WILSON BAYLY HOLMES-OVCON LIMITED - Report on Annual General Meeting proceedings

Report on Annual General Meeting proceedings

WILSON BAYLY HOLMES - OVCON LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1982/011014/06)
Share code: WBO
ISIN: ZAE000009932
(“the company”)

REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS

Wilson Bayly Holmes Ovcon-Limited shareholders are advised that at the Annual General
Meeting of shareholders held on Wednesday, 16 November 2016, all the ordinary and special
resolutions as proposed in the Notice of the Annual General Meeting were approved by the
requisite majority of members. In this regard, WBHO confirms the voting statistics from the
AGM as follows:

                                                                         %           Number
  Total Number of shares that could be voted at the meeting              100%        63 190 064
  Total number of shares present/represented including proxies at        60%         37 779 289
  meeting
  Total number of members present                                                    6

                                          Votes In      %           Votes        %         Abstentions
                                          favour                    against

  Ordinary resolution number 1            36 198 428    97.3%       1 004 269    2.7%       576 592
  Appointment of the auditors

  Ordinary resolution number 2            37 739 026    100%                -        0%       40 263
  Election of Ms N Damasane as
  director

  Ordinary resolution number 3            36 694 504    97.2%        1 044 522   2.8%         40 263
  Election of Ms NS Maziya as director

  Ordinary resolution number 4.1          37 707 012    99.9%          32 014    0.08%        40 263
  Appointment of Ms AN Matyumza as
  Audit committee member

  Ordinary resolution number 4.2          37 279 690    100%                -        0%       499 599
  Appointment of Ms N Damasane as
  Audit committee member

  Ordinary resolution number 4.3          37 739 026    100%                -        0%       40 263
  Appointment of Mr RW Gardiner as
  Audit committee member

  Ordinary resolution number 5            37 739 026    100%                -        0%       40 263
  Appointment of Ms N Damasane as
  Social and Ethics committee
  Chairperson
  Ordinary resolution number 6            37 610 981    99.7%         128 045       0.3%      40 263
  Endorsement of remuneration policy

  Ordinary resolution number 7            23 051 236    61%         14 687 970      39%       40 083
  Placing unissued shares under the
  control of the directors

 Ordinary resolution number 8             37 739 026   100%              -           0%       40 263
 Directors’ authority to implement
 special and ordinary resolutions

 Special resolution number 1              37 739 026   100%              -           0%       40 263
 Approval of directors’ fees for
 2016/2017 financial year

 Special resolution number 2              37 314 497   98.9%          424 709        1.1%    40 083
 Authority to provide financial
 assistance in terms of section 44 and
 45 of the Act

 Special resolution number 3              37 610 641   100%            -              0%    168 648
 General approval to repurchase
 company shares




Johannesburg
16 November 2016

Sponsor
Investec Bank Limited

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