ASCENDIS HEALTH LIMITED - Results of the Annual General Meeting and change to the Board of Directors

Results of the Annual General Meeting and change to the Board of Directors

Ascendis Health Limited
(Registration number 2008/005856/06)
(Incorporated in the Republic of South Africa)
Share code: ASC
ISIN: ZAE000185005
(“Ascendis Health” or “the Company”)



RESULTS OF THE ANNUAL GENERAL MEETING AND CHANGE TO THE BOARD OF DIRECTORS


Results of the AGM

Shareholders are hereby advised that the annual general meeting of the Company was held at
10:00 today, 30 November 2022, via electronic communication (“AGM”).

Shareholders are further advised that at the AGM all of the resolutions were passed by the
requisite majorities of the Company’s shareholders, save for Ordinary resolution number 2,
Special resolution number 2 and Special resolution number 3, which were not passed by the
requisite majorities of the Company’s shareholders.

Details of the results of the voting at the AGM are as follows:

Resolutions            Shares             Shares         Votes for    Votes        Shares
proposed at the AGM    voted at           voted (%) 1    resolution   against      abstained
                       General                           (%) 2        resolution   (%)1
                       Meeting                                        (%) 2
                       (number)

Ordinary resolution     379 846 004       60.84%         77.20%       22.80%        0.33%
number 1: Re-
appointment of
auditors

Ordinary resolution     316 881 217       50.75%         20.16%       79.84%        10.42%
number 2: Re-election
of retiring non-
executive director,
Harry Smit

Ordinary resolution     379 446 004       60.77%         80.01%       19.99%        0.40%
number 3: Re-election
of retiring non-
executive director,
Karsten Wellner

Ordinary resolution     379 416 004       60.77%         99.66%       0.34%         0.40%
number 4.1:
Appointment of Bharti
Harie as a member of
the audit and risk
committee

Ordinary resolution     379 416 004       60.77%         99.69%       0.31%         0.40%
number 4.2:
Appointment of
Amaresh Chetty as a
member of the audit
and risk committee

Ordinary resolution     335 358 356       53.71%         55.16%       44.84%        7.46%
number 4.3:
Appointment of
Lawrence Mulaudazi
as a member of the
audit and risk
committee

Ordinary resolution     379 446 004       60.77%         80.03%       19.97%        0.40%
number 4.4:
Appointment of
Karsten Wellner as a
member of the audit
and risk committee

Ordinary resolution     380 102 025       60.88%         79.55%       20.45%        0.29%
number 5: General but
restricted authority
to place unissued
shares under the
control of director,
limited to 10%

Ordinary resolution     318 085 233       50.94%         95.77%        4.23%        10.22%
number 6:
Endorsement of
Ascendis Health
Remuneration Policy

Ordinary resolution     318 085 233       50.94%         96.25%        3.75%        10.22%
number 7:
Endorsement of
Ascendis Health
Remuneration
Implementation Report

Special resolution      318 617 077       51.03%         97.55%        2.45%        10.14%
number 1: Approval of
non-executive
directors’ remuneration
for FY23

Special resolution      379 975 880       60.86%         65.33%        34.67%       0.31%
number 2: Approval of
financial assistance in
terms of section 44 of
the Act

Special resolution      379 975 880       60.86%         65.33%        34.67%       0.31%
number 3: Approval of
financial assistance in
terms of section 45 of
the Act

Additional ordinary     379 732 763       60.82%         83.58%        16.42%       0.35%
resolution number 8:
Change to Board of
Directors, appointment
of Theunis de Bruyn

Note:
1. As a percentage of the total number of shares in issue as at the date of the AGM (excluding
   treasury shares).
2. As a percentage of the total number of shares voted at the AGM.
3. The total number of shares in issue as at the date of the AGM was 632,469,959 ordinary
   shares of which 8,091,150 were treasury shares. Accordingly, the total votable shares were
   624,378,809 ordinary shares.
4. No resolutions were added or amended at the AGM.

Change to Board of Directors

In accordance with paragraph 3.59 of the Listings Requirements of the JSE Limited, shareholders
are hereby advised the Mr. Harry Smit is no longer an independent non-executive director of the
Company or the chairman of the board of directors of the Company (“Board”), with effect from
today, 30 November 2022.

The Board thanks Mr. Harry Smit for his contributions to Ascendis Health during his tenure of
service and wishes him well in his future endeavours.

30 November 2022
Johannesburg

Sponsor

Valeo Capital (Pty) Limited

Date: 30-11-2022 05:15:00
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