WINHOLD LIMITED - Results of Annual General Meeting

Results of Annual General Meeting

WINHOLD LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1945/019679/06)

Share Code: WNH                ISIN: ZAE000033916

(“the company”)


RESULTS OF ANNUAL GENERAL MEETING (“AGM”)


Shareholders are advised that all the resolutions contained in the notice convening the AGM were
approved by the requisite majorities of shareholders present in person or represented by proxy at
the AGM of the company held on 26 February 2015.


Details of the resolutions and the voting are contained in the table below.


Resolution proposed                         Total number     Votes       in   Votes      Abstentions:
                                            of votes cast:   favour: %        against:   % of issued
                                            number (% of                      %          share capital
                                            issued share
                                            capital)
Ordinary resolution number 1:
1.1 To re-elect Ms. NP Mnxasana as          Withdrawn        NA               NA         NA
    a director of the company
1.2 To re-elect Ms. R Naidoo as a           97 870 725       100%             0          0
    director of the company                 (78,16%)
Ordinary resolution number 2:
2.1 To re-elect Ms. NP Mnxasana as a        Withdrawn        NA               NA         NA
    member of the audit and risk
    committee
2.2 To re-elect Ms. R Naidoo as a           97 870 725       100%             0          0
    member of the audit and risk            (78,16%)
    committee
2.3 To re-elect Mr. PC Nash as a            97 870 725       100%             0          0
    member of the audit and risk            (78,16%)
    committee
Ordinary resolution number 3: to re-
appoint BDO South Africa Inc. as
independent auditors and Mr. S Shaw
as the designated audit partner to the
company and to approve the auditors’
remuneration until the conclusion of        97 528 315       100%             0       0.27%
the tender process to appoint new           (77,88%)
auditors during the year
Ordinary resolution number 4: to            97 870 725       100%             0           0
approve the remuneration policy of          (78,16%)
the company
Ordinary resolution number 5: to place      97 870 725     90,48%          9.51%          0
the authorised but unissued share           (78,16%)
capital of the company under the
control of the directors
Ordinary resolution number 6: to
authorise a director or the company         97 870 725       100%              0          0
secretary to do all such things and         (78,16%)
sign all such documents to implement
resolutions set out in the notice to this
general meeting


Special resolution number 1:    to
approve the remuneration scheme for         88 903 673        100%             0      7.10%
non-executive directors from 1 March        (71,00%)
2015 until the next annual general
meeting
Special resolution number 2:    to
authorise the directors to provide          97 870 725        100%             0         0
financial assistance to related and         (78,16%)
inter-related parties to the company
Special resolution number 3:    to
authorise the directors to provide          97 870 725        100%             0         0
financial assistance for the                (78,16%)
subscription for or purchase of
securities by related and inter-related
parties to the company


By order of the board.

Germiston
27 February 2015

Sponsor
Arbor Capital Sponsors Proprietary Limited

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