 0.28% 64 803, being 0.04%
Special resolution 2.1: General approval: financial assistance for subscription of securities in terms of section 44 of the
Companies Act
Shares voted* For Against Abstentions^
141 612 554, being 83.77% 123 472 398, being 87.19% 18 140 156, being 12.81% 85 323, being 0.05%
Special resolution 2.2: General approval: financial assistance for loans in terms of section 45 of the Companies Act
Shares voted* For Against Abstentions^
141 612 554, being 83.77% 129 363 192, being 91.35% 12 249 362, being 8.65% 85 323, being 0.05%
Special resolution 3: General authority to repurchase shares for cash
Shares voted* For Against Abstentions^
141 463 220, being 83.68% 105 259 060, being 74.41% 36 204 160, being 25.59% 234 657, being 0.14%
* shares voted (excluding abstentions) in relation to total shares in issue
^ in relation to total shares is issue
As a result of 30.87% of shareholders voting against non-binding resolution number 9.2, Omnia extends an invitation to
all dissenting shareholders, as well as shareholders who have not yet engaged with the Company, in order to address their
concerns with regard to the remuneration implementation report. Shareholders are requested to provide their reasons for
voting against the non-binding resolution, as well as their concerns, in writing by emailing the company at
cosec@omnia.co.za by no later than the close of business on Friday, 28 October 2022. Omnia will consider, and, where
appropriate, take steps to address all concerns raised by shareholders.
Changes to the composition of the Audit Committee
Shareholders are advised that Ms Tina Eboka has stepped down from the Audit Committee with effect from the annual
general meeting. The Audit Committee remains duly constituted.
22 September 2022
Sponsor
Java Capital
Date: 22-09-2022 12:24:00
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