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QUANTUM FOODS HOLDINGS LIMITED - Results of the Annual General Meeting of Quantum

Release Date: 20/02/2015 16:15
Code(s): QFH     PDF:  
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Results of the Annual General Meeting of Quantum

QUANTUM FOODS HOLDINGS LIMITED
(previously Business Venture Investments No 1792 Proprietary Limited)
Incorporated in the Republic of South Africa
Registration Number: 2013/208598/06
Share Code: QFH
ISIN Number: ZAE000193686
("Quantum Foods" or “the Company”)

RESULTS OF THE ANNUAL GENERAL MEETING OF QUANTUM

1.   RESULTS

     Shareholders are hereby advised that at the annual general meeting of the Company held at 09:00 today,
     20 February 2015, at Kleinevalleij Estate, towards Bainskloof, R301, Wellington (“Annual General
     Meeting”), all of the proposed ordinary and special resolutions, save for ordinary resolutions numbers
     3, 5 and 9 (which resolutions were withdrawn), were passed by the requisite majority of votes cast by
     Quantum shareholders present or represented by proxy. The detailed voting results of the Annual General
     Meeting are set out below.


2.   WITHDRAWAL OF ORDINARY RESOLUTIONS NUMBERS 3, 5 AND 9

     Shareholders are further advised that ordinary resolution number 3, relating to the general authority
     to issue shares for cash, was withdrawn as a result of concerns raised by certain shareholders
     regarding the dilution of their shareholding.


     Furthermore, ordinary resolutions numbers 5 and 9, relating to the re-election and confirmation of Mr
     Lambert Phillips Retief (“Mr Retief”) as a director and as a member of the Audit and Risk Committee of
     the Company respectively, have also been withdrawn by virtue of the fact that Mr Retief has resigned as
     the lead independent non-executive director of the Company with effect from 19 February 2015.
     Shareholders are accordingly hereby advised of Mr Retief’s resignation in terms of paragraph 3.59(b) of
     the Listings Requirements of the JSE Limited.

     The board wishes to thank Mr Retief for his valued contributions during his tenure as a non-executive
     director of the Company.

Annual General Meeting Results:


                  Votes for         Votes against     Number of         Number of         Shares
                  resolution (%)*   resolution (%)*   shares voted at   shares voted at   abstained as a
                                                      the Annual        the AGM as a      percentage of
                                                      General Meeting   percentage of     shares in issue
                                                                        shares in issue   (%)
                                                                        (%)

Ordinary             99.72              0.28            159,733,330          68.48              - **
Resolution
Number 1: To
confirm the re-
appointment of
Pricewaterhouse
Coopers Inc as
auditors for
the ensuing
year on the
recommendation
of the Audit
and Risk
Committee

Ordinary             58.16              41.84            159,733,330           68.48              - **
Resolution
Number 2:
Placing of
shares in the
Company under
the control of
the directors

Ordinary              -                    -                    -                  -               -
Resolution
Number 3:
General
authority to
issue shares
for cash

Ordinary             97.40               2.60              159,733,330          68.48              - **
Resolution
Number 4: To
re-elect Mr
Norman Celliers
as a director

Ordinary               -                   -                     -                -                -
Resolution
Number 5: To
re-elect Mr
Lambert
Phillips Retief
as a director

Ordinary             100.00              0.00              159,733,330            68.48            - **
Resolution
Number 6: To
re-elect Prof
Abdus Salam
Mohammad Karaan
as a director

Ordinary             99.20                0.80             159,726,330            68.48            - **
Resolution
Number 7: To
re-elect Mr
Patrick Ernest
Burton as a
director

Ordinary             98.40                 1.60            159,733,330            68.48            - **
Resolution
Number 8: To
re-elect Mr
Wouter Andre
Hanekom as a
director

Ordinary              -                       -                  -                   -              -
Resolution
Number 9: Re-
appointment of
Mr Lambert
Phillips Retief
as a member of
the Audit and
Risk Committee

Ordinary             99.20                   0.80            159,726,330            68.48           - **
Resolution
Number 10: Re-
appointment of
Mr Patrick
Ernest Burton
as a member of
the Audit and
Risk Committee

Ordinary             98.38                   1.62            159,733,330            68.48           - **
Resolution
Number 11: Re-
appointment of
Mr Wouter Andre
Hanekom as a
member of the
Audit and Risk
Committee

Ordinary            67.99                     32.01           159,726,330            68.48           - **
Resolution
Number 12:
Endorsement of
the Company’s
remuneration
policy

Special             100.00                     0.00            159,726,330            68.48          - **
Resolution
Number 1:
Approval of
non-executive
directors’
remuneration

Special             98.73                       1.27           159,733,330             68.48          - **
Resolution
Number 2:
General
authority to
repurchase
shares by the
Company and its
subsidiaries

Special             100.00                       0.00          159,733,330               68.48        - **
Resolution
Number 3:
General
authority to
provide
financial
assistance to
related and
inter-related
companies and
corporations

Special             97.60                        2.40          159,733,330                68.48        - **
Resolution
Number 4:
General
authority to
provide
financial
assistance for
the
subscription of
or the
acquisition of
securities in
the Company and
in related and
inter-related
companies


Notes:
* In relation to the total number of shares voted at the Annual General Meeting.


** Less than 0.01%.



20 February 2015
Wellington

Sponsor
PSG Capital Proprietary Limited

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