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HULAMIN LIMITED - Results of the Annual General Meeting

Release Date: 26/05/2023 16:35
Code(s): HLM     PDF:  
Wrap Text
Results of the Annual General Meeting

HULAMIN LIMITED
Incorporated in the Republic of South Africa
(Registration number 1940/013924/06)
ISIN: ZAE000096210
JSE Code: HLM
(“Hulamin” or “the Company”)

RESULTS OF THE ANNUAL GENERAL MEETING

Hulamin shareholders are advised that, at the annual general meeting of the Company held on Thursday, 25 May 2023 (“AGM”), all the ordinary and special resolutions
proposed thereat were approved by the requisite majority of votes as set out below.

As at Friday, 19 May 2023, being the AGM record date (“Voting Record Date”), Hulamin had 324 318 436 listed ordinary shares, 31 477 333 unlisted ordinary “A” shares
and 36 072 000 unlisted ordinary “B” shares in issue.

The total number of listed ordinary shares, unlisted ordinary “A” shares and unlisted ordinary “B” shares voted in person or by proxy at the AGM were 170 833 160,
1 198 912 and 36 072 000, respectively, representing 53%, 4% and 100% of the Hulamin issued listed ordinary shares, unlisted ordinary “A” shares and unlisted ordinary
“B” shares, respectively.

Ordinary resolution number 1.1
Re-election of Dr B Mehlomakulu as an independent non-executive director
               Listed Ordinary Shares                         Unlisted Ordinary “A” Shares                     Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
      Voted              For      Against    Abstain        Voted        For    Against       Abstain           Voted         For     Against   Abstain           Voted             For    Against     Abstain
(Number and              (%)          (%)       (%)1      (Number        (%)        (%)          (%)2     (Number and         (%)         (%)      (%)3     (Number and             (%)        (%)        (%)4
        %1)                                               and %2)                                                 %3)                                               %4)
170 735 855           99.90%        0.10%      0.03%    1 123 580     89.38%     10.62%         0.24%      36 072 000     100.00%       0.00%     0.00%     207 931 435          99.86%      0.14%       0.04%
     52.64%                                                 3.57%                                             100.00%                                            53.06%


Ordinary resolution number 1.2
Re-election of VN Khumalo as a non-executive director
               Listed Ordinary Shares                        Unlisted Ordinary “A” Shares                      Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
      Voted             For       Against    Abstain       Voted         For    Against       Abstain           Voted         For     Against   Abstain           Voted            For     Against     Abstain
    (Number             (%)           (%)       (%)1     (Number         (%)        (%)          (%)2         (Number         (%)         (%)      (%)3     (Number and            (%)         (%)        (%)4
    and %1)                                              and %2)                                              and %3)                                               %4)
170 735 855          99.31%         0.69%      0.03%   1 123 580      83.28%     16.72%         0.24%      36 072 000     100.00%       0.00%     0.00%     207 931 435         99.34%       0.66%       0.04%
     52.64%                                                3.57%                                              100.00%                                            53.06%

   Ordinary resolution number 1.3
   Re-election of N Maharajh as an independent non-executive director
              Listed Ordinary Shares                        Unlisted Ordinary “A” Shares                      Unlisted Ordinary “B” Shares                    Combined All Classes of Shares
      Voted             For      Against   Abstain         Voted         For    Against       Abstain          Voted          For   Against   Abstain           Voted             For      Against     Abstain
    (Number             (%)          (%)      (%)1       (Number         (%)        (%)          (%)2    (Number and          (%)       (%)      (%)3     (Number and             (%)          (%)        (%)4
    and %1)                                              and %2)                                                 %3)                                              %4)
170 680 855          99.31%        0.69%     0.03%     1 123 580      98.96%      1.04%         0.24%     36 072 000      100.00%     0.00%     0.00%     207 876 435          99.94%        0.06%       0.06%
     52.63%                                                3.57%                                             100.00%                                           53.05%


   Ordinary resolution number 1.4
   Re-election of SP Ngwenya as a non-executive director
              Listed Ordinary Shares                      Unlisted Ordinary “A” Shares                      Unlisted Ordinary “B” Shares                    Combined All Classes of Shares
      Voted           For      Against   Abstain        Voted         For    Against       Abstain            Voted           For     Against   Abstain          Voted            For    Against    Abstain
    (Number           (%)          (%)      (%)1      (Number         (%)        (%)          (%)2      (Number and           (%)         (%)      (%)3    (Number and            (%)        (%)       (%)4
    and %1)                                           and %2)                                                   %3)                                                %4)
170 735 855        99.90%        0.10%     0.03%    1 123 580      78.79%     21.21%         0.24%       36 072 000       100.00%       0.00%     0.00%    207 931 435         99.80%      0.20%      0.04%
     52.64%                                             3.57%                                               100.00%                                             53.06%


