Sharenet Sites 
Sharenet Sites
Cautionary announcement and the results of Annual General Meeting
Barloworld Limited
Incorporated in the Republic of South Africa)
(Registration number 1918/000095/06)
(Income Tax Registration number 9000/051/71/5)
(JSE Share code: BAW)
(Ordinary share ISIN: ZAE000026639)
(Preference share code: BAWP)
(Preference share ISIN: ZAE000026647)
(Namibian Stock Exchange share code: BWL)
(“Barloworld” or “the Company”)
CAUTIONARY ANNOUNCEMENT AND THE RESULTS OF ANNUAL GENERAL
MEETING
CAUTIONARY ANNOUNCEMENT
In line with the company’s strategy, the group continues to
review opportunities to ensure the optimal deployment of capital
into value creating businesses.
Barloworld shareholders are advised that the company has entered
into discussions on a potential acquisition adjacent to its
automotive businesses which, if successfully concluded, may have
a material effect on the company’s securities.
Should the company successfully conclude negotiations and decide
to proceed the acquisition, it will be funded utilising
available debt facilities.
Accordingly, Barloworld shareholders are advised to exercise
caution when dealing in the company’s securities until a further
announcement is made.
THE RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that, at the hundredth and first Annual
General Meeting of Barloworld Limited held on Wednesday, 31
January 2018, the ordinary and special resolutions, as set out
in the notice of annual general meeting made available on the
company’s website on 22 December 2017 and posted to members on
20 December 2017 were passed, on a poll, by the requisite
majority.
Details of the results of the voting are as follows:
Total issued share capital: 212,692,583
Total number of shares present /
represented at the annual general meeting: 161 878 673
being 76.11% of the total votable shares
Shares voted Shares
Shares voted Shares voted for
against abstained
Ordinary resolution 1: Number 160 542 854 160 528 833 14 021 1 335 819
Acceptance of financial
statements Percentage 75.48% 99.99% 0.01% 0.63%
Ordinary resolution 2:Re-election Number 161 503 514 151 456 908 10 046 606 351 849
of Mr SS Ntsaluba
Percentage 75.93% 93.78% 6.22% 0.17%
Ordinary resolution 3: Re- Number 161 726 824 161 673 155 53 669 151 849
election of Mr DM Sewela
Percentage 76.04% 99.97% 0.03% 0.07%
Ordinary resolution 4: Re- Number 161 707 294 161 573 019 134 275 151 849
election of Ms FNO Edozien
Percentage 76.03% 99.92% 0.08% 0.07%
Ordinary resolution 5: Election of Number 161 504 505 143 113 182 18 391 323 351 849
Ms HH Hickey
Percentage 75.93% 88.61% 11.30% 0.17%
Ordinary resolution 6: Election of Number 161 726 824 159 559 574 2 167 250 151 849
Mr MD Lynch-Bell
Percentage 76.04% 98.66% 1.34% 0.07%
Ordinary resolution 7: Election of Number 161 726 824 159 552 464 2 174 360 151 849
Ms NP Mnxasana
Percentage 76.04% 98.66% 1.34% 0.07%
Ordinary resolution 8: Election of Number 161 726 824 161 725 923 901 151 849
Mr P Schmid
Percentage 76.04% 100.00% 0.00% 0.07%
Ordinary resolution 9: Re-
election of Mr SS Ntsaluba as a Number 161 526 824 157 630 303 3 896 521 351 849
member and chair of the audit
committee Percentage 75.94% 97.59% 2.41% 0.17%
Ordinary resolution 10: Re- Number 161 445 960 161 311 685 134 275 432 713
election of Ms FNO Edozien as a
member of the audit committee
Percentage 75.91% 99.92% 0.08% 0.20%
Ordinary resolution 11: Election Number 161 245 960 149 793 261 11 452 699 632 713
of Ms HH Hickey as a member of
the audit committee
Percentage 75.81% 92.90% 7.10% 0.30%
Ordinary resolution 12: Election Number 161 445 960 161 443 359 2 601 432 713
of Mr MD Lynch-Bell as a
member of the audit committee
