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STEFANUTTI STOCKS HOLDINGS LIMITED - Results of annual general meeting and notice to shareholders in terms of section 45 of the Companies Act

Release Date: 06/08/2021 14:35
Code(s): SSK     PDF:  
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Results of annual general meeting and notice to shareholders in terms of section 45 of the Companies Act

Stefanutti Stocks Holdings Limited
(Registration number 1996/003767/06)
Share code: SSK
ISIN: ZAE000123766
(“Stefanutti Stocks” or “the Company”)


RESULTS OF ANNUAL GENERAL MEETING AND NOTICE TO SHAREHOLDERS IN TERMS OF
SECTION 45 OF THE COMPANIES ACT


RESULTS OF ANNUAL GENERAL MEETING


Shareholders are notified that at the Company’s annual general meeting (“AGM”) held entirely by electronic
communication on Friday, 6 August 2021, all the ordinary and special resolutions as set out in the notice of
AGM, were approved by the requisite majority of shareholders.


The number of Stefanutti Stocks ordinary shares represented at the AGM was 88 038 191 representing
46.81% of the total ordinary issued share capital of Stefanutti Stocks or 52.64% of the total voteable ordinary
shares at the AGM.


The results of the resolutions proposed at the AGM, namely in favour (as a percentage of shares voted),
against (as a percentage of shares voted) and abstain (as a percentage of total issued share capital), and
shares voted (as a percentage of total issued share capital of the Company) are as follows:


 Ordinary resolution number 1 – To adopt the annual financial statements of the company for the year
 ended 28 February 2021, including the directors’ report and the report of the Audit, Governance and Risk
 Committee


  FOR                      AGAINST                   ABSTAIN                 SHARES VOTED

             87 803 302                          -                 91 133               87 803 302

               100.00%                     0.00%                    0.05%                   46.68%
Ordinary resolution number 2 – To re-elect BP Silwanyana as a director of the Company
 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED

           87 803 302                         -                  91 133            87 803 302

              100.00%                    0.00%                   0.05%                  46.68%




Ordinary resolution number 3 – To confirm the appointment of Y Du Plessis as a director of the
company


 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED

           87 803 302                         -                  91 133            87 803 302

              100.00%                    0.00%                   0.05%                  46.68%



Ordinary resolution number 4 – To approve the appointment of JM Poluta as a director of the company


 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED

           87 803 302                         -                  91 133            87 803 302

              100.00%                    0.00%                   0.05%                  46.68%



Ordinary resolution number 5 – To re-appoint the auditors and the audit partner


 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED

           87 803 302                         -                  91 133             87 803 302

              100.00%                    0.00%                   0.05%                  46.68%
Ordinary resolution number 6 – To appoint B Harie as a member of the Audit, Governance and Risk
Committee


 FOR                     AGAINST                 ABSTAIN               SHARES VOTED


            87 803 302                       -                91 133              87 803 302


              100.00%                  0.00%                   0.05%                 46.68%



Ordinary resolution number 7 – To appoint BP Silwanyana as a member of the Audit, Governance
and Risk Committee


 FOR                     AGAINST                 ABSTAIN               SHARES VOTED


            87 803 302                      -                 91 133             87 803 302


              100.00%                  0.00%                  0.05%                  46.68%



Ordinary resolution number 8 – To appoint JM Poluta as a member of the Audit, Governance and Risk
Committee


 FOR                     AGAINST                 ABSTAIN               SHARES VOTED


            87 803 302                      -                 91 133             87 803 302


              100.00%                  0.00%                  0.05%                  46.68%



Ordinary resolution number 9 – To approve the Company’s remuneration policy


 FOR                     AGAINST                 ABSTAIN               SHARES VOTED


            87 761 802                 61 000                 71 633             87 822 802


               99.93%                  0.07%                  0.04%                  46.69%
Ordinary resolution number 10 – To approve the Company’s remuneration implementation report


 FOR                     AGAINST                 ABSTAIN                   SHARES VOTED


           87 761 553                  61 249                  71 633             87 822 802


               99.93%                   0.07%                   0.04%                 46.69%




Ordinary resolution number 11 – Authority for signature of documentation


 FOR                     AGAINST                 ABSTAIN                   SHARES VOTED


           87 803 302                        -                 91 133             87 803 302


             100.00%                    0.00%                   0.05%                 46.68%



Special resolution number 1.1 – Approval of non-executive directors’ fees – Board Chairman