   Ordinary resolution number 2.1
   Appointment of Dr B Mehlomakulu as a member of the Audit Committee
              Listed Ordinary Shares                      Unlisted Ordinary “A” Shares                      Unlisted Ordinary “B” Shares                    Combined All Classes of Shares
      Voted           For      Against   Abstain        Voted         For    Against       Abstain          Voted           For     Against   Abstain         Voted           For    Against    Abstain
    (Number           (%)          (%)      (%)1      (Number         (%)        (%)          (%)2    (Number and           (%)         (%)      (%)3   (Number and           (%)        (%)       (%)4
    and %1)                                           and %2)                                                 %3)                                               %4)
170 680 855        99.78%        0.22%     0.05%    1 123 580      86.38%     13.62%         0.24%     36 072 000       100.00%       0.00%    0.00%    207 876 435        99.75%      0.25%      0.06%
     52.63%                                             3.57%                                             100.00%                                            53.05%


   Ordinary resolution number 2.2
   Appointment of N Maharajh as a member of the Audit Committee
              Listed Ordinary Shares                      Unlisted Ordinary “A” Shares                      Unlisted Ordinary “B” Shares                    Combined All Classes of Shares
      Voted           For      Against   Abstain        Voted         For    Against       Abstain          Voted           For     Against   Abstain          Voted          For    Against    Abstain
    (Number           (%)          (%)      (%)1      (Number         (%)        (%)          (%)2    (Number and           (%)         (%)      (%)3    (Number and          (%)        (%)       (%)4
    and %1)                                           and %2)                                                 %3)                                                %4)
170 680 855        99.93%        0.07%     0.05%    1 088 797      94.78%      5.22%         0.35%     36 072 000       100.00%       0.00%     0.00%    207 841 652       99.91%      0.09%      0.07%
     52.63%                                             3.46%                                             100.00%                                             53.04%

   Ordinary resolution number 2.3
   Appointment of CA Boles as member of the Audit Committee
               Listed Ordinary Shares                       Unlisted Ordinary “A” Shares                       Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
       Voted             For     Against   Abstain        Voted      For    Against       Abstain           Voted           For     Against  Abstain           Voted           For    Against     Abstain
 (Number and             (%)         (%)      (%)1      (Number      (%)        (%)          (%)2     (Number and           (%)         (%)     (%)3     (Number and           (%)        (%)        (%)4
         %1)                                            and %2)                                               %3)                                                %4)
 170 680 855         99.93%        0.07%     0.05%    1 123 580   94.72%      5.28%         0.24%      36 072 000       100.00%       0.00%    0.00%     207 876 435        99.91%      0.09%       0.07%
      52.63%                                              3.57%                                           100.00%                                             53.05% 


   Ordinary resolution number 3.1
   Appointment of VN Khumalo as a member of the Social, Ethics and Sustainability Committee
               Listed Ordinary Shares                       Unlisted Ordinary “A” Shares                       Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
       Voted            For      Against   Abstain        Voted      For    Against       Abstain           Voted            For    Against   Abstain          Voted           For    Against     Abstain
 (Number and            (%)          (%)      (%)1      (Number      (%)        (%)          (%)2     (Number and            (%)        (%)      (%)3    (Number and           (%)        (%)        (%)4
         %1)                                            and %2)                                               %3)                                                %4)
 170 680 855         99.34%        0.66%     0.05%    1 017 738   88.27%     11.73%         0.58%      36 072 000        100.00%      0.00%     0.00%    207 770 593        99.40%      0.60%       0.09%
      52.63%                                              3.23%                                           100.00%                                             53.02%


   Ordinary resolution number 3.2
   Appointment of SP Ngwenya as a member of the Social, Ethics and Sustainability Committee
               Listed Ordinary Shares                       Unlisted Ordinary “A” Shares                       Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
      Voted            For      Against    Abstain        Voted      For    Against       Abstain           Voted           For    Against   Abstain          Voted           For   Against     Abstain
    (Number            (%)          (%)       (%)1      (Number      (%)        (%)          (%)2     (Number and           (%)        (%)      (%)3    (Number and           (%)       (%)        (%)4
    and %1)                                             and %2)                                               %3)                                               %4)
170 735 855         99.34%        0.10%      0.03%    1 017 738   77.73%     22.27%         0.58%      36 072 000       100.00%      0.00%     0.00%    207 825 593        99.81%     0.19%       0.07%
     52.63%                                               3.23%                                           100.00%                                            53.03%


