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STANDARD BANK GROUP LIMITED - Results of Annual General Meeting and retirement of Director

Release Date: 27/05/2021 17:25
Code(s): SBK     PDF:  
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Results of Annual General Meeting and retirement of Director

Standard Bank Group Limited
Registration No. 1969/017128/06
Incorporated in the Republic of South Africa
JSE and A2X share code: SBK
ISIN: ZAE000109815
NSX share code: SNB
(“Standard Bank Group” or “the Company”)

Results of Annual General Meeting and Retirement of Director

Standard Bank Group is pleased to advise its shareholders that all the
ordinary and special resolutions proposed in the Notice of annual general
meeting (“AGM”) and tabled at the Company’s AGM held at 09h00 today,
Thursday, 27 May 2021 were passed by the requisite majority of votes cast
by shareholders.

As a result of there being more than 25% of the votes exercised against
the non-binding advisory resolution 5.1, shareholders will be invited to
raise their concerns or recommendations on the Group’s remuneration
policy. Further details in this regard will be announced on SENS in due
course.

As at Friday, 21 May 2021, being the AGM record date (“Voting Record
Date”), the Standard Bank Group’s share capital was as follows:
  - the total number of ordinary shares of 10 cents each (“Ordinary
    Shares”) in issue was 1 619 941 184, (“Standard Bank Issued Ordinary
    Shares”); and
  - the total number of non-redeemable preference shares of 1 cent each
    (“Preference Shares”) in issue was 52 982 248, (“Standard Bank Issued
    Preference Shares”).

The issued Ordinary and Preference Shares eligible to vote by being present
in person (online) or by submitting proxies was as follows:

  - 1 335 551 439 Ordinary Shares, being 82,44% of issued Ordinary Shares
    (“Standard Bank Voteable Ordinary Shares”); and
  - 9 790 611 Preference Shares, being 18% of the issued Preference Shares
    (“Standard Bank Voteable Preference Shares”).

The voting details with respect to the proposed resolutions were as
follows:

1.    Ordinary Resolution – Re-election of directors


                                                                                         Ordinary
                                  Total Ordinary Shares voted                            Shares
                                                                                         abstained
Directors                                     Against
                               For (%)(1)                    Number            %(2)      %(2)
                                              (%)(1)
1.1 Paul Cook                           100             0    1 315 922 943     81,23     0,15
1.2 Thulani Gcabashe                  67,63        32,37     1 310 098 522     80,87     0,51
1.3 Xueqing Guan                      98,40          1,60    1 315 922 745     81,23     0,15
1.4 Kgomotso Moroka                   87,13        12,87     1 315 922 443     81,23     0,15
1.5 Atedo Peterside                   95,53          4,47    1 315 922 943     81,23     0,15
1.6 Myles Ruck                        86,93        13,07     1 315 937 233     81,23     0,15
1.7 Lubin Wang                        98,12          1,88    1 315 922 743     81,23     0,15



2.    Ordinary Resolution – Re-appointment of external auditors


                                                                                         Ordinary
                              Total Ordinary Shares voted                                Shares
                                                                                         abstained
                                           Against
                              For (%)(1)                    Number            %(2)       %(2)
                                           (%)(1)
2.1 KPMG Inc.                 70,46        29,54            1 315 927 648     81,23      0,15
2.2 PWC Inc.                  77,03        22,97            1 315 940 718     81,23      0,15



3.    Ordinary Resolution – Placing of authorised but unissued ordinary
      shares under the control of the directors


                                                                                       Ordinary
Total Ordinary Shares voted                                                            Shares
                                                                                       abstained
     For (%)(1)        Against (%)(1)          Number                  %(2)              %(2)
     90,21             9,79                    1 315 243 309           81,19             0,19

4. Ordinary Resolution – Placing of authorised but unissued non-redeemable
   preference shares under the control of the directors


                                                                                   Ordinary
 Total Ordinary Shares voted                                                       Shares
                                                                                   abstained
      For (%)(1)         Against (%)(1)         Number              %(2)             %(2)
      98,52              1,48                   1 313 139 727       81,06            0,32



 5.    Ordinary Resolution – Non-binding advisory vote on remuneration
       policy and implementation report

                                                                                     Ordinary
                                Total Ordinary Shares voted                          Shares
                                                                                     abstained
                                             Against
                                For (%)(1)               Number             %(2)     %(2)
                                             (%)(1)
 5.1    Standard Bank
        Group’s
                                  68,05        31,95       1 310 040 990    80,87       0,51
        remuneration
        policy


 5.2    Standard Bank
        Group’s
        implementation            79,38        20,62       1 310 040 343    80,87       0,51
        report


6. Special Resolution – General authority to acquire the Company’s ordinary
   shares


                                                                                   Ordinary
 Total Ordinary Shares voted                                                       Shares
                                                                                   abstained
      For (%)(1)         Against (%)(1)         Number              %(2)             %(2)
      99.22              0.78                   1 315 939 177       81.23            0,15

7.     Special Resolution – General authority to acquire the Company’s
       preference shares


                                                              Ordinary
  Total Ordinary Shares voted                                 Shares
                                                              abstained
      For (%)(1)    Against (%)(1)   Number          %(2)       %(2)
  99,22             0,78             1 312 487 160   81, 02     0,36
                                                              Preference
  Total Preference Shares voted                               Shares
                                                              abstained
      For (%)(3)    Against (%)(3)   Number          %(4)       %(4)
      99,87         0,13             9 665 677       18,24      0,24


 In regard to resolution 7 (special resolution), the holders of Preference
 Shares were entitled to vote.



 8. Special Resolution – Loans or other financial assistance to related
    or inter-related companies


                                                              Ordinary
  Total Ordinary Shares voted                                 Shares
                                                              abstained
      For (%)(1)    Against (%)(1)   Number          %(2)       %(2)
      98,18         1,82             1 315 923 119   81,23      0,15

(1)    Expressed as a percentage of Standard Bank’s voteable Ordinary Shares
       for the resolution.
(2)    Expressed as a percentage of 1 619 941 184 Standard Bank Issued
       Ordinary Shares.
(3)    Expressed as a percentage of Standard Bank’s voteable Preference
       Shares for the resolution.
(4)    Expressed as a percentage of 52 982 248 Standard Bank Issued
       Preference Shares.

RETIREMENT OF A DIRECTOR

In compliance with paragraph 3.59 of the Listings Requirements of the JSE
Limited, Standard Bank Group announces that, having reached retirement
age, André Parker retired as an independent non-executive director at the
close of the company’s Annual General Meeting held today, Thursday, 27 May
2021. The board extends its sincere appreciation to André Parker for his
invaluable contribution to the group.


Johannesburg
27 May 2021


Lead sponsor
The Standard Bank of South Africa Limited


Independent Sponsor
JP Morgan Equities South Africa Proprietary Limited


Namibian sponsor
Simonis Storm Securities (Proprietary) Limited

Date: 27-05-2021 05:25:00
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