Percentage 75.91% 100.00% 0.00% 0.20%
Ordinary resolution 13: Election Number 161 445 960 161 444 229 1 731 432 713
of MS NP Mnxasana as a member
of the audit committee Percentage 75.91% 100.00% 0.00% 0.20%
Ordinary resolution 14: Number 161 726 926 134 043 496 27 683 430 151 747
Appointment of external auditor Percentage 76.04% 82.88% 17.12% 0.07%
Ordinary resolution 15: Non- Number 161 722 356 152 738 950 8 983 406 156 317
binding advisory vote on
remuneration policy Percentage 76.04% 94.45% 5.55% 0.07%
Special resolution 1: Approval of Number 161 331 732 161 276 443 55 289 435 611
non-executive directors' fees: 1.1
Percentage 75.85% 99.97% 0.03% 0.20%
Chairman of the board
Special resolution 1: Approval of Number 161 412 052 161 189 075 222 977 435 611
non-executive directors' fees: 1.2
Percentage 75.89% 99.86% 0.14% 0.20%
Resident non-executive directors
Special resolution 1: Approval of Number 161 705 146 161 482 169 222 977 154 747
non-executive directors' fees: 1.3
Non-resident non-executive Percentage 76.03% 99.86% 0.14% 0.07%
directors
Special resolution 1: Approval of
Number 161 723 926 159 949 135 1 774 791 154 747
non-executive directors' fees: 1.4
Resident chairman of the audit
Percentage 76.04% 98.90% 1.10% 0.07%
committee
Special resolution 1: Approval of
Number 161 723 926 157 896 155 3 827 771 154 747
non-executive directors' fees:1.5
Resident members of the audit
Percentage 76.04% 97.63% 2.37% 0.07%
committee
Special resolution 1: Approval of
Number 161 685 616 161 643 423 42 193 174 277
non-executive directors' fees: 1.6
Non-resident members of the
Percentage 76.02% 99.97% 0.03% 0.08%
audit committee
Special resolution 1: Approval of
non-executive directors' fees: 1.7 Number 161 723 926 161 671 143 52 783 154 747
Resident chairman of the
remuneration committee Percentage 76.04% 99.97% 0.03% 0.07%
Special resolution 1: Approval of
non-executive directors' fees:1.8 Number 161 723 926 155 384 261 6 339 665 154 747
Resident chairman of the social,
ethics and transformation Percentage 76.04% 96.08% 3.92% 0.07%
committee
Special resolution 1: Approval of Number 161 723 926 155 384 261 6 339 665 154 747
non-executive directors' fees: 1.9
Resident chairman of the risk and Percentage 76.04% 96.08% 3.92% 0.07%
sustainability committee
Special resolution 1: Approval of
non-executive directors' fees: Number 161 726 926 161 684 733 42 193 151 747
1.10 Resident chairman of the
qeneral purposes committee Percentage 76.04% 99.97% 0.03% 0.07%
Special resolution 1: Approval of
non-executive directors' fees: Number 161 723 926 161 646 175 77 751 154 747
1.11 Resident chairman of the
nomination committee Percentage 76.04% 99.95% 0.05% 0.07%
Special resolution 1: Approval of
non-executive directors' fees: Number 161 684 616 161 642 423 42 193 154 747
1.12 Resident members of each
of the board committees other Percentage 76.02% 99.97% 0.03% 0.07%
than the audit committee
Special resolution 1: Approval of
non-executive directors' fees: Number 161 686 496 161 597 905 88 591 154 747
1.13 Non-resident members of
each of the board committees Percentage 76.02% 99.95% 0.05% 0.07%
other than the audit committee
Special resolution 2: Approval of
Number 161 695 564 156 868 100 4 827 464 152 099
loans or other financial
assistance to related or inter-
related companies and Percentage 76.02% 97.01% 2.99% 0.07%
corporations
Special resolution 3: General Number 161 690 229 161 026 862 663 367 160 890
authority to acquire the
company's own shares Percentage 76.02% 99.59% 0.41% 0.08%
Sandton
31 January 2018
Sponsor: J.P. Morgan Equities South Africa Proprietary Limited
Date: 31/01/2018 04:12:00 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.
