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Results of annual general meeting
VUNANI LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1997/020641/06)
JSE code: VUN
ISIN: ZAE000163382
(“Vunani” or “the Company”)
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that the annual general meeting of
shareholders of the company was held today Tuesday, 30 August 2016.
In an introductory statement, the chairmen summarised that the
2015/16 year presented challenging economic and trading conditions
globally and specifically in Southern Africa. Despite these
difficult conditions and the prevailing volatility, Vunani saw
exciting developments and accomplishments across the group, some of
which are highlighted below:
- As detailed in the integrated report, performance for the 14
months was pleasing overall, as was evidenced by the Group
returning to profitability. We are also happy to report that
post the first quarter of the new financial year the group’s
trading is on track with expectations as planned. A primary
reason for this is due to the development and strengthening of
Vunani’s business leadership team. It takes time and attention
to detail to build an effective team.
- The Board and management firmly believe that we now have the
right people in the right leadership roles across the
organisation. Additionally, an employee share incentive
scheme to retain our talent and to align the economic
interests and performances of individuals, with those of the
group and its shareholders, was successfully implemented.
However, the CEO and his leadership team will continue to
strive for further improvement and management of margins and
to leverage the organisational structure for sustainable
growth, both locally and on the continent.
- The strategic acquisition and bedding down of Fairheads,
acquired in May 2015, was another major achievement during the
period. This platform has been well integrated and their
contribution to the overall business and the financial results
was particularly pleasing. It also continues to play a key
strategic role in our growth plans for the year ahead which
includes organic growth and acquisitive growth where it is
value-enhancing for shareholders.
Vunani has laid a solid foundation for achieving its strategic
goals. It has the building blocks to remain on course as a
competitive financial force across southern Africa.
In terms of the proposed ordinary and special resolutions, all
resolutions as set out in the notice of annual general meeting
contained in the integrated report which was posted to shareholders
on 1 August 2016, were passed by the requisite majority of
shareholders present and voting, in person or by proxy.
Details of the results of voting at the general meeting are as
follows:
- Total number of issued ordinary shares: 114 664 648
- Total number of issued ordinary shares net of treasury shares
(“Total Votable Ordinary Shares”): 109 300 236
- Total number of issued ordinary shares which were
present/represented at the general meeting: 78 883 620 being 72.17%
of the Total Votable Ordinary Shares.
Ordinary Resolutions
Ordinary resolution 1: Re-election of NS Mazwi as an independent
non-executive director
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Ordinary resolution 2: Re-election of JR Macey as an independent
non-executive director
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Ordinary resolution 3: Re-election of GS Nzalo as an independent
non-executive director
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Ordinary resolution 4: Re-election of GS Nzalo as a member and
chairman of the audit and risk committee.
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Ordinary resolution 5: Re-election of JR Macey as a member of the
audit and risk committee
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Ordinary resolution 6: Re-election of NS Mazwi as a member of the
audit and risk committee
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Ordinary resolution 7: Re-appointment of KPMG Inc. as the auditor
of the company
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Ordinary resolution 8: General authority to directors to allot and
issue authorised but unissued ordinary shares
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Ordinary resolution 9: General authority to directors to allot and
issue ordinary shares for cash
For (1) Against (1) Abstentions (2) Shares voted (3)
2 567 582 being 7 900 being - 2 575 482 being
99.69% 0.31% 2.35%
*The controlling shareholders together with their associates were
excluded from voting on this resolution.
Ordinary resolution 10: Approval of remuneration policy(non-
binding advisory vote)
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Special resolution 1: Approval of remuneration payable to non-
executive directors
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Special resolution 2: Repurchase of company shares
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Special resolution 3: Financial assistance
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Ordinary resolution 10: Directors’ authority to sign documentation
For (1) Against (1) Abstentions (2) Shares voted (3)
78 883 620 being - - 78 883 620 being
100% 72.17%
Notes:
(1) The votes carried for and against each individual resolution
are disclosed as a percentage in relation to the total number of
ordinary shares voted (whether in person or by proxy) in respect of
such individual resolution at the general meeting.
(2)The total number of ordinary shares abstained in respect of each
individual resolution (whether in person or by proxy) is disclosed
as a percentage in relation to the Total Votable Ordinary Shares.
(3) The total number of ordinary shares voted (whether in person or
by proxy) at the annual general meeting in respect of each
individual resolution is disclosed as a percentage in relation to
the Total Votable Ordinary Shares.
Sandton
30 August 2016
Designated Adviser
Grindrod Bank Limited
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