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THE BIDVEST GROUP LIMITED - Results of AGM

Release Date: 24/11/2014 16:30
Code(s): BVT     PDF:  
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Results of AGM

THE BIDVEST GROUP LIMITED
(“Bidvest” or “The Group”)
(Incorporated in the Republic of South Africa)
(Registration number 1946/021180/06)
JSE Share code: BVT
ISIN: ZAE000117321

REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS

Bidvest shareholders are advised that at the Annual General Meeting of members held on Monday, November
24 2014, all the ordinary and special resolutions as proposed in the Notice of the Annual General Meeting
were approved by the requisite majority of members. In this regard, Bidvest confirms the voting statistics from
the AGM as follows:


1       Ordinary resolution number 1: To re-appoint the external auditors

                 For                       Against                    Abstain                  Shares voted
               234,749,274                       513,734                 1,010,981                235,263,008
             99.78163%                    0.21837%                                              100.00000%



2       Ordinary resolution number 2.1: Re-election of directors – NT Mandisa

                 For                       Against                    Abstain                  Shares voted
               233,781,002                       634,910                 1,858,077                234,415,912
             99.72915%                    0.27085%                                              100.00000%



3       Ordinary resolution number 2.2: Re-election of directors – FN Mantashe

                 For                       Against                    Abstain                  Shares voted
               234,402,732                        13,180                 1,858,077                234,415,912
             99.99438%                    0.00562%                                              100.00000%



4       Ordinary resolution number 2.3: Re-election of directors – S Masinga

                 For                       Against                    Abstain                  Shares voted
               234,402,732                        13,180                 1,858,077                234,415,912
             99.99438%                    0.00562%                                              100.00000%


5       Ordinary resolution number 2.4: Directors retiring by rotation and available for re-election – DDB
        Band

                 For                       Against                    Abstain                  Shares voted
               233,384,680                   1,031,232                   1,858,077                234,415,912
             99.56008%                    0.43992%                                              100.00000%


6    Ordinary resolution number 2.5: Directors retiring by rotation and available for re-election – DE
     Cleasby

             For                       Against                      Abstain                  Shares voted
           233,312,234                    1,103,678                   1,858,077                 234,415,912
         99.52918%                    0.47082%                                                100.00000%


7    Ordinary resolution number 2.6: Directors retiring by rotation and available for re-election – AW
     Dawe

             For                       Against                      Abstain                  Shares voted
           234,371,512                       44,400                   1,858,077                 234,415,912
         99.98106%                    0.01894%                                                100.00000%



8    Ordinary resolution number 2.7: Directors retiring by rotation and available for re-election – D Mason

             For                       Against                      Abstain                  Shares voted
           220,342,556                   14,073,356                   1,858,077                 234,415,912
         93.99642%                    6.00358%                                                100.00000%



9    Ordinary resolution number 2.8: Directors retiring by rotation and available for re-election – LP Ralphs

             For                       Against                      Abstain                  Shares voted
           232,721,724                    1,694,188                   1,858,077                 234,415,912
         99.27727%                    0.72273%                                                100.00000%


10   Ordinary resolution number 2.9: Directors retiring by rotation and available for re-election – T
     Slabbert

             For                       Against                      Abstain                  Shares voted
           233,407,277                    1,008,635                   1,858,077                 234,415,912
         99.56972%                    0.43028%                                                100.00000%



11   Ordinary resolution number 3.1: Election of audit committee members – PC Baloyi

             For                       Against                      Abstain                  Shares voted
           226,299,371                    8,116,541                   1,858,077                 234,415,912
         96.53755%                    3.46245%                                                100.00000%



12   Ordinary resolution number 3.2: Election of audit committee members – EK Diack

             For                       Against                      Abstain                  Shares voted
           233,460,271                      955,641                   1,858,077                 234,415,912
         99.59233%                   0.40767%                                               100.00000%



13   Ordinary resolution number 3.3: Election of audit committee members – S Masinga

             For                      Against                     Abstain                  Shares voted
           233,460,271                     955,641                   1,858,077                234,415,912
         99.59233%                   0.40767%                                               100.00000%



14   Ordinary resolution number 3.4: Election of audit committee members – NG Payne

             For                      Against                     Abstain                  Shares voted
           233,434,248                     981,664                   1,858,077                234,415,912
         99.58123%                   0.41877%                                               100.00000%


15   Ordinary resolution number 4.1: Endorsement of Bidvest remuneration report – non-binding advisory
     note: “Part 1 – Policy on base package and benefits”

             For                      Against                     Abstain                  Shares voted
           234,303,639                     112,986                   1,857,364                234,416,625
         99.95180%                   0.04820%                                               100.00000%


16   Ordinary resolution number 4.2: Endorsement of Bidvest remuneration report – non-binding advisory
     note: “Part 1 – Policy on short-term incentives”

             For                      Against                     Abstain                  Shares voted
           233,373,911                     746,131                   2,153,947                234,120,042
         99.68130%                   0.31870%                                               100.00000%



17   Ordinary resolution number 4.3: Endorsement of Bidvest remuneration report – non-binding advisory
     note: “Part 1 – Policy on long-term incentives”

             For                      Against                     Abstain                  Shares voted
           149,376,038                  83,289,356                   3,608,595                232,665,394
         64.20209%                   35.79791%                                              100.00000%


18   Ordinary resolution number 5: General authority to directors to allot and issue authorised but
     unissued ordinary shares

             For                      Against                     Abstain                  Shares voted
           205,746,379                  29,517,342                   1,010,268                235,263,721
         87.45351%                   12.54649%                                              100.00000%


19   Ordinary resolution number 6: General authority to issue shares for cash

             For                       Against                      Abstain                   Shares voted
           207,867,013                   27,396,708                    1,010,268                 235,263,721
         88.35489%                    11.64511%                                                100.00000%


20   Ordinary resolution number 7: Payment of dividend by way of pro rata reduction of share capital or
     share premium

             For                       Against                      Abstain                   Shares voted
           233,941,016                    1,322,705                    1,010,268                 235,263,721
         99.43778%                    0.56222%                                                 100.00000%



21   Ordinary resolution number 8: Creation and Issue of convertible debentures

             For                       Against                      Abstain                   Shares voted
           215,711,604                   19,551,317                    1,011,068                 235,262,921
         91.68959%                    8.31041%                                                 100.00000%



22   Ordinary resolution number 9: Directors’ authority to implement special and ordinary resolutions

             For                       Against                      Abstain                   Shares voted
           234,502,274                      730,467                    1,041,248                 235,232,741
         99.68947%                    0.31053%                                                 100.00000%



23   Special resolution number 1: General authority to acquire (repurchase) shares

             For                       Against                      Abstain                   Shares voted
           226,296,920                    8,935,581                    1,041,488                 235,232,501
         96.20138%                    3.79862%                                                 100.00000%



24   Special resolution number 2: Approval of non-executive directors’ remuneration - 2014/15

             For                       Against                      Abstain                   Shares voted
           234,938,794                      633,005                      702,190                 235,571,799
         99.73129%                    0.26871%                                                 100.00000%


25   Special resolution number 3: General Authority to provide direct or indirect financial assistance to all
     related and inter-related entities

             For                       Against                      Abstain                   Shares voted
           229,789,767                    5,442,974                    1,041,248                 235,232,741
         97.68613%                    2.31387%                                                 100.00000%




Date: November 24 2014
Johannesburg

Sponsor: Investec Bank Ltd

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