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Results of the 2020 Annual General Meeting
Lewis Group Limited
Incorporated in the Republic of South Africa
Registration number: 2004/009817/06
JSE share code: LEW
ISIN: ZAE000058236
Bond code: LEWI
(“Lewis” and “the Company”)
RESULTS OF THE 2020 ANNUAL GENERAL MEETING
Shareholders are advised that, at the Annual General Meeting (“AGM”) of
Lewis held remotely today, 23 October 2020, all resolutions were passed
by the requisite majority of shareholders present and represented by
proxy at the meeting, other than the Non-binding advisory vote 2 on the
Endorsement of the Company’s implementation report
Details of the results of the voting are as follows:
Total issued share capital: 79,212,225
Total number of shares present/ 63,445,804 being 80.10% of
represented at the AGM: total votable shares
Ordinary resolution 1.1
Election of Ms Daphne Motsepe as a director
Shares voted: For Against Abstentions
63,354,367 65,189 26,248
Being 99.86% Being 0.10% Being 0.04%
Ordinary resolution 1.2
Election of Mr Duncan Westcott as a director
Shares voted: For Against Abstentions
63,117,799 323,595 4,410
Being 99.48% Being 0.51% Being 0.01%
Ordinary resolution number 1.3
Election of Mr Hilton Saven as a director
Shares voted: For Against Abstentions
57,390,818 6,024,719 30,267
Being 90.46% Being 9.50% Being 0.04%
Ordinary resolution number 2.1
Election of Ms Daphne Motsepe as a member of the audit committee
Shares voted: For Against Abstentions
63,191,022 228,534 26,248
Being 99.60% Being 0.36% Being 0.04%
Ordinary resolution number 2.2
Election of Mr Tapiwa Njikizana as a member of the audit committee
Shares voted: For Against Abstentions
63,376,981 42,575 26,248
Being 99.89% Being 0.07% Being 0.04%
Ordinary resolution number 2.3
Election of Mr Duncan Westcott as a member of the audit committee
Shares voted: For Against Abstentions
63,334,478 106,916 4,410
Being 99.82% Being 0.17% Being 0.01%
Ordinary resolution number 3
Approval of reappointment of auditors
Shares voted: For Against Abstentions
56,590,004 6,851,390 4,410
Being 89.19% Being 10.80% Being 0.01%
Non-Binding advisory vote 1
Endorsement of the Company’s remuneration policy
Shares voted: For Against Abstentions
59,039,007 3,729,022 677,775
Being 93.05% Being 5.88% Being 1.07%
Non-Binding advisory vote 2
Endorsement of the Company’s implementation report
Shares voted: For Against Abstentions
35,546,313 27,224,081 675,410
Being 56.03% Being 42.91% Being 1.06%
Special resolution number 1
Approval of non-executive directors’ fees
Shares voted: For Against Abstentions
60,773,394 1,994,385 678,025
Being 95.79% Being 3.14% Being 1.07%
Special resolution number 2
Shareholders’ authorisation of continued issuance of Notes under the
Company’s Domestic Medium-Term Notes Programme
Shares voted: For Against Abstentions
63,383,024 58,370 4,410
Being 99.90% Being 0.09% Being 0.01%
Special resolution number 3
Shareholders general authorization of financial assistance
Shares voted: For Against Abstentions
62,992,053 449,341 4,410
Being 99.28% Being 0.71% Being 0.01%
Special resolution number 4
General authority to repurchase shares
Shares voted: For Against Abstentions
63,373,110 45,670 27,024
Being 99.89% Being 0.07% Being 0.04%
Ordinary resolution number 4
Directors authority to implement Company resolutions
Shares voted: For Against Abstentions
63,410,069 31,325 4,410
Being 99.94% Being 0.05% Being 0.01%
More than 25% of the votes exercised by shareholders, voted against the
Company’s Implementation Report of the Remuneration Policy at the AGM.
In terms of the recommendations of the King IV™ Report on Corporate
Governance for South Africa, 2016 and paragraph 3.84(k) of the JSE
Limited Listings Requirements, the Company will initiate a process to
engage with the dissenting shareholders. Any shareholders who would
like to participate in this engagement process are requested to advise
the company secretary by e-mail at stakeholders@lewisgroup.co.za by 6
November 2020. Details on the consequent engagement process will be
communicated to those shareholders who have indicated their interest in
participating to the company secretary.
Cape Town
23 October 2020
Sponsor: UBS South Africa (Pty) Ltd
Debt Sponsor
Absa Bank Limited, acting through its Corporate and Investment Banking
Division
Date: 23-10-2020 03:38:00
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