   Ordinary resolution number 3.3
   Appointment of BA Mngadi as a member of the Social, Ethics and Sustainability Committee
               Listed Ordinary Shares                       Unlisted Ordinary “A” Shares                       Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
      Voted               For      Against    Abstain        Voted      For    Against       Abstain           Voted           For    Against   Abstain          Voted           For     Against     Abstain
    (Number               (%)          (%)       (%)1      (Number      (%)        (%)          (%)2     (Number and           (%)        (%)      (%)3    (Number and           (%)         (%)        (%)4
    and %1)                                                and %2)                                               %3)                                               %4)
169 735 855            99.75%        0.25%       0.34%   1 111 899   89.27%     10.73%         0.28%      36 072 000       100.00%      0.00%     0.00%    206 919 754        99.73%       0.27%       0.30%
     52.34%                                                3.53%                                             100.00%                                            52.80%

   Ordinary resolution number 3.4
   Appointment of Dr B Mehlomakulu as a member of the Social, Ethics and Sustainability Committee
              Listed Ordinary Shares                     Unlisted Ordinary “A” Shares                    Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
      Voted             For      Against   Abstain        Voted        For    Against    Abstain           Voted           For    Against   Abstain          Voted          For    Against     Abstain
    (Number             (%)          (%)      (%)1      (Number        (%)        (%)       (%)2     (Number and           (%)        (%)      (%)3    (Number and          (%)        (%)        (%)4
    and %1)                                             and %2)                                              %3)                                               %4)
170 735 855          99.90%        0.10%     0.03%    1 050 713     84.90%     15.10%      0.47%      36 072 000       100.00%      0.00%     0.00%    207 858 568       99.84%      0.16%       0.06%
     52.64%                                               3.34%                                          100.00%                                            53.04%


   Ordinary resolution number 4
   Approval of the appointment of Ernst & Young Inc. as the independent auditors of the company with Farouk Ebrahim as the designated auditor
              Listed Ordinary Shares                     Unlisted Ordinary “A” Shares                    Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
      Voted          For       Against   Abstain        Voted       For    Against    Abstain           Voted           For     Against   Abstain          Voted           For    Against     Abstain
    (Number          (%)           (%)      (%)1      (Number       (%)        (%)       (%)2     (Number and           (%)         (%)      (%)3    (Number and           (%)        (%)        (%)4
    and %1)                                           and %2)                                             %3)                                                %4)
170 680 855       99.99%         0.01%     0.05%    1 123 580    95.76%      4.24%      0.24%      36 072 000       100.00%       0.00%     0.00%    207 876 435        99.97%      0.03%       0.06%
     52.63%                                             3.57%                                         100.00%                                             53.05%


   Ordinary resolution number 5
   Non-binding advisory vote on the Company’s remuneration policy
              Listed Ordinary Shares                     Unlisted Ordinary “A” Shares                    Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
      Voted          For      Against   Abstain        Voted      For    Against    Abstain            Voted           For     Against   Abstain          Voted           For    Against     Abstain
    (Number          (%)          (%)      (%)1      (Number      (%)        (%)       (%)2      (Number and           (%)         (%)      (%)3    (Number and           (%)        (%)        (%)4
    and %1)                                          and %2)                                             %3)                                                %4)
169 130 855       90.71%        9.29%     0.52%      969 406     100%      0.00%      0.73%       36 072 000       100.00%       0.00%     0.00%    206 172 261        92.38%      7.62%       0.49%
     52.15%                                            3.08%                                         100.00%                                             52.61%


   Ordinary resolution number 6
   Non-binding advisory vote on the Company’s remuneration implementation report
              Listed Ordinary Shares                     Unlisted Ordinary “A” Shares                    Unlisted Ordinary “B” Shares                     Combined All Classes of Shares
      Voted          For      Against   Abstain        Voted        For    Against    Abstain           Voted           For     Against   Abstain         Voted          For    Against     Abstain
    (Number          (%)          (%)      (%)1      (Number        (%)        (%)       (%)2     (Number and           (%)         (%)      (%)3   (Number and          (%)        (%)        (%)4
    and %1)                                          and %2)                                              %3)                                               %4)
169 130 855       90.71%        9.29%     0.52%      969 406       100%      0.00%      0.73%      36 072 000       100.00%       0.00%     0.00%   206 172 261       92.38%      7.62%       0.49%
     52.15%                                            3.08%                                          100.00%                                            52.61%

