HOSPITALITY PROPERTY FUND LIMITED - Report on proceedings at the annual general meeting

Report on proceedings at the annual general meeting

HOSPITALITY PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
Registration number 2005/014211/06
Share code for A shares: HPA
ISIN for A shares: ZAE000203022
Share code for B shares: HPB
ISIN for B shares: ZAE000203030
(Approved as a REIT by the JSE)
("Hospitality")

REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING

Shareholders are advised that at the annual general meeting ("the
meeting") of Hospitality, held on 23 November 2015, all the
ordinary and special resolutions proposed at the meeting were
approved by the requisite majority of votes.

In this regard, Hospitality confirms the voting statistics from
the meeting as follows:

VOTES AT THE ANNUAL GENERAL MEETING
Number of securities    Total issued capital    Percentage securities
voted                                           voted
 
233,714,327             288,571,006             80,99%

                               Votes carried disclosed     Securities
                               as a percentage in          abstained
                               relation to the total       disclosed as a
                               number of securities        percentage in
                               voted at the meeting        relation to the
                                                           total issued
                                                           capital
                                   For         Against
                                                           
1. Ordinary Resolution
Number 1: Re-election of Mr    231,061,412    2,652,915
D G Bowden as a Director          98,86%        1,14%              -
                                  
2. Ordinary Resolution
Number 2: Re-election of Mrs   231,061,412    2,652,915            -
L de Beer as a Director           98,86%        1,14%

3. Ordinary Resolution
Number 3: Re-election of Mr    231,061,412    2,652,915            -
V Joyner as a Director            98,86%        1,14%                          
                                  
4. Ordinary Resolution
Number 4: Re-election of Mr    227,369,295    6,345,032            -
W C Ross as a Director            97,29%        2,71%                          
                                  
5. Ordinary Resolution
Number 5: Reappointment of     231,061,412    2,652,915            -
the external auditor              98,86%        1,14%  
                                     
6. Ordinary Resolution
Number 6: Election of Mrs L    231,061,412    2,652,915            -
de Beer as a member of the       98,86%         1,14%
audit and risk committee

7. Ordinary Resolution         231,061,412    2,652,915            -
Number 7: Election of Mr S A     98,86%         1,14%
Halliday as a member of the
audit and risk committee

8. Ordinary Resolution
Number 8: Election of Ms Z     231,061,412   2,652,915             -
Ntwasa as a member of the        98,86%         1,14%
audit and risk committee

9. Ordinary Resolution
Number 9: General Authority
to directors to allot and      199,185,719   34,528,608            -
issue authorised but             85,23%        14,77%                       
unissued shares                   

10. Ordinary Resolution
Number 10: Signature of      229,027,333     4,686,994             -
documentation                    97,99%        2,01%
                                       
11. Advisory endorsement of   187,378,032   46,336,915             -
the remuneration policy          80,17%       19,83%                                   
               
12. Special Resolution
Number 1: Non-executive       231,061,412   2,652,915              -
directors’ remuneration         98,86%       1,14%                                                         
(1 July 2015 to 30 June 2016)            

13. Special Resolution
Number 2: Non-executive       230,500,995   3,213,332
directors’ remuneration         98,63%       1,37%                 -
(1 July 2016 to 30 June 2017)            

14. Special Resolution
Number 3: Setting of an       199,938,193   33,776,134             -
hourly ad-hoc fee for non-       85,55%       14,45%                                                         
executive directors                      

15. Special Resolution
Number 4: Ad-hoc fee payable   210,905,340   22,808,987            -
to non-executive directors       90,24%        9,76%                         
                                      
16. Special Resolution
Number 5: Financial
assistance to subsidiaries
and other related and inter-   231,061,412   2,652,915             -
related entities in terms of      98,86%       1,14%
sections 44 and 45 of the
Companies Act                                  
                                      
17. Special Resolution
Number 6: Financial
assistance to directors,
prescribed officers and
other persons participating     191,839,775   41,874,552           -
in employee incentive              82,08%       17,92%
schemes in terms of section
44 and 45 of the Companies
Act                                       

18. Special Resolution
Number 7: General authority     226,432,089   7,282,274            -
to acquire securities              96,88%       3,12%                  
                                       

Special resolution/s, where necessary, will be lodged for filing
by the Companies and Intellectual Property Commission.


Johannesburg
24 November 2015

Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)

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