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CAPITEC BANK HOLDINGS LIMITED - Results of the annual general meeting

Release Date: 01/06/2015 10:00
Code(s): CPIP CPI     PDF:  
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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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