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SAPPI LIMITED - Results of the seventy-eighth annual general meeting of Sappi

Release Date: 12/02/2015 16:50
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Results of the seventy-eighth annual general meeting of Sappi

Sappi Limited
(Incorporated in the Republic of South Africa)
Registration number: 1936/008963/06
JSE share code: SAP
ISIN code: ZAE000006284
("Sappi" or the "company")

12 February 2015



RESULTS OF THE SEVENTY-EIGHTH ANNUAL GENERAL MEETING OF SAPPI


Shareholders are advised that at the annual general meeting of shareholders of the
company held on Wednesday, 11 February 2015 at 14:00 all the resolutions tabled
thereat were passed by the requisite majority of shareholders.

Details of the results of voting at the annual general meeting are as follows :

•   total number of Sappi shares in issue as at the date of the annual general
    meeting : is 561,407,699 (541,446,223 ordinary shares and 19,961,476 “A” ordinary
    shares)
•   total number of Sappi shares that could have been voted at the annual general
    meeting (excluding the treasury shares) : 545,336,255
•   total number of Sappi shares that were present/represented at the annual general
    meeting : 456,519,008 being 83.71% of the total number of Sappi shares that
    could have been voted at the annual general meeting.

1. Ordinary resolution number 1: Receipt and acceptance of 2014 annual financial
   statements, including directors’ report, auditors’ report and Audit Committee report
        For              Against              Abstain          Shares voted
      455,962,579                     -           556,429         455,962,579
      100.00000%            0.00000%            0.10203%         100.00000%


2. Ordinary resolution number 2.1: Confirmation of appointment and re-election of
   Mr Glen Thomas Pearce as a director of Sappi
        For             Against           Abstain        Shares voted
     456,493,666             22,490             2,852      456,516,156
      99.99507%          0.00493%           0.00052%       100.00000%

                                     
3. Ordinary resolution number 3.1: Resolved that Dr DC Cronjé is re-elected as a
   director of Sappi
        For             Against          Abstain       Shares voted
      456,446,645            69,511            2,852      456,516,156
       99.98477%          0.01523%         0.00052%      100.00000%


4. Ordinary resolution number 3.2: Resolved that Mr NP Mageza is re-elected as a
   director of Sappi
        For             Against          Abstain       Shares voted
      447,858,825         8,657,331            2,852     456,516,156
       98.10361%          1.89639%         0.00052%      100.00000%


5. Ordinary resolution number 3.3: “Resolved that Mr JD McKenzie is re-elected as a
   director of Sappi
        For             Against           Abstain        Shares voted
      456,446,645            69,511             2,852      456,516,156
       99.98477%          0.01523%           0.0052%       100.00000%


6. Ordinary resolution number 3.4: Resolved that Mr MV Moosa is re-elected as a
   director of Sappi
        For             Against          Abstain      Shares voted
      436,544,485        19,971,671            2,852    456,516,156
       95.62520%          4.37480%        0.00052%      100.00000%


7. Ordinary resolution number 3.5: Resolved that Sir Nigel Rudd is re-elected as a
   director of Sappi
        For             Against          Abstain        Shares voted
      456,446,645            69,511            2,852       456,516,156
       99.98477%         0.01523%          0.00052%        100.00000%


8. Ordinary resolution number 4.1: Election of Dr D Konar as chairman of the Audit
   Committee
        For             Against           Abstain       Shares voted
     421,034,312         35,481,844             2,852      456,516,156
      92.22769%           7.77231%          0.00052%       100.00000%


9. Ordinary resolution number 4.2: Election of Mr GPF Beurskens as a member of the
   Audit Committee
        For              Against           Abstain       Shares voted
     456,516,156                   -              2,852     456,516,156
     100.00000%           0.00000%           0.00052%       100.00000%

                                 
10. Ordinary resolution number 4.3: Election of Mr MA Fallon as a member of the Audit
    Committee
         For              Against           Abstain        Shares voted
      456,516,156                   -              2,852      456,516,156
      100.00000%           0.00000%           0.00052%        100.00000%


11. Ordinary resolution number 4.4: Election of Mr NP Mageza as a member of the
    Audit Committee
         For             Against           Abstain      Shares voted
      436,463,206         20,052,950             2,852    456,516,156
       95.60740%           4.39260%          0.00052%     100.00000%


12. Ordinary resolution number 4.5: Election of Mrs KR Osar as a member of the Audit
    Committee
         For              Against           Abstain       Shares voted
      456,516,155                   1              2,852     456,516,156
      100.00000%           0.00000%           0.00052%       100.00000%


13. Ordinary resolution number 5: Re-appointment of Deloitte & Touche as auditors of
    Sappi for the year ending September 2015 and until the next Annual General
    Meeting of Sappi
         For             Against          Abstain         Shares voted
      455,962,278            553,878            2,852        456,516,156
       99.87867%           0.12133%         0.00052%         100.00000%


14. Ordinary resolution number 6.1: The placing of all ordinary shares required for the
    purpose of carrying out the terms of the Sappi Limited Performance Share Incentive
    Plan (the Plan) under the control of the directors to allot and issue in terms of the
    Plan
         For             Against             Abstain          Shares voted
      443,760,625         12,755,531                2,852        456,516,156
       97.20590%            2.79410%           0.00052%          100.00000%


15. Ordinary resolution number 6.2: The authority for any subsidiary of Sappi to sell and
    to transfer to the Sappi Limited Share Incentive Scheme and the Sappi Limited
    Performance Share Incentive Plan (collectively ‘the Schemes’) such shares as may
    be required for the purposes of the Schemes
         For              Against           Abstain          Shares voted
       443,760,625         12,755,531              2,852       456,516,156
        97.20590%           2.79410%          0.00052%         100.00000%


16. Ordinary resolution number 7: Non-binding endorsement of Remuneration Policy
         For              Against           Abstain       Shares voted
      381,394,146          75,122,010             2,852      456,516,156
       83.54450%           16.45550%          0.00052%       100.00000%

                                  
17. Special resolution number 1: Increase in Non-executive Directors’ fees
        For               Against            Abstain        Shares voted
      445,201,567          11,314,589              2,852       456,516,156
       97.52154%            2.47846%          0.00052%         100.00000%


18. Special resolution number 2: Authority for loans or other financial assistance to
    related or inter-related companies
         For                Against        Abstain        Shares voted
       445,201,568           11,314,588          2,852       456,516,156
        97.52154%             2.47846%       0.00052%       100.00000%


19. Ordinary resolution number 8: Authority for directors to sign all documents and do all
    such things necessary to implement the above resolutions
         For              Against            Abstain           Shares voted
      456,516,156                   -               2,852         456,516,156
      100.00000%           0.00000%             0.00052%         100.00000%




Denis O’Connor
Group Secretary
Sappi Limited
Tel +27 (0)11 407 8072; Fax +27 (0)11 339 1881
Denis.OConnor@Sappi.com

Sponsor : UBS South Africa (Pty) Ltd




                                     

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