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ASTRAL FOODS LIMITED - Results of AGM

Release Date: 12/02/2015 15:20
Code(s): ARL     PDF:  
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Results of AGM

ASTRAL FOODS LIMITED
“Astral Foods”
(Reg. No. 1978/003194/06)
(Incorporated in the Republic of South Africa)
Share Code: ARL
ISIN Code: ZAE000029757

RESULTS OF ANNUAL GENERAL MEETING – THURSDAY 12 FEBRUARY 2015

The annual general meeting of Astral Foods was held today,
Thursday, 12 February 2015.   All the ordinary and special
resolutions as set out in the notice of annual general meeting
to shareholders dated 12 November 2014, were approved by the
requisite majority of shareholders.

The detailed results of the voting are as follows:

The total number of ordinary shares in issue at the date of the
meeting: 42 758 985 shares.

ORDINARY BUSINESS

   1. Ordinary resolution number 1: To adopt the annual financial statements
      for the year ended 30 September 2015
      For:              Against:           Shares voted:    Abstain:
      28 336 987        -                  28 336 987       65,214
      100%              0%                 66.2714%         0.15252%

   2. Ordinary resolution number 2.1: To re-elect Dr. T Eloff as director
      For:              Against:          Shares voted:     Abstain:
      28 140 404        -                 28 140 404        261 797
      100%              0%                65.81167%         0.61226%

   3. Ordinary resolution number 2.2: To re-elect Mr. M Macdonald as
      director
      For:              Against:          Shares voted:     Abstain:
      28 134 037        -                 28 140 404        261 797
      99.97737%         0.02263%          65.81167%         0.61226%

   4. Ordinary resolution number 3.1: To re-elect Mr. Macdonald as member of
      the Audit and Risk Management Committee
      For:              Against:          Shares voted      Abstain:
      28 134 037        6 367             28 140 404        261 797
      99.97737%         0.02263%          65.81167%         0.61226%



 5.   Ordinary resolution number 3.2: To re-elect Dr. T Eloff as member of
      the Audit and Risk Management Committee
      For:              Against:          Shares voted:     Abstain:
      28 134 037        6 367             28 140 404        261 797
      99.97737%         0.02263%          65.81167%         0.61226%
6. Ordinary resolution number 3.3: To re-elect Mr. I S Fourie as member
   of the Audit and Risk Management Committee
   For:              Against:          Shares voted:     Abstain:
   28 140 404        -                 28 140 404        261 797
   100%              0%                65.81167%         0.61226%

7. Ordinary resolution number 3.4: To re-elect Mrs. T Shabangu as member
   of the Audit and Risk Management Committee
   For:              Against:          Shares voted:     Abstain:
   28 140 404        -                 28 140 404        261 797
   100%              0%                65.81167%         0.61226%

8. Ordinary resolution number 4.1: To re-elect Dr. T Eloff as member of
   the Social and Ethics Committee
   For:              Against:          Shares voted:     Abstain:
   28 140 404        -                 28 140 404        261 797
   100%              0%                65.81167%         0.61226%

9. Ordinary resolution number 4.2: To    re-elect Mr. G D Arnold as member
   of the Social and Ethics Committee
   For:              Against:            Shares voted:     Abstain:
   28 132 404        8 000               28 140 404        261 797
   99.97157%         0.02843%            65.81167%         0.61226%

10. Ordinary resolution number 4.3: To   re-elect Mr. L W Hansen as member
    of the Social and Ethics Committee
    For:             Against:            Shares voted:     Abstain:
    28 132 404       8 000               28 140 404        261 797
    99.97157%        0.02843%            65.81167%         0.61226%

11. Ordinary resolution number 4.4: To re-elect Mrs. T Maumela as member
    of the Social and Ethics Committee
    For:             Against:          Shares voted:     Abstain:
    28 140 404       -                 65.81167%         0.61226%

12. Ordinary resolution number 5: To re-appoint PricewaterhouseCoopers
    Inc. as auditors for the 2015 financial year
    For:             Against:          Shares voted:     Abstain:
    28 345 257       -                 28 345 257        56 944
    100%             0%                66.29076%         0.13317%

13. Ordinary resolution number 6: To confirm the authority of the Audit
    and Risk Management Committee to determine the remuneration of the
    auditors
    For:             Against:          Shares voted:     Abstain:
    28 345 257       -                 28 345 257        56 944
    100%             0%                66.29076%         0.13317%

14. Ordinary resolution number 7: To endorse, through a non-binding
    advisory note, the company’s remuneration policy and its
    implementation
    For:             Against:          Shares voted:     Abstain:
    27 030 990       1 314 267         28 345 257        56 944
    95.36336%        4.63664%          66.29076%         0.13317%
   15. Ordinary resolution number 8: To authorise any director or the
       Company Secretary to sign documentation necessary to implement the
       ordinary and special resolutions passed at the annual general meeting
       For:             Against:          Shares voted:     Abstain:
       28 345 257       -                 28 345 257        56 944
       100%             0%                66.29076%         0.13317%

SPECIAL BUSINESS

   16. Special resolution number 1: To approve the remuneration payable to
       non-executive directors
       For:             Against:          Shares voted:     Abstain:
       28 345 257       -                 28 345 257        56 944
       100%             0%                66.29076%         0.13317%

   17. Special resolution number 2: To authorise the directors to approve
       actions related to transactions amounting to financial assistance
       For:             Against:          Shares voted:     Abstain:
       28 345 257       -                 28 345 257        56 944
       100%             0%                66.29076%         0.13317%


Pretoria
12 February 2015

Sponsor
JP Morgan Equities South Africa (Pty) Limited

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