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Mondi Limited and Mondi plc - Annual General Meetings
Mondi Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1967/013038/06)
JSE share code: MND ISIN: ZAE000156550
Mondi plc
(Incorporated in England and Wales)
(Registered number: 6209386)
JSE share code: MNP ISIN: GB00B1CRLC47
LSE share code: MNDI
15 May 2014
Annual General Meetings – Mondi Limited and Mondi plc
As part of the dual listed company structure, Mondi Limited and Mondi plc notify both the JSE Limited and the London Stock
Exchange of matters required to be disclosed under the Listings Requirements of the JSE Limited and/or the Disclosure and
Transparency and Listing Rules of the United Kingdom Listing Authority.
The Annual General Meetings of Mondi Limited and Mondi plc were both held on 14 May 2014. As required by the dual listed
company structure, all resolutions were treated as Joint Electorate Actions and were decided on a poll. All resolutions at both
meetings were passed. The voting results of the Joint Electorate Actions are identical and are given below. Overall in excess
of 74% of the total Group shares were voted.
We note that the percentages of votes in favour of resolutions 20, 21, 22, 30 and 31 were particularly low compared to the
other resolutions. These resolutions relate mainly to the authority to be given to directors to allot shares. We are aware that
South African shareholders have particular concerns about these types of resolution which we understand are not specific to
Mondi and they routinely vote against such resolutions as a matter of policy.
Resolution Votes % Votes % Votes Votes
For Against Total Withheld
Common Business:
Mondi Limited and Mondi
plc
1. To elect Fred Phaswana 347,312,738 96.52 12,534,428 3.48 359,847,166 806,251
as a director
2. To re-elect Stephen 358,136,602 99.52 1,709,874 0.48 359,846,476 806,941
Harris as a director
3. To re-elect David Hathorn 357,981,816 99.48 1,865,250 0.52 359,847,066 806,351
as a director
4. To re-elect Andrew King 359,050,532 99.78 796,534 0.22 359,847,066 806,351
as a director
5. To re-elect Imogen 359,267,562 99.84 579,479 0.16 359,847,041 806,376
Mkhize as a director
6. To re-elect John Nicholas 358,186,429 99.54 1,659,922 0.46 359,846,351 807,066
as a director
7. To re-elect Peter Oswald 357,983,350 99.48 1,863,716 0.52 359,847,066 806,351
as a director
8. To re-elect Anne Quinn 358,199,418 99.54 1,647,748 0.46 359,847,166 806,251
as a director
9. To re-elect David 357,489,220 99.34 2,357,946 0.66 359,847,166 806,251
Williams as a director
10. To elect Stephen Harris 359,142,319 99.80 704,176 0.20 359,846,495 806,922
as a member of the DLC
audit committee
11. To elect John Nicholas 359,205,646 99.82 640,724 0.18 359,846,370 807,047
as a member of the DLC
audit committee
12. To elect Anne Quinn as 359,204,522 99.82 641,317 0.18 359,845,839 807,578
a member of the DLC audit
committee
Mondi Limited Business
13. To receive the audited 358,883,411 100.00 96 0.00 358,883,507 1,769,910
financial statements
14. To endorse the 352,496,750 98.23 6,360,763 1.77 358,857,513 1,675,904
remuneration policy
15. To authorise a 2.6% 359,812,868 99.99 37,287 0.01 359,850,155 803,262
increase in non-executive
director fees*
16. To declare a final 359,853,958 100.00 0 0.00 359,853,958 799,459
dividend
17. To reappoint the 352,210,457 99.72 995,118 0.28 353,205,575 7,447,842
auditors
18. To authorise the DLC 358,876,735 99.73 975,910 0.27 359,852,645 800,772
audit committee to
determine the auditors’
remuneration
19. To authorise the 358,628,480 99.97 118,183 0.03 358,746,663 1,906,754
directors to provide direct or
indirect financial assistance*
20. To place 5% of the 281,748,180 78.42 77,519,243 21.58 359,267,423 1,265,994
issued ordinary shares of
Mondi Limited under the
control of the directors of
Mondi Limited
21. To place 5% of the 272,604,357 75.85 86,790,266 24.15 359,394,623 1,258,794
issued special converting
shares of Mondi Limited
under the control of the
directors of Mondi Limited
22. To authorise the 287,577,022 80.06 71,617,512 19.94 359,194,534 1,338,883
directors to allot and issue
ordinary shares of Mondi
Limited for cash‡
23. To authorise Mondi 357,705,247 99.70 1,072,176 0.30 358,777,423 1,875,994
Limited to purchase its own
shares*
Mondi plc Business
24. To receive the report 358,873,535 100.00 53 0.00 358,873,588 1,779,829
and accounts
25. To approve the 352,090,246 98.12 6,743,571 1.88 358,833,817 1,699,600
remuneration policy
26. To approve the 355,192,251 98.95 3,760,684 1.05 358,952,935 1,700,482
remuneration report, other
than the policy
27. To declare a final 359,849,646 100.00 935 0.00 359,850,581 802,836
dividend
28. To reappoint the 352,214,045 99.72 995,789 0.28 353,209,834 7,443,583
auditors
29. To authorise the DLC 358,832,002 99.72 1,020,643 0.28 359,852,645 800,772
audit committee to
determine the auditors’
remuneration
30. To authorise the 278,412,690 77.52 80,747,586 22.48 359,160,276 1,493,141
directors to allot relevant
securities
31. To authorise the 278,952,195 79.17 73,386,187 20.83 352,338,382 8,315,035
directors to disapply pre-
emption rights*
32. To authorise Mondi plc 358,943,003 99.75 909,326 0.25 359,852,329 801,088
to purchase its own shares*
* Special Resolutions
‡ 75% votes in favour required pursuant to the Listings Requirements of the JSE Limited.
Philip Laubscher Carol Hunt
Company Secretary Company Secretary
Mondi Limited Mondi plc
Sponsor in South Africa: UBS South Africa (Pty) Ltd
Date: 15/05/2014 12:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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