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TEXTON PROPERTY FUND LIMITED - Results of Annual General Meeting and Changes to the Texton Board of Directors

Release Date: 17/11/2015 15:30
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Results of Annual General Meeting and Changes to the Texton Board of Directors

TEXTON PROPERTY FUND LIMITED
Granted REIT status by the JSE
(Incorporated in the Republic of South Africa)
(Registration number 2005/019302/06)
JSE code: TEX
ISIN: ZAE000190542
(“Texton” or “the Company”)



RESULTS OF ANNUAL GENERAL MEETING AND CHANGES TO THE TEXTON BOARD OF DIRECTORS

Texton shareholders are advised that at the Annual General Meeting of shareholders held on Tuesday,
17 November 2015, all the ordinary and special resolutions as proposed in the Notice of the Annual
General Meeting, with the exception of ordinary resolution number 3.4, were approved by the requisite
majority of members. In this regard, Texton confirms the voting statistics from the AGM as follows:



                                       % Issued      Votes For      % in        Votes               %     Votes     Result
                                          share                   favour       Against       against     Abstain
                                         capital
                                         voted

 Special resolution number 1:
 Remuneration payable to non-
 executive directors                   53.48%      201 116 491   100.00%         -             -         2 080     Carried

 Special resolution number 2:
 Repurchase of Company shares          53.48%      200 568 733    99.73%     547 758         0.27%       2 080     Carried

 Special resolution number 3:
 Financial assistance                  53.48%      198 123 378   98.51%    2 993 113        1.49%        2 080     Carried

 Special resolution number 4:
 Authority to directors to allot and               180 225 210   89.61%    20 891 281       10.39%       2 080     Carried
 issue shares in terms of S41 of the   53.48%
 Companies Act of South Africa,
 2008 as amended

 Special resolution number 5:
 Authority to directors to allot and   53.48%      194 438 853   96.68%    6 677 638        3.32%        2 080     Carried
 issue shares in terms of S41 of the   
 Companies Act of South Africa,
 2008 as amended

 Ordinary resolution number 1:
 Adoption of annual financial
 statements for the year ended        53.48%       201 116 491     100.00%     -               -         2 080     Carried
 30 June 2015                                  

 Ordinary resolution number 2:
 Appointment of auditor (KPMG         53.48%       201 116 491     100.00%     -               -          2 080    Carried
 Inc.) in terms of section 61(8)(c)
 of the Companies Act
 
 Ordinary resolution number 3.1:
 of the Companies Act)                53.48%       201 116 491     100.00%     -                -         2 080    Carried
 Re-election of PM Tau-Sekati as a
 director                             


 Ordinary resolution number 3.2:
 Re-election of PD Naidoo as a
 director                             53.48%      201 106 171     99.99%%     10 320         0.01%        2 080    Carried


 Ordinary resolution number 3.3:
 Re-election of TS Sishuba as a
 director                             53.48%      201 116 491     100.00%       -               -          2 080   Carried


 Ordinary resolution number 3.4:
 Confirmation of RB Makhubela as
 a director                           53.48%      54 375 826       27.04%     146 740 665       72.96%     2 080    Failed


 Ordinary resolution number 4.1:
 Election of audit committee
 member and chairman: section         53.48%       201 116 491     100.00%        -               -        2 080   Carried
 94(2) of the Companies Act (JR
 Macey)

 Ordinary resolution number 4.2:
 Election of audit committee
 member: section 94(2) of the         53.48%       201 116 491     100.00%        -               -        2 080   Carried
 Companies Act (KN Vundla)

 Ordinary resolution number
 4.3:
 Election of audit committee
  member: section 94(2) of the
 Companies Act (TS Sishuba)           53.48%       201 116 491     100.00%           -             -       2 080   Carried


 Ordinary resolution number 5:
 General but restricted authority
 to allot and issue authorised but
 unissued shares                      53.48%     172 126 707     85.59%       28 989 784     14.41%        2 080   Carried
 
Ordinary resolution number 6:
 Specific   authority   to   issue
 shares to afford shareholders        53.48%    201 116 491     100.00%           -             -          2 080   Carried
 distribution       reinvestment
 alternatives


 Ordinary resolution number 7:
 Implementation of resolutions        53.48%    201 116 491     100.00%            -            -          2 080   Carried
                                                


In terms of paragraph 3.59 of the JSE Listings Requirements, Texton wishes to advise shareholders that Mr. RB Makhubela
did not receive the requisite percentage to remain on the Texton Board. The board wishes to thank Mr. RB Makhubela for
his contribution to Texton since April 2015 and wish him well in his future endeavors.


Dunkeld
17 November 2015

Sponosr
Investec Bank Limited

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