    Ordinary resolution number 7
    Authorisation to sign documents to give effect to resolutions
                Listed Ordinary Shares                       Unlisted Ordinary “A” Shares                       Unlisted Ordinary “B” Shares                      Combined All Classes of Shares
       Voted            For      Against    Abstain      Voted        For    Against       Abstain         Voted          For    Against   Abstain            Voted           For    Against    Abstain
     (Number            (%)          (%)       (%)1    (Number        (%)        (%)          (%)2   (Number and          (%)        (%)      (%)3      (Number and           (%)        (%)       (%)4
     and %1)                                           and %2)                                               %3)                                                %4)
 170 680 855         99.89%        0.11%      0.05%    937 807     98.75%      1.25%         0.83%    36 072 000      100.00%      0.00%    0.00%       207 690 662        99.91%      0.09%      0.11%
      52.63%                                             2.98%                                           100.00%                                             53.00%


    Special resolution number 1
    Approval of the non-executive directors’ remuneration
                Listed Ordinary Shares                       Unlisted Ordinary “A” Shares                       Unlisted Ordinary “B” Shares                      Combined All Classes of Shares
       Voted            For       Against   Abstain        Voted       For    Against       Abstain          Voted            For     Against   Abstain          Voted             For      Against    Abstain
     (Number            (%)           (%)      (%)1      (Number       (%)        (%)          (%)2    (Number and            (%)         (%)      (%)3        (Number             (%)          (%)       (%)4
     and %1)                                             and %2)                                               %3)                                             and %4)
 169 130 855         93.41%         6.59%     0.52%      874 062    79.85%     20.15%         1.03%     36 072 000        100.00%       0.00%     0.00%    206 076 917          94.51%        5.49%      0.52%
      52.15%                                               2.78%                                           100.00%                                              52.59%


    Special resolution number 2
    Provision of financial assistance to subsidiaries and other related and interrelated entities
               Listed Ordinary Shares                        Unlisted Ordinary “A” Shares                       Unlisted Ordinary “B” Shares                      Combined All Classes of Shares
      Voted             For        Against   Abstain        Voted         For    Against       Abstain          Voted             For    Against   Abstain          Voted          For     Against     Abstain
(Number and             (%)            (%)      (%)1      (Number         (%)        (%)          (%)2    (Number and             (%)        (%)      (%)3        (Number          (%)         (%)        (%)4
        %1)                                               and %2)                                                 %3)                                             and %4)
170 680 855          99.89%          0.11%     0.05%    1 085 500      73.26%     26.74%         0.36%     36 072 000         100.00%      0.00%     0.00%    207 838 355       99.77%       0.23%       0.07%
     52.63%                                                 3.45%                                             100.00%                                              53.04%


    Special resolution number 3
    General repurchase of shares
               Listed Ordinary Shares                        Unlisted Ordinary “A” Shares                       Unlisted Ordinary “B” Shares                      Combined All Classes of Shares
      Voted            For        Against   Abstain        Voted       For    Against       Abstain          Voted            For   Against   Abstain          Voted          For      Against    Abstain
(Number and            (%)            (%)      (%)1      (Number       (%)        (%)          (%)2    (Number and            (%)       (%)      (%)3        (Number          (%)          (%)       (%)4
        %1)                                              and %2)                                               %3)                                           and %4)
170 680 855         97.18%          2.82%     0.05%    1 123 580    96.78%      3.22%         0.24%     36 072 000        100.00%     0.00%     0.00%    207 876 435       97.67%        2.33%      0.06%
     52.63%                                                3.57%                                           100.00%                                            53.05%

Notes:
1. Expressed as a percentage of 324 318 436 Hulamin listed ordinary shares in issue as at the Voting Record Date.
2. Expressed as a percentage of 31 477 333 Hulamin unlisted ordinary “A” shares in issue as at the Voting Record Date.
3. Expressed as a percentage of 36 072 000 Hulamin unlisted ordinary “B” shares in issue as at the Voting Record Date.
4. Expressed as a percentage of 391 867 769 Hulamin total shares in issue (all classes combined) as at the Voting Record Date.


Pietermaritzburg
26 May 2023


Sponsor
Questco Corporate Advisory Proprietary Limited

Date: 26-05-2023 04:35:00
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