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Results of the annual general meeting
CAPITEC BANK HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1999/025903/06)
JSE share codes: CPI - ISIN: ZAE000035861
JSE preference share code: CPIP - ISIN: ZAE000083838
("Capitec" or the “Company”)
RESULTS OF THE ANNUAL GENERAL MEETING HELD ON 29 MAY 2015
Shareholders are hereby advised that the Annual General Meeting (“AGM”) of the Company was held on
Friday, 29 May 2015 at Cavalli Wine and Stud Farm, Cavalli Function Venue, Strand Road (R44),
Somerset-West. The detailed voting results of the AGM are set out below:
ORDINARY RESOLUTIONS Votes for Votes Number of Number of Shares
resolution against shares voted shares voted abstained as a
(%)* resolution at the AGM at the AGM as percentage (%)
(%)* a percentage of shares in
(%) of shares issue
in issue
1 Re-election of Ms RJ 99.97% 0.03% 87,157,225 75.38% 0.14%
Huntley as an
independent non-
executive director
2 Re-election of Ms NS 99.82% 0.18% 87,115,309 75.34% 0.14%
Mjoli-Mncube as an
independent non-
executive director
3 Re-election of Mr CA 99.02% 0.98% 87,157,890 75.38% 0.14%
Otto as an independent
non-executive director
4 Election of Mr JP 99.82% 0.18% 87,179,286 75.40% 0.12%
Verster as an
independent non-
executive director
5 Re-appointment of 99.99% 0.01% 87,117,511 75.34% 0.13%
PricewaterhouseCoopers
Inc. as auditors
6 Approval to issue 99.94% 0.06% 87,133,855 75.36% 0.16%
Ordinary Shares pursuant
to a conversion of Loss
Absorbent Capital
Instruments issued by
Capitec or Capitec Bank
on occurrence of a
"Trigger Event"
7 Authority to issue 99.31% 0.69% 87,173,992 75.39% 0.13%
Ordinary Shares for cash
by way of a general
authority
8 Authority to issue 97.18% 2.82% 87,164,942 75.38% 0.12%
Ordinary Shares pursuant
to a rights offer*
9 Endorsement of 82.37% 17.63% 86,860,049 75.12% 0.40%
remuneration policy
SPECIAL RESOLUTIONS
1 Approval to issue 99.49% 0.51% 87,070,287 75.30% 0.13%
Ordinary Shares in
accordance with section
41(3) of the Act
2 Approval of the 99.91% 0.09% 87,097,738 75.33% 0.19%
Directors' remuneration
for the financial year
ending on 28 February
2016
3 General approval for the 99.65% 0.35% 87,013,631 75.25% 0.17%
Company and any
subsidiary company to
purchase Shares issued
by the Company
4 Authority for the Board 99.98% 0.02% 87,055,523 75.29% 0.17%
to authorise the Company
to provide any financial
assistance
* - In relation to the total number of shares voted at the AGM, but excluding abstained votes
Notes:
- In terms of the JSE Listings Requirements, 75% of votes exercised on the resolution, needed to be
cast in favour of ordinary resolution number 7.
- All special resolutions require 75% of votes exercised on the relevant resolutions, to be cast in
favour of the said special resolutions
- Ordinary resolution 8: It is not currently the intention of the Board to implement a rights offer,
however, the Directors believe that the Company should retain the flexibility to take action in the
event that in future a rights offer is considered to be desirable and in the best interest of
shareholders.
1 June 2015
Stellenbosch
Sponsor
PSG Capital
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