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Results Of The Annual General Meeting
Karooooo Ltd.
(a public company incorporated and registered in the Republic of Singapore)
(Unique Entity Number: 201817157Z)
JSE share code: KRO NASDAQ share code: KARO
ISIN: SGXZ19450089
("Karooooo" or "Company")
RESULTS OF THE ANNUAL GENERAL MEETING OF KAROOOOO LTD. HELD ON JULY 25, 2025 (the "AGM")
There were 30,893,300 ordinary shares in issue as at the date of the AGM. In accordance with the
constitution of the Company, two members present or represented at the AGM, constitutes a quorum. We
confirm that a quorum was present at the AGM.
Shareholders voted on all the resolutions relating to the ordinary business and all the resolutions relating to the
special business as set out in the notice of the AGM, dated June 27, 2025. All resolutions were duly passed.
Each ordinary share carries one vote. Details of all votes validly cast at the AGM are set out below:
Resolution number and details For (1) Against(1) Abstentions(1) Shares
Routine Business Number of shares Number of shares Number of shares Voted %(2)
% % %
1. To receive and adopt the 21,595,994 911 7,103
Directors' Statement, the
Auditors' Report and the Audited 99.97 0.00 0.03 69.91
Financial Statements of the
Company for the financial year
ended February 28, 2025.
2.1To re-appoint Mrs SK Lim, who 21,597,142 5,520 1,346
retires pursuant to Regulation 89
of the Constitution of the 99.96 0.03 0.01 69.91
Company, as a Director of the
Company.
3. To approve the remuneration of 21,560,730 37,647 5,631
Non-executive Directors of the
Company from time to time 99.8 0.17 0.03 69.79
during the year ending February
28, 2026 in accordance with the
following annual fee rates as may
be relevant to each Non-
executive Director: (i)
Chairman's/Lead Independent
Directors' fee of SGD62,500; (ii)
Director's fee of SGD42,000; (iii)
Audit Committee Chairman's fee
of SGD31,000; (iv) Compensation
Committee Chairman's fee of
SGD17,000; (v) Audit Committee
member's fee of SGD20,500; and
(vi) Compensation Committee
member's fee of SGD11,500.
4. To re-appoint Deloitte & Touche 21,600,558 1,975 1,475
LLP (located in Singapore) and
Deloitte & Touche (located in 99.98 0.01 0.01 69.92
South Africa) as the auditors of
the Company for the financial
year ending February 28, 2026
and to empower the Directors to
fix the auditors' remuneration in
their absolute discretion.
Special business
5. To authorize the Directors to 21,469,406 131,888 2,741
purchase or otherwise acquire
issued ordinary shares in the 99.38 0.61 0.01 69.49
capital of the Company.
6. To authorize the Directors to 20,596,526 1,004,755 2,727
issue and allot shares.
95.34 4.65 0.01 66.67
Notes:
(1) The calculation of the percentage of votes cast in favour of, or against, the resolution includes abstained
votes.
(2) Shares Voted is calculated as all the votes cast for, against, or abstained as applicable, divided by
the total eligible votes.
Johannesburg
Friday, 25 July 2025
Sponsor
Merrill Lynch South Africa Proprietary Limited
t/a BofA Securities
Date: 25-07-2025 05:16:00
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