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ARB HOLDINGS LIMITED - Results of annual general meeting

Release Date: 23/10/2014 07:30
Code(s): ARH     PDF:  
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Results of annual general meeting

ARB HOLDINGS LIMITED
Share code: ARH      ISIN: ZAE000109435
Registration number: 1986/002975/06)
(“the company”)

RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that, at the annual general meeting held
on Wednesday, 22 October 2014, all the proposed ordinary and
special resolutions were passed by the requisite majority of
shareholders present and voting, in person or by proxy.

Details of the results of voting at the annual general meeting
are as follows:
- total number of issued ordinary shares: 235 000 000
- Total number of issued ordinary shares net of treasury shares
(“Total Votable Ordinary Shares”): 235 000 000
-   total   number   of  issued   ordinary   shares   which were
present/represented at the annual general meeting: 154 772 815
being 65,86% of the Total Votable Ordinary Shares.

Ordinary Resolutions
Ordinary resolution 1: Presentation of annual financial statements
For (1)         Against (1)         Abstentions (2)   Shares voted (3)
154 277 473,    0, being 0%         495 342 being     154 277 473,
being 100.00%                       0,2%              being 65,65%

Ordinary resolution 2: General authority to issue shares for cash
For (1)         Against (1)         Abstentions (2)   Shares voted(3)
136 388 402,    17 889 071,         495 342 being     154 277 473,
being 88,40%    being 11,60%        0,2%              being 65,65%

Ordinary resolution 3: Placing unissued shares under the control
of the Directors
For (1)         Against (1)         Abstentions (2)   Shares voted (3)
136 060 413,    18 217 060,         495 342 being     154 277 473,
being 88.19%    being 11,81%        0,2%              being 65,65%

Ordinary resolution 4: Re-election of retiring Director, Gerrit
(“Boel”) Pretorius
For (1)         Against (1)         Abstentions (2)   Shares voted (3)
154 277 473,    0, being 0%         495 342, being    154 277 473,
being 100.00%                       0,2%              being 65,65%

Ordinary resolution 5: Re-election of retiring Director, Jacob
Modise
For (1)         Against (1)         Abstentions (2)   Shares voted (3)
154 277 473,    0, being 0%         495 342 being     154 277 473,
being 100.00%                       0,2%              being 65,65%
Ordinary resolution 6: Election of Audit Committee members
For (1)         Against (1)        Abstentions (2)   Shares voted (3)
154 277 473,    0, being 0%        495 342 being     154 277 473,
being 100.00%                      0,2%              being 65,65%

Ordinary resolution 7: Reappointment of auditors and fixing of
remuneration
For (1)         Against (1)        Abstentions (2)   Shares voted (3)
154 277 473,    0, being 0%        495 342 being     154 277 473,
being 100.00%                      0,2%              being 65,65%

Ordinary resolution 8: Signature of documents
For (1)         Against (1)        Abstentions (2)   Shares voted (3)
154 277 473,    0, being 0%        495 342 being     154 277 473,
being 100.00%                      0,2%              being 65,65%

Ordinary resolution 9: Endorsement of ARB remuneration policy
(non-binding advisory vote)
For (1)         Against (1)        Abstentions (2)   Shares voted (3)
153 112 711,    1 164 762, being   495 342 being     154 277 473,
being 99.25     0,75%              0,2%              being 65,65%

Special resolutions
Special resolution 1: General authority to repurchase Company
shares
For (1)         Against (1)        Abstentions (2)   Shares voted (3)
147 506 227],   6 771 246, being   495 342 being     154 277 473,
being 95,61%    4,39%              0,2%              being 65,65%

Special resolution 2: Non-Executive Directors’ remuneration for
the year ending 30 June 2015
For (1)         Against (1)        Abstentions (2)   Shares voted (3)
148 670 989,    5 606 484, being   495 342 being     154 277 473,
being 96,37%    3,63%              0,2%              being 65,65%

Special resolution 3: Financial assistance for subscription of
securities
For (1)         Against (1)        Abstentions (2)   Shares voted (3)
147 506 227,    6 771 246, being   495 342 being     154 277 473,
being 95,61%    4,39%              0,2%              being 65,65%

Special resolution 4: Financial assistance to related or inter-
related companies and corporations
For (1)         Against (1)        Abstentions (2)   Shares voted (3)
153 112 711,    1 164 762, being   495 342 being     154 277 473,
being 99,25%    0,75%              0,2%              being 65,65%
Notes:
(1) The votes carried for and against each individual resolution
are disclosed as a percentage in relation to the total number of
ordinary shares voted (whether in person or by proxy) in respect
of such individual resolution at the annual general meeting.
(2)The total number of ordinary shares abstained in respect of
each individual resolution (whether in person or by proxy) is
disclosed as a percentage in relation to the Total Votable
Ordinary Shares.
(3) The total number of ordinary shares voted (whether in person
or by proxy) at the annual general meeting in respect of each
individual resolution is disclosed as a percentage in relation
to the Total Votable Ordinary Shares.

The special resolutions will be filed with the      Companies   and
Intellectual Property Commission in due course.

Durban
23 October 2014

Sponsor
Grindrod Bank Limited

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