GROUP FIVE LIMITED - Results of annual general meeting

Results of annual general meeting

Group Five Limited
(Registration number: 1969/000032/06)
(Incorporated in the Republic of South Africa)
Share Code: GRF ISIN Code: ZAE000027405
(“Group Five” or “the Company”)

RESULTS OF ANNUAL GENERAL MEETING

Group Five shareholders are advised that the voting results for the annual general meeting of Group Five held at the
registered offices of the Company on Tuesday, 7 November 2017 were as follows:

 Resolution                                      Number of    Percentage         For**     Against**     Abstained*
                                                   ordinary   of ordinary            %             %             **
                                                     shares     shares in                                         %
                                                      voted        issue*
                                                                       %
 Ordinary resolution 1:
 Re-election of directors
 1.1 Election of Dr John Job as a director       94 498 008        84.18         84.70          15.30           0.01
 1.2 Election of Dr Thabo Kgogo as a             94 498 929        84.18         99.14           0.86           0.01
     director
 1.3 Election of Edward Williams as a            94 498 929        84.18         88.77          11.23           0.01
     director
 Ordinary resolution 2:
 Election of group audit committee
 members
 2.1 Election of Cora Fernandez as               94 498 929        84.18        100.00           0.00           0.01
     member and chairperson of the group
     audit committee
 2.2 Election of Dr John Job as member of        94 498 008        84.18         84.70          15.30           0.01
     the group audit committee
 2.3 Election of Dr Thabo Kgogo as               94 498 929        84.18         99.14           0.86           0.01
     member of the group audit committee
 2.4 Election of Nazeem Martin as                94 498 679        84.18         84.70          15.30           0.01
     member of the group audit committee
 2.5 Election of Michael Upton as member         94 498 008        84.18         66.87          33.13           0.01
     of the group audit committee
 Ordinary resolution 3                           94 498 929        84.18         86.65          13.35           0.01
 Approval of remuneration policy, through
 a non-binding advisory vote
 Ordinary resolution 4                           94 498 008        84.18         84.70          15.30           0.01
 Reappointment of auditors
 Ordinary resolution 5                           94 498 329        84.18         72.98          27.02           0.01
 Control of authorised but unissued shares
 Ordinary resolution 6                           93 692 318        83.46        100.00           0.00           0.73
 Authority to sign all documents required
 Special resolution 1                            94 498 329        84.18         93.27           6.73           0.01
 Authorisation of non-executive directors’
 remuneration
 Special resolution 2                            94 498 929        84.18         98.59           1.41           0.01
 General authority to repurchase shares
 Special resolution number 3                     94 498 305        84.18         99.99           0.01         0.01
 General authority to provide financial
 assistance to related or inter-related
 companies

*     Based on 112 258 283 ordinary shares in issue at the date of the annual general meeting.
**    In relation to the total number of shares voted at the annual general meeting.
***   In relation to the total number of shares in issue at the date of the annual general meeting.

Based on the above voting results, all resolutions were passed by the requisite majority of Group Five shareholders
present in person or represented by proxy at the annual general meeting.


Johannesburg
7 November 2017

Sponsor
Nedbank Corporate and Investment Banking

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