PBT GROUP LIMITED - Results of Annual General Meeting

Results of Annual General Meeting

      PBT Group Limited
      (Incorporated in the Republic of South Africa)
      (Registration number: 1936/008278/06)
      JSE Share code: PBG
      ISIN: ZAE000256319
      (“PBT Group” or “the Company”)

      RESULTS OF ANNUAL GENERAL MEETING

      PBT Group shareholders are advised that at the annual general meeting (“AGM”) of shareholders
      held today, Friday, 6 August 2021, all the ordinary and special resolutions as set out in the notice of
      AGM dated 5 July 2021, were approved by the requisite majority of shareholders present or
      represented by proxy.


      The total number of shares in issue that could have voted at the AGM was 99 100 000 and the total
      number of shares present at the AGM in person or by proxy was 47 835 495, representing 48.27%
      of the total shares in issue that could have voted.


      All resolutions proposed at the AGM, the total number of ordinary shares voted in person or by proxy
      (in total and as a percentage of total issued share capital of the Company), the percentage of shares
      abstained and the percentage of votes carried for and against each resolution are as follows:


           Resolution                 Number of          % of         % of       % of votes % of votes
                                         shares          shares       shares      carried for   against
                                        voted in        voted in    abstained2        the         the
                                       person or       person or                  resolution3 resolution3
                                        by proxy       by proxy1
Ordinary Resolutions
1    Re-appointment of BDO              47 817 385        48.25%         0.02%       100.00%           0.00%
     South Africa Inc. as
     independent auditor and
     Imtiaaz Hashim as the
     designated auditor
2    Re-appointment of non-
     executive directors:
2.1 Herman Steyn                        45 021 728        45.43%         2.84%        100.00%           0.00%

2.2    Arthur Winkler                   47 817 385        48.25%         0.02%        100.00%           0.00%
3         Reappointment of audit and
          risk committee
3.1       Reappointment of Arthur       47 817 385        48.25%         0.02%        100.00%          0.00%
          Winkler as member and
          chairman of audit and risk
          committee
3.2       Reappointment of Cheree       36 618 959        36.95%        11.32%         100.00%         0.00%
          Dyers as member of audit
          and risk committee
3.3       Reappointment of Tony          47 817 385       48.25%         0.02%         100.00%         0.00%
          Taylor as member of the
          audit and risk committee
4         General authority to issue     47 817 385       48.25%         0.02%         100.00%         0.00%
          securities for cash
5         General payments               47 817 385       48.25%         0.02%         100.00%         0.00%

6         Endorsement of:

6.1  The Company’s                       47 817 385       48.25%         0.02%         100.00%        0.00%
     Remuneration Policy
6.2 The Company’s                        47 817 385       48.25%         0.02%         100.00%        0.00%
     Remuneration
     Implementation Report
7   Directors’ or Group                  47 817 385       48.25%         0.02%         100.00%        0.00%
     Company Secretary’s
     authority to implement
     resolutions
Special Resolutions
1         Authority to provide           47 817 385       48.25%         0.02%         100.00%         0.00%
          financial assistance in
          terms of section 45 of the
          Companies Act
2         Authority to provide           47 817 385      48.25%          0.02%         100.00%         0.00%
          financial assistance in
          terms of section 44 of the
          Companies Act

3         General authority to           47 817 385      48.25%          0.02%         100.00%         0.00%
          repurchase shares

4         Authority to pay non-          33 823 302      34.13%          14.14%        100.00%         0.00%
          executive directors’ fees


1    Calculated as the number of shares voted (for, against or abstained) in person or by proxy expressed as a
     percentage of the total shares in issue eligible to vote on the record date, being 99 100 000 (calculated as the total
     shares in issue less 6 900 000 newly issued shares, refer to Issue of Shares for Cash SENS announcement dated
     28 July 2021, not yet recorded in the register on the record date).
2   Calculated as the number of shares abstained in person or by proxy expressed as a percentage of the total shares in
    issue eligible to vote.

3   Calculated as the number of shares voted (for or against, as indicated) in person or by proxy expressed as a
    percentage of the aggregate number of shares voted in person or by proxy (excluding abstentions).


The special resolutions, where appropriate, will be filed with the Companies and Intellectual Property
Commission.


Cape Town
06 August 2021
Sponsor: Sasfin Capital (a Member of the Sasfin Group)

Date: 06-08-2021 02:21:00
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