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, 19 August 2022, all the ordinary and special resolutions as set out in the notice
    of AGM dated 8 July 2022, were approved by the requisite majority of shareholders present or
    represented by proxy.

    The total number of PBT Group ordinary shares in issue (“Shares”) that could have voted at the
    AGM was 104 961 056 and the total number of Shares present at the AGM in person or by proxy
    was 49 797 321, representing 47.44% of the total Shares that could have voted.

    All resolutions proposed at the AGM, the total number of 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         49 783 683        47.43%         0.01%       100.00%           0.00%
     South Africa Inc. as
     independent auditor and
     appointment of Donvé
     Forbes as the designated
     auditor

2    Appointment of Pule           49 790 403        47.44%         0.01%        99.94%           0.06%
     Taukobong as a non-
     executive director

3     Re-appointment of non-
      executive directors:

3.1   Cheree Dyers                 38 790 403        36.96%         10.49%      100.00%           0.00%

3.2   Tony Taylor                  49 790 403        47.44%          0.01%      100.00%           0.00%

4     Reappointment of audit and
      risk committee:

4.1   Reappointment of Arthur      49 790 403        47.44%          0.01%      100.00%           0.00%
      Winkler as member and
      chairman of audit and risk
      committee

4.2   Reappointment of Cheree      38 790 403         36.96%         10.49%     100.00%           0.00%
      Dyers as member of audit
      and risk committee

4.3   Reappointment of Tony        49 790 403         47.44%          0.01%      100.00%          0.00%
      Taylor as member of the
      audit and risk committee

5     General authority to issue   49 790 303         47.44%          0.01%       99.99%          0.01%
      securities for cash

6     General payments             49 790 303         47.44%          0.01%       99.99%          0.01%

7     Endorsement of:

7.1  The Company’s                 49 790 303         47.44%          0.01%       99.99%          0.01%
     Remuneration Policy

7.2 The Company’s                  49 790 303         47.44%          0.01%       99.99%          0.01%
     Remuneration
     Implementation Report

8    Directors’ or Group           49 790 403         47.44%          0.01%       99.99%          0.01%
     Company Secretary’s
     authority to implement
     resolutions

Special Resolutions

1     Authority to provide         49 790 403         47.44%          0.01%        99.99%         0.01%
      financial assistance in
      terms of section 45 of the
      Companies Act

2     Authority to provide         49 790 403         47.44%          0.01%         99.99%        0.01%
      financial assistance in
      terms of section 44 of the
      Companies Act

3     General authority to         49 790 403         47.44%          0.01%          99.99%       0.01%
      repurchase shares

4     Authority to pay non-        38 790 403         36.96%          10.49%         99.99%       0.01%
      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 104 961 056.

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
19 August 2022
Sponsor

Questco Corporate Advisory Proprietary Limited

Date: 19-08-2022 01:15:00
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