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Report on proceedings at the 2024 Annual General Meeting (AGM)
Pick n Pay Stores Limited
Incorporated in the Republic of South Africa
Registration number: 1968/008034/06
Share Code: PIK
ISIN code: ZAE000005443
("Pick n Pay")
REPORT ON PROCEEDINGS AT THE 2024 ANNUAL GENERAL MEETING (AGM)
Shareholders are advised that the 56th Annual General Meeting (AGM) of Pick n Pay Stores Limited was held on 27 August 2024. All ordinary and
special resolutions proposed at the AGM were approved by the requisite majority. However, the Group's non-binding advisory votes 1 and 2 in
respect of its remuneration policy and remuneration implementation did not receive the requisite majority of 75%, and further shareholder
engagement will follow in line with paragraph 3.84(j) of the JSE Listings Requirements and the King IV Report on Corporate Governance. Please
refer to the note regarding further shareholder engagement at the close of this announcement for additional information.
The following information is provided:
Total issued number of ordinary shares 745 657 130
Treasury shares not voted: 4 691 506
Number of ordinary shares that could have been voted at the meeting: 740 965 624
Number of B ordinary shares that could have been voted at the meeting: 325 426 164
Total number of shares that could have been exercised at the meeting: 1 066 391 788
Total number of shares present/represented including proxies at the meeting: 935 006 818
Number of ordinary shares represented at the meeting: 609 580 654
Number of B shares represented at the meeting: 325 426 164
Percentage of ordinary shares represented at the meeting (% issued shares): 81.75%
Percentage of B shares represented at the meeting: 100.00%
Abbreviations: Ordinary shares (Ord)
B ordinary shares (B Ord)
Details of the results of voting at the AGM are as follows:
Resolutions Shares voted Votes disclosed as a Number of Shares voted Shares
disclosed as a percentage in relation to shares voted disclosed as a abstained
percentage of the the Ord and B Ord shares percentage in disclosed as
total number of voted at the meeting relation to the a percentage
shares relative in relation to
(Ord and B Ord) issued share the relative
voted at the capital issued share
meeting (see above for capital
details of
share capital)
FOR AGAINST FOR AGAINST NUMBER % %
Ordinary resolution number 1: 99.12% 0.88% 98.64% Ord 1.36% Ord 609 350 287 Ord 81.72% Ord 0.03% Ord
Re-appointment of external
auditors and designated audit 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
partner
Ordinary resolution number 2.1: 99.91% 0.09% 99.86% Ord 0.14% Ord 609 350 287 Ord 81.72% Ord 0.03% Ord
Executive director election -
100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
Sean Summers
Ordinary resolution number 2.2: 80.77% 19.23% 70.51% Ord 29.49% Ord 609 341 658 Ord 81.72% Ord 0.03% Ord
Independent non-executive
director retirement and 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
re-election - David Friedland
Ordinary resolution number 2.3: 79.31% 20.69% 68.26% Ord 31.74% Ord 609 341 658 Ord 81.72% Ord 0.03% Ord
Independent non-executive
director retirement and 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
re-election -
Audrey Mothupi
Ordinary resolution number 2.4: 99.84% 0.16% 99.75% Ord 0.25% Ord 609 350 227 Ord 81.72% Ord 0.03% Ord
Independent non-executive
director retirement and re- 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
election -
Annamarie van der Merwe
Ordinary resolution number 3.1: 82.21% 17.79% 72.70% Ord 27.30% Ord 609 341 658 Ord 81.72% Ord 0.03% Ord
Appointment of Aboubakar
Jakoet to the audit, risk and 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
compliance committee
Ordinary resolution number 3.2: 99.15% 0.85% 98.69% Ord 1.31% Ord 609 350 227 Ord 81.72% Ord 0.03% Ord
Appointment of Haroon Bhorat
to the audit, risk and 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
compliance committee
Ordinary resolution number 3.3:
Resolution removed on - - - - - - -
resignation of Mariam Cassim on
5 July 2024
Ordinary resolution number 3.4: 99.34% 0.66% 99.98% Ord 1.02% Ord 609 350 227 Ord 81.72% Ord 0.03% Ord
Appointment of James Formby
to the audit, risk and 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
compliance committee
Ordinary resolution number 3.5: 80.20% 19.80% 69.62% Ord 30.38% Ord 609 341 658 Ord 81.72% Ord 0.03% Ord
Appointment of David Friedland
to the audit, risk and 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
compliance committee
Ordinary resolution number 3.6: 79.55% 20.45% 68.64% Ord 31.36% Ord 609 341 658 Ord 81.72% Ord 0.03% Ord
Appointment of Audrey Mothupi
to the audit, risk and 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
compliance committee
Advisory vote number 1: 71.59% 28.41% 56.42% Ord 43.58% Ord 609 342 561 Ord 81.72% Ord 0.03% Ord
Endorsement of the
remuneration policy for the 100.00% B Or 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
2024 annual financial period
Advisory vote number 2: 73.89% 26.11% 59.94% Ord 40.06% Ord 609 342 562 Ord 81.72% Ord 0.03% Ord
Endorsement of the
implementation of the 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
remuneration policy for the
2024 annual financial period
Special resolution number 1: 84.35% 15.65% 75.99% Ord 24.01% Ord 609 333 993 Ord 81.72% Ord 0.03% Ord
Directors' fees for the 2025 and
2026 annual financial periods 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
Special resolution number 2: 96.21% 3.79% 94.19% Ord 5.81% Ord 609 350 287 Ord 81.72% Ord 0.03% Ord
Additional directors' fees to be
paid in the 2025 annual financial 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
period
Special resolution number 3: 99.58% 0.42% 99.35% Ord 0.65% Ord 609 344 899 Ord 81.72% Ord 0.03% Ord
Provision of financial assistance
to related or inter-related 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
parties
Special resolution number 4: 97.10% 2.90% 95.55% Ord 4.45% Ord 609 350 187 Ord 81.72% Ord 0.03% Ord
General approval to repurchase
Company shares 100.00% B Ord 0.00% B Ord 325 426 164 B Ord 100.00% B Ord 0.00% B Ord
Further shareholder engagement
As the Group did not achieve the required 75% majority in respect of the advisory remuneration resolutions 1 and 2, the Board will seek to engage
further with shareholders on its approach to, and implementation of, remuneration policy. It is therefore requested that shareholders submit all
questions and concerns to our company secretary, Vaughan Pierce, at CompanySecretary@pnp.co.za by Friday, 6 September 2024.
Thereafter, collective or individual shareholder engagements will be scheduled with our Board Chair and Remuneration Committee Chair, as
requested by shareholders, to be completed by the end of September 2024.
The Board remains committed to resolving all legitimate shareholder concerns, and to strengthening its remuneration policies and disclosures.
By order of the Board
Cape Town
27 August 2024
Sponsor: Investec Bank Limited
Date: 27-08-2024 02:30:00
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