Sharenet Sites 
Sharenet Sites
Results of the Annual General Meeting of Nampak Limited and retirement of directors
Nampak Limited
(Incorporated in the Republic of South Africa)
Registration Number: 1968/008070/06
Share Code: NPK
ISIN: ZAE 000071676
(“Nampak”)
RESULTS OF THE ANNUAL GENERAL MEETING OF NAMPAK LIMITED AND RETIREMENT
OF DIRECTORS
Results of the annual general meeting held on 11 February 2020
Nampak shareholders are advised that the results of the business
conducted at the annual general meeting held on Tuesday, 11 February
2020 at The Forum at The Campus, Wanderers Building, 57 Sloane Street,
Bryanston, South Africa, are as follows:
- On Friday, 31 January 2020, the record date of the annual general
meeting, the total number of Nampak shares in issue was 689 811 504 of
which 644 815 266 (excluding the treasury shares) were eligible to
vote.
- The total number of shares that were present in person or by proxy at
the annual general meeting was 586 123 805 being 91% of the total
number of Nampak shares that could have been voted at the annual
general meeting.
1. The audited annual financial statements of the Company and the
Group, including the reports of the directors, external auditors,
the Audit and Risk Committee and the Social, Ethics and
Transformation Committee for the financial year ended 30 September
2019 were presented.
2. Ordinary resolution number 1: To re-elect PM Surgey as a director
of the Company:
For Against Abstain Shares voted
569 507 572 15 943 172 574 083 585 450 744
97.28% 2.72% 0.09% 90.79%
3. Ordinary resolution number 2: To elect CD Raphiri as a director of
the Company:
For Against Abstain Shares voted
584 220 507 1 230 237 574 083 585 450 744
99.79% 0.21% 0.09% 90.79%
4. Ordinary resolution number 3: To elect SP Ridley as a director of
the Company:
For Against Abstain Shares voted
578 602 711 6 848 033 574 083 585 450 744
98.83% 1.17% 0.09% 90.79%
5. Ordinary resolution number 4: To elect KW Mzondeki as a director of
the Company:
For Against Abstain Shares voted
585 443 442 7 302 574 083 585 450 744
100% 0.00% 0.09% 90.79%
6. Ordinary resolution number 5: To elect LJ Sennelo as a director of
the Company:
For Against Abstain Shares voted
564 788 178 20 662 566 574 083 585 450 744
96.47% 3.53% 0.09% 90.79%
7. Ordinary resolution number 6: To appoint Deloitte & Touche to act
as independent auditor of the Company until the end of the next
annual general meeting:
For Against Abstain Shares voted
403 226 432 182 223 312 574 083 585 449 744
68.87% 31.13% 0.09% 90.79%
8. Ordinary resolution number 7: To appoint KW Mzondeki as a member of
the Audit and Risk Committee:
For Against Abstain Shares voted
585 443 442 7 302 574 083 585 450 744
100% 0.00% 0.09% 90.79%
9. Ordinary resolution number 8: To appoint SP Ridley as a member of
the Audit and Risk Committee:
For Against Abstain Shares voted
580 767 529 4 683 215 574 083 585 450 744
99.20% 0.80% 0.09% 90.79%
10. Ordinary resolution number 9: To appoint LJ Sennelo as a member of
the Audit and Risk Committee:
For Against Abstain Shares voted
568 319 984 17 130 760 574 083 585 450 744
97.07% 2.93% 0.09% 90.79%
11. Ordinary resolution number 10: To amend clause 16.2.10 of the Share
Appreciation Plan:
For Against Abstain Shares voted
585 443 942 16 802 574 083 585 450 744
100% 0.00% 0.09% 90.79%
12. Ordinary resolution number 11: To amend clause 16.2.9 of the
Performance Share Plan:
For Against Abstain Shares voted
585 443 442 17 302 564 083 585 460 744
100% 0.00% 0.09% 90.80%
13. Ordinary resolution number 12: To amend clause 15.2.10 of the
Deferred Bonus Plan:
For Against Abstain Shares voted
585 443 442 17 302 564 083 585 460 744
100% 0.00% 0.09% 90.80%
14. Ordinary resolution number 13: To amend the aggregate number of
