PEPKOR HOLDINGS LIMITED - Results Of The Annual General Meeting

Results Of The Annual General Meeting

Pepkor Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2017/221869/06)
Share Code: PPH
ISIN: ZAE000259479
(“the Company”)

RESULTS OF THE ANNUAL GENERAL MEETING

Shareholders are hereby advised that at the annual general meeting of the Company held 
today, Wednesday, 11 March 2020 at AfriGrande Boardroom, PEP Campus
Entrance 4, Radnor Street, Parow Industria (“AGM”), all of the resolutions were passed by the
requisite majorities of the Company’s shareholders.

Details of the results of the voting at the AGM are as follows:

                                     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                        AGM as a       as a
Resolutions            shares        shares         Number of         percentage     percentage
proposed at the        voted at      voted at       shares voted at   of shares in   of shares in
AGM                    AGM           AGM            AGM               issue          issue

Ordinary resolution    86.52%        13.48%         3 386 536 537     97.10%         0.01%
number 1:
Re-election of J
Naidoo as a
director who retires
by rotation

Ordinary resolution    97.99%        2.01%          3 386 536 537     97.10%         0.01%
number 2:
Re-election of SH
Müller as a director
who retires by
rotation

Ordinary resolution    100%          0.00%          3 386 536 537     97.10%         0.01%
number 3:
Re-election of F
Petersen-Cook as
a director who
retires by rotation

Ordinary resolution    99.31%        0.69%          3 386 536 537     97.10%         0.01%
number 4:
Ratification of
appointment of TL
de Klerk as a
director

Ordinary resolution    97.87%        2.13%          3 376 622 667     96.81%         0.29%
number 5:
Appointment of JB
Cilliers as a
member of the
audit and risk
committee

Ordinary resolution    99.99%        0.01%         3 386 536 537      97.10%         0.01%
number 6:
Appointment of F
Petersen-Cook as
a member of the
audit and risk
committee

Ordinary resolution    98.59%        1.41%         3 386 536 537      97.10%         0.01%
number 7:
Appointment of SH
Müller as a
member of the
audit and risk
committee

Ordinary resolution    96.58%        3.42%         3 386 543 293      97.10%         0.01%
number 8:
Re-appointment of
Pricewaterhouse
Coopers Inc. as the
auditor

Ordinary resolution    94.76%        5.24%         3 386 543 293      97.10%         0.01%
number 9:
General authority to
issue shares for
cash

Ordinary resolution    92.61%        7.39%         3 386 528 900      97.10%         0.01%
number 10:
Non-binding
advisory vote on
Pepkor’s
remuneration policy

Ordinary resolution    90.15%        9.85%         3 386 528 900      97.10%         0.01%
number 11:
Non-binding
advisory vote on
Pepkor’s
implementation
report on the
remuneration policy

Ordinary resolution    97.30%        2.70%         3 386 535 656      97.10%         0.01%
number 12:
Amendments to the
rules of the
Company's
Executive Share
Rights Scheme

Special resolution
number 1:
Remuneration of
non-executive
directors

Special resolution     99.43%        0.57%         3 386 535 537      97.10%         0.01%
number 1.1:
Chairman

Special resolution     99.70%        0.30%         3 386 535 537      97.10%         0.01%
number 1.2:
Lead independent
director

Special resolution     99.46%        0.54%         3 386 535 537      97.10%         0.01%
number 1.3:
Board members

Special resolution     99.71%        0.29%         3 386 535 537      97.10%         0.01%
number 1.4:
Audit and risk
committee
chairman

Special resolution     99.71%        0.29%         3 386 535 537      97.10%         0.01%
number 1.5:
Audit and risk
committee
members

Special resolution     99.71%        0.29%         3 386 535 537      97.10%         0.01%
number 1.6:
Human resources
and remuneration
committee
chairman

Special resolution     99.71%        0.29%         3 386 535 537      97.10%         0.01%
number 1.7:
Human resources
and remuneration
committee
members

Special resolution     99.71%        0.29%         3 386 535 537      97.10%         0.01%
number 1.8:
Social and ethics
committee
chairman

Special resolution     99.71%        0.29%         3 386 535 537      97.10%         0.01%
number 1.9:
Social and ethics
committee
members

Special resolution     99.71%        0.29%         3 386 535 537      97.10%         0.01%
number 1.10:
Nomination
committee
chairman

Special resolution     99.71%        0.29%         3 386 535 537      97.10%         0.01%
number 1.11:
Nomination
committee
members

Special resolution     99.71%        0.29%         3 386 535 537      97.10%         0.01%
number 1.12:
Non-scheduled
extraordinary
meetings

Special resolution     99.68%        0.32%         3 386 542 293      97.10%         0.01%
number 2:
Inter-company
financial assistance

Special resolution     92.08%        7.92%         3 386 542 293      97.10%         0.01%
number 3:
Financial
assistance for the
subscription of
shares

Note:
Total number of shares in issue as at the date of the AGM was 3 487 850 881.

Parow
11 March 2020

Sponsor
PSG Capital

Date: 11-03-2020 02:00:00
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