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Report on the Annual General Meeting proceedings
ASPEN PHARMACARE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa) (“Aspen Holdings”)
Registration number: 1985/002935/06
Share code: APN
ISIN: ZAE000066692
LEI: 635400ZYSN1IRD5QWQ94
and its subsidiaries (collectively “Aspen” or “the Group”)
REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS
Shareholders are advised that, at the Annual General Meeting (AGM”) of members held on Wednesday,
9 December 2020, a total of 351 392 591 or 76,98% of issued shares (456 451 541) were voted. All
ordinary and special resolutions were passed by the requisite majority votes, except for the non-binding
advisory votes relating to the endorsement of the remuneration policy and the implementation report. The
full voting statistics from this AGM are confirmed to be as follows:
1 Ordinary resolution number 1: Presentation and adoption of Annual Financial Statements
For Against Abstain Shares voted
349 680 982 334 111 1 377 498 350 015 093
99,90% 0,10% 0,30% 76,68%
2 Ordinary resolution number 2: Presentation and noting of the Social & Ethics Committee
Report
For Against Abstain Shares voted
349 973 766 39 559 1 379 266 350 013 325
99,99% 0,01% 0,30% 76,68%
3 Ordinary resolution number 3.1: Re-election of Linda de Beer retiring by rotation and available for
re-election
For Against Abstain Shares voted
344 848 807 5 997 369 546 415 350 846 176
98,29% 1,71% 0,12% 76,86%
4 Ordinary resolution number 3.2: Re-election of Chris Mortimer retiring by rotation and available
for re-election
For Against Abstain Shares voted
326 762 448 24 084 038 546 105 350 846 486
93,14% 6,86% 0,12% 76,86%
5 Ordinary resolution number 3.3: Re-election of David Redfern retiring by rotation and available for
re-election
For Against Abstain Shares voted
348 856 994 1 989 492 546 105 350 846 486
99,43% 0,57% 0,12% 76,86%
6 Ordinary resolution number 3.4: Re-election of Sindi Zilwa retiring by rotation and available for re-
election
For Against Abstain Shares voted
323 574 951 27 270 833 546 807 350 845 784
92,23% 7,77% 0,12% 76,86%
7 Ordinary resolution number 4: Appointment of Ernst & Young Inc. as independent external
auditors
For Against Abstain Shares voted
300 954 954 49 891 755 545 882 350 846 709
85,78% 14,22% 0,12% 76,86%
8 Ordinary resolution number 5.1: Election of Linda de Beer as a member of the Audit & Risk
Committee
For Against Abstain Shares voted
347 527 110 3 319 066 546 415 350 846 176
99,05% 0,95% 0,12% 76,86%
9 Ordinary resolution number 5.2: Election of Ben Kruger as a member of the Audit & Risk
Committee
For Against Abstain Shares voted
348 592 263 2 256 289 544 039 350 848 552
99,36% 0,64% 0,12% 76,86%
10 Ordinary resolution number 5.3: Election of Babalwa Ngonyama as a member of the Audit &
Risk Committee
For Against Abstain Shares voted
343 739 465 7 106 319 546 807 350 845 784
97,97% 2,03% 0,12% 76,86%
11 Ordinary resolution number 6: Unissued shares placed under the control of directors (5%)
For Against Abstain Shares voted
273 822 548 77 015 498 554 545 350 838 046
78,05% 21,95% 0,12% 76,86%
12 Ordinary resolution number 7: General but restricted authority for the directors to issue shares
for cash (5%)
For Against Abstain Shares voted
271 572 314 79 128 987 691 290 350 701 301
77,44% 22,56% 0,15% 76,83%
13 Ordinary resolution number 8: Authorisation for an Executive Director to sign necessary
documents
For Against Abstain Shares voted
349 530 402 1 316 665 545 524 350 847 067
99,62% 0,38% 0,12% 76,86%
14 Non-binding advisory vote number 1: Endorsement of the remuneration policy by way of a
non-binding advisory vote
For Against Abstain Shares voted
259 338 382 91 496 976 557 233 350 835 358
73,92% 26,08% 0,12% 76,86%
15 Non-binding advisory vote number 2: Remuneration implementation report
For Against Abstain Shares voted
209 549 400 141 146 864 696 327 350 696 264
59,75% 40,25% 0,15% 76,83%
16 Special resolution number 1.1a: Remuneration of non-executive directors – Chairman
For Against Abstain Shares voted
350 791 471 46 318 554 802 350 837 789
99,99% 0,01% 0,12% 76,86%
17 Special resolution number 1.1b: Remuneration of non-executive directors – Board Member
For Against Abstain Shares voted
350 790 769 47 102 554 720 350 837 871
99,99% 0,01% 0,12% 76,86%
18 Special resolution number 1.2a: Remuneration of non-executive directors – Audit & Risk
Committee Chairman
For Against Abstain Shares voted
350 790 654 46 433 555 504 350 837 087
99,99% 0,01% 0,12% 76,86%
19 Special resolution number 1.2b: Remuneration of non-executive directors – Audit & Risk
Committee Member
For Against Abstain Shares voted
350 790 769 47 187 554 635 350 837 956
99,99% 0,01% 0,12% 76,86%
20 Special resolution number 1.3a: Remuneration of non-executive directors – Remuneration &
Nomination Committee Chairman
For Against Abstain Shares voted
350 791 638 46 233 554 720 350 837 871
99,99% 0,01% 0,12% 76,86%
21 Special resolution number 1.3b: Remuneration of non-executive directors – Remuneration &
Nomination Committee Member
For Against Abstain Shares voted
350 790 936 46 935 554 720 350 837 871
99,99% 0,01% 0,12% 76,86%
22 Special resolution number 1.4a: Remuneration of non-executive directors – Social & Ethics
Committee Chairman
For Against Abstain Shares voted
350 793 765 44 204 554 622 350 837 969
99,99% 0,01% 0,12% 76,86%
23 Special resolution number 1.4b: Remuneration of non-executive directors – Social & Ethics
Committee Member
For Against Abstain Shares voted
350 793 765 44 906 553 920 350 838 671
99,99% 0,01% 0,12% 76,86%
24 Special resolution number 2: Financial assistance to related or inter-related company
For Against Abstain Shares voted
326 240 047 24 596 967 555 577 350 837 014
92,99% 7,01% 0,12% 76,86%
25 Special resolution number 3: General authority to repurchase shares
For Against Abstain Shares voted
344 890 322 5 802 690 699 579 350 693 012
98,35% 1,65% 0,15% 76,83%
In view of the dissenting votes received in respect of the non-binding advisory votes on the remuneration
policy and implementation report, the company invites shareholders who voted against these non-binding
advisory votes to either confirm that further engagement about these aspects is sought or to make written
submissions regarding their concerns on these aspects to the Company Secretary & Group Governance
Officer, Riaan Verster (rverster@aspenpharma.com), by close of business on Friday, 29 January 2021.
Meetings with these dissenting shareholders will be arranged, as appropriate, thereafter.
Durban
09 December 2020
Sponsor
Investec Bank Limited
Date: 09-12-2020 05:30:00
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