shares which may be acquired by participants in the Share
Appreciation Plan:
For Against Abstain Shares voted
585 443 442 17 302 564 083 585 460 744
100% 0.00% 0.09% 90.80%
15. Ordinary resolution number 14: To amend the aggregate number of
shares which may be acquired by participants in the Performance
Share Plan:
For Against Abstain Shares voted
585 443 442 17 302 564 083 585 460 744
100% 0.00% 0.09% 90.80%
16. Non-binding advisory vote number 1: To endorse on an advisory basis
the Company’s remuneration policy:
For Against Abstain Shares voted
577 489 826 7 960 918 574 083 585 450 744
98.64% 1.36% 0.09% 90.79%
17. Non-binding advisory vote number 2: To endorse on an advisory basis
the implementation report of the Company’s remuneration policy:
For Against Abstain Shares voted
563 144 486 22 306 258 574 083 585 450 744
96.19% 3.81% 0.09% 90.79%
18. Special resolution number 1: To approve the fees payable to the
non-executive directors with effect from 1 October 2019:
For Against Abstain Shares voted
577 213 563 8 237 581 573 683 585 451 144
98.59% 1.41% 0.09% 90.79%
19. Special resolution number 2: To authorise the Board to issue
ordinary shares in terms of the Share Appreciation Plan and the
Performance Share Plan:
For Against Abstain Shares voted
581 325 393 4 135 751 563 683 585 461 144
99.29% 0.71% 0.09% 90.80%
20. Special resolution number 3: To authorise the Board to grant
authority to the Company to provide financial assistance to any
related or inter-related company or corporation of the Company in
terms of section 45 of the Companies Act 71 of 2008:
For Against Abstain Shares voted
570 907 360 14 553 384 564 083 585 460 744
97.51% 2.49% 0.09% 90.80%
21. Special resolution number 4: To authorise the Board to grant
authority to the Company to provide financial assistance in terms
of section 45 of the Companies Act 71 of 2008, to directors or
prescribed officers of the Company or of a related or inter-related
company in connection with Nampak’s existing share schemes:
For Against Abstain Shares voted
556 567 818 28 892 926 564 083 585 460 744
95.06% 4.94% 0.09% 90.80%
22. Special resolution number 5: To authorise the Board to grant
authority to the Company to provide financial assistance in terms
of section 44 of the Companies Act 71 of 2008:
For Against Abstain Shares voted
565 170 328 20 290 416 564 083 585 460 744
96.53% 3.47% 0.09% 90.80%
23. Special resolution number 6: To authorise the Board of the Company
to approve the general repurchase by the Company or purchase by any
of its subsidiaries of any of the Company’s ordinary shares on the
JSE Limited:
For Against Abstain Shares voted
582 094 033 3 366 711 564 083 585 460 744
99.42% 0.58% 0.09% 90.80%
24. Special resolution number 7: To authorise the Board of the Company,
when any general repurchase by the Company takes place, to approve
the purchase by the Company of its issued shares from a director
and/ or a prescribed officer of the Company, and/or person related
to a director or prescribed officer of the Company:
For Against Abstain Shares voted
580 429 178 5 031 566 564 083 585 460 744
99.14% 0.86% 0.09% 90.80%
Retirement of non-executive directors: E Ikazoboh and IN Mkhari
In compliance with paragraph 3.59(b) of the Listings Requirements of
the JSE Limited, shareholders are hereby advised that Mr E Ikazoboh and
Ms IN Mkhari have retired as non-executive directors, effective 12
February 2020.
The Board of directors thank Mr Ikazoboh and Ms Mkhari for their
dedication and valuable contribution during their tenure on the Board
and wish them well in their future endeavours.
Bryanston
12 February 2020
Sponsor:
UBS South Africa (Pty) Ltd
Date: 12-02-2020 03:05:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
