STADIO HOLDINGS LIMITED - Results of the Annual General Meeting

Results of the Annual General Meeting

STADIO HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2016/371398/06
Share code: SDO
ISIN: ZAE000248662
LEI: 3789007C8FB26515D966
(“STADIO Holdings” or “the Company”)

RESULTS OF THE ANNUAL GENERAL MEETING

Shareholders are hereby advised that the results of the voting at the annual general meeting of the
Company held at 10:00 a.m., today, 22 June 2023, via electronic communication (“AGM”), are as
below.

Shareholders are further advised that, following discussion between the board of directors and
shareholders of the Company prior to the AGM, ordinary resolution number 7 (relating to the general
authority to issue shares for cash) was withdrawn at the AGM, given that the Company does not
intend to issue any shares for cash in terms of a general authority. All of the remaining resolutions
were passed by the requisite majorities of the Company’s shareholders.

                                            Votes
                               Votes for    against
                               resolution   resolution
                               as a         as a                         Number of      Number of
                               percentage   percentage                   shares         shares
                               of total     of total                     voted at       abstained
                               number of    number of     Number of      AGM as a       as a
                               shares       shares        shares         percentage     percentage
 Resolutions proposed at       voted at     voted at      voted at       of shares in   of shares in
 the AGM                       AGM          AGM           AGM            issue*         issue*
 
Ordinary resolution           99.98%       0.02%         563 472 785    66.01%         0.05%
number 1:
To re-elect Busisiwe
Vilakazi as a Director
 
Ordinary resolution           99.99%       0.01%         563 477 910    66.01%         0.05%
number 2:
To re-elect Tom Brown as a
Director
 
Ordinary resolution           99.38%       0.62%         563 379 745    65.99%         0.06%
number 3:
To re-appoint Mathukana
Mokoka as a member and
chairperson of the Audit
and Risk Committee of the
Company
 
Ordinary resolution           99.60%       0.40%         563 379 745    65.99%         0.06%
number 4:
To re-appoint Dr Busisiwe
Vilakazi as a member of the
Audit and Risk Committee
of the Company

Ordinary resolution          99.60%        0.40%         563 384 870    66.00%        0.06%
number 5:
To re-appoint Dr Tom
Brown as a member of the
Audit and Risk Committee
of the Company

Ordinary resolution          99.98%        0.02%        519 819 507    60.89%         5.16%
number 6:
To re-appoint PwC Inc. as
the auditor

Ordinary resolution
number 7:
                             Resolution withdrawn.

General authority to issue
ordinary shares for cash
Ordinary resolution          91.97%        8.03%       559 694 827    65.56%         0.49%
number 8:
Non-binding endorsement
of STADIO Holdings’
remuneration policy

Ordinary resolution          92.78%        7.22%      559 694 827     65.56%         0.49%
number 9:
Non-binding endorsement
of STADIO Holdings’
implementation report on
the remuneration policy

Special resolution           99.86%        0.14%     563 380 778      65.99%        0.06%
number 1:
Remuneration of
chairperson of the Board

Special resolution           99.86%        0.14%     563 380 778      65.99%       0.06%
number 2:
Remuneration of members
of the Board

Special resolution           99.90%        0.10%     563 380 864      65.99%       0.06%
number 3:
Remuneration of
chairperson of the Audit
and Risk Committee

Special resolution           99.89%        0.11%     563 380 864      65.99%       0.06%
number 4:
Remuneration of members
of the Audit and Risk
Committee

Special resolution           99.89%        0.11%     563 279 842      65.98%       0.07%
number 5:
Remuneration of
chairpersons of the
Remuneration and
Nominations Committee

Special resolution           99.89%        0.11%     563 380 864      65.99%      0.06%
number 6:
Remuneration of members
of the Remuneration and
Nominations Committee

Special resolution           99.88%        0.12%      563 373 882     65.99%      0.06%
number 7:
Remuneration of the
chairperson of the
Transformation, Social and
Ethics Committee

Special resolution           99.88%        0.12%      563 474 818     66.01%       0.05%
number 8:
Remuneration of members
of the Transformation,
Social and Ethics
Committee
 
Special resolution           98.72%       1.28%      563 383 161     65.99%        0.06%
number 9:
Inter-company financial
assistance

Special resolution           95.42%       4.58%      563 386 074     66.00%        0.06%
number 10:
Financial assistance for the
subscription and/or the
acquisition of shares in the
Company or a related or
interrelated company
 
Special resolution           99.10%      0.90%       563 386 499    66.00%        0.06%
number 11:
Share repurchases by the
Company and its
subsidiaries

Note:
* Total number of shares in issue at the date of the AGM was 853 677 588 of which 3 315 001 were
treasury shares.

The presentation made at the AGM by the Chief Executive Officer is available on the Company’s
website, at the following link: AGM presentation

Durbanville
22 June 2023

Sponsor
PSG Capital

Date: 22-06-2023 03:00:00
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