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ADVTECH LIMITED - Results of the 2017 Annual General Meeting

Release Date: 31/05/2017 17:00
Code(s): ADH     PDF:  
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Results of the 2017 Annual General Meeting

ADvTECH Limited
(Incorporated in the Republic of South Africa)
(Registration number 1990/001119/06)
Share code: ADH       ISIN: ZAE000031035
("ADvTECH” or “the Company” or “the Group")

RESULTS OF THE 2017 ANNUAL GENERAL MEETING

ADvTECH shareholders are advised that at the annual general meeting (“AGM”) of shareholders held
on Wednesday, 31 May 2017, all the ordinary and special resolutions as set out in the notice of AGM,
were approved by the requisite majority of shareholders present or represented by proxy.

The meeting was well attended by 326 263 133 ADvTECH shares, representing 59.93% of the total
ordinary issued share capital of ADvTECH, voting in person or by proxy.

The resolutions proposed at the AGM, together with the percentage of shares abstained (as a
percentage of total issued share capital of the Company), as well as the percentage of votes carried for
and against each resolution (as a percentage of shares voted), are as follows:

1.   Ordinary resolution number 1: Adoption of the annual financial statements

     FOR                             AGAINST                         ABSTAIN
     325 424 520                     2 332                           836 281
     100%                            0%                              0.15%


2.   Ordinary resolution number 2: Confirmation of appointment of Dr JM Hofmeyr as a non-executive
     director

     FOR                             AGAINST                         ABSTAIN
     312 634 160                     12 787 114                      841 859
     96.07%                          3.93%                           0.15%

3.   Ordinary resolution number 3: Confirmation of appointment of Dr JS Chimhanzi as a non-
     executive director

     FOR                             AGAINST                         ABSTAIN
     325 384 332                     35 830                          842 971
     99.99%                          0.01%                           0.15%

4.   Ordinary resolution number 4: Re-election of Mr CH Boulle as a non-executive director

     FOR                             AGAINST                         ABSTAIN
     318 700 436                     6 721 158                       841 539
     97.93%                          2.07%                           0.15%

5.   Ordinary resolution number 5: Re-election of Prof BM Gourley as a non-executive director

     FOR                             AGAINST                         ABSTAIN
     312 623 848                     12 797 746                      841 539
     96.07%                          3.93%                           0.15%

6.   Ordinary resolution number 6: Re-election of Mr CH Boulle as a member of the audit committee

     FOR                             AGAINST                         ABSTAIN
     317 624 758                     7 796 760                       841 615
     97.60%                          2.40%                           0.15%

7.   Ordinary resolution number 7: Re-election of Prof BM Gourley as a member of the audit
     committee

     FOR                             AGAINST                         ABSTAIN
     296 312 235                     29 109 359                      841 539
     91.05%                          8.95%                           0.15%

8.   Ordinary resolution number 8: Re-election of Mr KDM Warburton as a member and chairman of
     the audit committee

     FOR                             AGAINST                         ABSTAIN
     325 421 589                     5                               841 539
     100%                            0.00%                           0.15%

9.   Ordinary resolution number 9: Election of Dr JS Chimhanzi as a member of the audit committee

     FOR                             AGAINST                         ABSTAIN
     325 379 332                     40 830                          842 971
     99.99%                          0.01%                           0.15%

10.  Ordinary resolution number 10: Approval of appointment of external auditors

     FOR                             AGAINST                         ABSTAIN
     272 967 407                     52 454 795                      840 931
     83.88%                          16.12%                          0.15%

11.  Non-binding advisory vote – Remuneration policy

     FOR                             AGAINST                         ABSTAIN
     257 329 208                     60 653 297                      8 280 628
     80.93%                          19.07%                          1.52%

12.  Special resolution number 1: Approval of fees paid to non-executive directors

     FOR                             AGAINST                         ABSTAIN
     323 080 872                     2 336 860                       845 401
     99.28%                          0.72%                           0.16%

13.  Special resolution number 2: Authority to make loans or give financial assistance to subsidiaries
     and related or inter-related companies

     FOR                             AGAINST                         ABSTAIN
     325 356 264                     40 656                          866 213
     99.99%                          0.01%                           0.16%

14.  Special resolution number 3: General authority for the acquisition of shares issued by the
     Company

     FOR                             AGAINST                         ABSTAIN
     325 393 145                     27 945                          842 043
     99.99%                          0.01%                           0.15%

15.  Special resolution number 4: Approval of the Company management share incentive plan (“MSI”)

     FOR                             AGAINST                         ABSTAIN
     265 718 192                     52 690 573                      7 854 368
     83.45%                          16.55%                          1.44%

16.  Special resolution number 5: Authority to phase out existing share incentive scheme

     FOR                             AGAINST                         ABSTAIN
     272 741 822                     52 671 880                      849 431
     83.81%                          16.19%                          0.16%

17.  Special resolution number 6: Authority to allocate unallocated, relinquished and lapsed option
     shares under the existing share incentive scheme for utilisation under the MSI

     FOR                             AGAINST                         ABSTAIN
     271 558 175                     53 085 207                      1 619 751
     83.65%                          16.35%                          0.30%

18.  Special resolution number 7: Authority to amend the deed of trust in order to allow the trust to
     utilise/sell/transfer (i) the unallocated shares; (ii) relinquished shares; and (iii) lapsed options
     shares for the purpose and benefit of the MSI

     FOR                             AGAINST                         ABSTAIN
     272 328 880                     53 074 162                      860 091
     83.69%                          16.31%                          0.16%

19.  Special resolution number 8: General authority to place 5% of the ordinary shares under the
     control of the directors for the purposes of the MSI

     FOR                             AGAINST                         ABSTAIN
     272 735 492                     52 669 910                      857 731
     83.81%                          16.19%                          0.16%

20.  Special resolution number 9: General authority for any one director or the company secretary to
     give effect to special resolutions 4, 5, 6 and 7

     FOR                             AGAINST                         ABSTAIN
     325 193 873                     233 409                         835 851
     99.93%                          0.07%                           0.15%

31 May 2017
Johannesburg
Sponsor: Bridge Capital Advisors Proprietary Limited

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