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Results of the Annual General Meeting
ADCORP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1974/001804/06
Share code: ADR & ISIN: ZAE000000139
("Adcorp" or "the Company")
RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that at the annual general meeting of the Company held
electronically at 09:00 today, Thursday, 10 September 2020 (“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:
Ordinary Shares
Votes
Votes for against Number
resolution resolution of
as a as a ordinary Number of
percentage percentage shares ordinary
of total of total voted at shares
number of number of AGM as a abstained
ordinary ordinary Number of percentag as a
Resolutions shares shares ordinary e of percentage
proposed at the voted at voted at shares voted at shares in of shares
AGM AGM AGM AGM issue in issue
Ordinary
resolution
number 1.1:
Election of
director - M
Lubega 100.00% 0.00% 102 671 835 93.38% 0.00%
Ordinary
resolution
number 1.2:
Election of
director - PM
Roux 99.85% 0.15% 102 671 835 93.38% 0.00%
Ordinary
resolution
number 1.3:
Election and re-
election of
director - GT
Serobe 84.59% 15.41% 102 671 835 93.38% 0.00%
Ordinary
resolution
number 1.4: 95.66% 4.34% 102 671 835 93.38% 0.00%
Election and re-
election of
director - S
Sithole
Ordinary
resolution
number 1.5:
Election of
director - CR
Smith 95.75% 4.25% 102 671 835 93.38% 0.00%
Ordinary
resolution
number 1.6:
Election and re-
election of
director - MW
Spicer 97.80% 2.20% 102 671 835 93.38% 0.00%
Ordinary
resolution
number 1.7:
Election and re-
election of
director - C
Maswanganyi 97.84% 2.16% 102 634 486 93.34% 0.03%
Ordinary
resolution
number 2.1:
Election of Audit
and Risk
Committee
member - SN
Mabaso-Koyana 99.87% 0.13% 101 144 497 91.99% 1.39%
Ordinary
resolution
number 2.2:
Election of Audit
and Risk
Committee
member - H
Singh 86.35% 13.65% 102 671 835 93.38% 0.00%
Ordinary
resolution
number 2.3:
Election of Audit
and Risk
Committee
member - MW
Spicer 84.19% 15.81% 102 671 835 93.38% 0.00%
Ordinary
resolution
number 2.4: 100.00% 0.00% 102 671 835 93.38% 0.00%
Election of Audit
and Risk
Committee
member - R van
Dijk
Ordinary
resolution
number 2.5:
Election of Audit
and Risk
Committee
member - M
Lubega 100.00% 0.00% 102 671 835 93.38% 0.00%
Ordinary
resolution
number 3:
Reappointment of
independent
external auditor 83.53% 16.47% 101 144 496 91.99% 1.39%
Ordinary
resolution
number 4: Place
2 000 000 of the
authorised but
unissued ordinary
shares under the
control of the
directors 78.44% 21.56% 102 671 834 93.38% 0.00%
Ordinary
resolution
number 5: Non-
binding advisory
vote on the
remuneration
policy 79.77% 20.23% 102 671 834 93.38% 0.00%
Ordinary
resolution
number 6: Non-
binding advisory
vote on the
remuneration
implementation
report 63.63% 36.37% 102 634 486 93.34% 0.03%
Ordinary
resolution
number 7:
Authority to
implement
resolutions
passed at the
AGM 99.96% 0.04% 102 671 835 93.38% 0.00%
Special resolution
number 1:
Remuneration
payable to non-
executive
directors 100.00% 0.00% 102 634 486 93.34% 0.03%
Special resolution
number 2:
Repurchase of
the Company’s
shares 100.00% 0.00% 102 671 835 93.38% 0.00%
Special resolution
number 3:
Financial
assistance for the
provision of loans
or other financial
assistance to
present or future
related and inter-
related
companies 81.65% 18.35% 102 671 834 93.38% 0.00%
B Shares
Votes
Votes for against Number
resolution resolution of B
as a as a shares Number of
percentage percentage voted at B shares
of total of total AGM as a abstained
number of number of percentag as a
Resolutions B shares B shares Number of B e of percentage
proposed at the voted at voted at shares voted at shares in of shares
AGM AGM AGM AGM issue in issue
Ordinary
resolution
number 1.1:
Election of
director - M
Lubega 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 1.2:
Election of
director - PM
Roux 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 1.3: 100.00% 0.00% 16 822 849 100.00% 0.00%
Election and re-
election of
director - GT
Serobe
Ordinary
resolution
number 1.4:
Election and re-
election of
director - S
Sithole 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 1.5:
Election of
director - CR
Smith 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 1.6:
Election and re-
election of
director - MW
Spicer 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 1.7:
Election and re-
election of
director - C
Maswanganyi 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 2.1:
Election of Audit
and Risk
Committee
member - SN
Mabaso-Koyana 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 2.2:
Election of Audit
and Risk
Committee
member - H
Singh 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 2.3:
Election of Audit 100.00% 0.00% 16 822 849 100.00% 0.00%
and Risk
Committee
member - MW
Spicer
Ordinary
resolution
number 2.4:
Election of Audit
and Risk
Committee
member - R van
Dijk 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 2.5:
Election of Audit
and Risk
Committee
member - M
Lubega 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 3:
Reappointment of
independent
external auditor 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 4: Place
2 000 000 of the
authorised but
unissued ordinary
shares under the
control of the
directors 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 5: Non-
binding advisory
vote on the
remuneration
policy 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 6: Non-
binding advisory
vote on the
remuneration
implementation
report 100.00% 0.00% 16 822 849 100.00% 0.00%
Ordinary
resolution
number 7:
Authority to
implement
resolutions
passed at the
AGM 100.00% 0.00% 16 822 849 100.00% 0.00%
Special resolution
number 1:
Remuneration
payable to non-
executive
directors 100.00% 0.00% 16 822 849 100.00% 0.00%
Special resolution
number 2:
Repurchase of
the Company’s
shares 100.00% 0.00% 16 822 849 100.00% 0.00%
Special resolution
number 3:
Financial
assistance for the
provision of loans
or other financial
assistance to
present or future
related and inter-
related
companies 100.00% 0.00% 16 822 849 100.00% 0.00%
Note:
Total number of shares in issue as at the date of the AGM was 126 777 524 of which
109 954 675 were ordinary shares and 16 822 849 were B shares.
Shareholders are further advised that, as ordinary resolution number 6 relating to the non-
binding advisory vote on the implementation of the remuneration policy, was voted against by
25% or more of the votes exercised by the Company’s shareholders present in person or
represented by proxy at the AGM, an invitation will be extended to such dissenting
shareholders to engage with the Company. The manner and timing of such engagement has
not as yet been finalised and the Company will issue a further announcement shortly setting
out such details.
Johannesburg
10 September 2020
Sponsor
PSG Capital
Date: 10-09-2020 04:40:00
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