 FOR                     AGAINST                 ABSTAIN                   SHARES VOTED


           87 762 553                  60 249                  71 633             87 822 802


               99.93%                   0.07%                   0.04%                 46.69%



Special resolution number 1.2 – Approval of non-executive directors’ fees – Board Member


 FOR                     AGAINST                 ABSTAIN                   SHARES VOTED


           87 762 553                  60 249                  71 633             87 822 802


               99.93%                   0.07%                   0.04%                 46.69%
Special resolution number 1.3 – Approval of non-executive directors’ fees – Audit, Governance and
Risk Committee Chairman


 FOR                    AGAINST                 ABSTAIN                SHARES VOTED


           87 762 553                  60 249                 71 633             87 822 802


              99.93%                   0.07%                  0.04%                  46.69%



Special resolution number 1.4 – Approval of non-executive directors’ fees – Audit, Governance and
Risk Committee Member


 FOR                    AGAINST                 ABSTAIN                SHARES VOTED


           87 762 553                  60 249                 71 633             87 822 802


              99.93%                   0.07%                  0.04%                  46.69%



Special resolution number 1.5 – Approval of non-executive directors’ fees – Remuneration and
Nominations Committee Chairman


 FOR                    AGAINST                 ABSTAIN                SHARES VOTED


           87 761 553                  61 249                 71 633             87 822 802


              99.93%                   0.07%                  0.04%                  46.69%



Special resolution number 1.6 – Approval of non-executive directors’ fees – Remuneration and
Nominations Committee Member


 FOR                    AGAINST                 ABSTAIN                SHARES VOTED


           87 761 553                  61 249                 71 633             87 822 802


              99.93%                   0.07%                  0.04%                  46.69%
Special resolution number 1.7 – Approval of non-executive directors’ fees – Social and Ethics
Committee Chairman


 FOR                     AGAINST                ABSTAIN                SHARES VOTED


           87 761 553                111 249                  21 633             87 872 802


              99.87%                   0.13%                  0.01%                  46.72%



Special resolution number 1.8 – Approval of non-executive directors’ fees – Social and Ethics
Committee Member


 FOR                     AGAINST                ABSTAIN                SHARES VOTED


           87 761 553                111 249                  21 633             87 872 802


              99.87%                   0.13%                  0.01%                  46.72%



Special resolution number 1.9 – Approval of non-executive directors’ fees – Chairman of any other
committee to be formed


 FOR                     AGAINST                ABSTAIN                SHARES VOTED


           87 762 553                  60 249                 71 633             87 822 802


              99.93%                   0.07%                  0.04%                  46.69%



Special resolution number 1.10 – Approval of non-executive directors’ fees – Member of any other
committee to be formed


 FOR                     AGAINST                ABSTAIN                SHARES VOTED


           87 762 553                  60 249                 71 633             87 822 802


              99.93%                   0.07%                  0.04%                  46.69%
Special resolution number 1.11 – Approval of non-executive directors’ fees – Directors’ hourly rate


 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED


           87 762 553                   60 249                   71 633              87 822 802


               99.93%                    0.07%                   0.04%                   46.69%



Special resolution number 1.12 – Approval of non-executive directors’ fees – Specific project fees


 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED


           87 762 553                   40 249                   91 633              87 802 802


               99.95%                    0.05%                   0.05%                   46.68%



Special resolution number 2 – To approve financial assistance


 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED


           87 802 963                      249                   91 223              87 803 212


                 100%                    0.00%                   0.05%                   46.68%



Special resolution number 3 – General authority to repurchase Company shares


 FOR                     AGAINST                  ABSTAIN                 SHARES VOTED


           87 802 552                      750                   91 133             87 803 302


                 100%                    0.00%                   0.05%                  46.68%
NOTICE TO SHAREHOLDERS IN TERMS OF SECTION 45 OF THE COMPANIES ACT


In respect of Special Resolution Number 2 (financial assistance), notice is hereby given in terms of Section
45(5) of the Companies Act No 71 of 2008 (the “Companies Act”), that, pursuant to the authority granted to
the board of directors of the Company (“the Board”) by the shareholders in the annual general meeting held
on 6 August 2021, the Board has adopted a resolution authorising the Company to provide financial assistance
as contemplated in sections 44 and/or 45 of the Companies Act.


Johannesburg
6 August 2021
Sponsor: Bridge Capital Advisors Proprietary Limited

Date: 06-08-2021 02:35:00
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