REMGRO LIMITED - Report on proceedings at the annual general meeting

Report on proceedings at the annual general meeting

REMGRO LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1968/006415/06)
ISIN: ZAE000026480
Share code: REM
(“Remgro”)

REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING

At the 2015 annual general meeting (“AGM”) of the shareholders of
Remgro held Monday, 23 November 2015 all the ordinary and special
resolutions proposed at the meeting were approved by the requisite
majority of votes. In this regard, Remgro confirms the voting
statistics from the AGM as follows:

Shares voted in relation to the total issued share capital:

                         
Number of shares voted    Total issued share        Percentage shares voted
                          capital
364 645 101               481 106 370
ordinary shares           ordinary shares           75.79%
          
35 506 352                35 506 352
B ordinary shares         B ordinary shares         100%


                                  Votes carried disclosed as        Shares
                                 a percentage in relation to      abstained
                                  the total number of shares    disclosed as
                                     voted at the meeting       a percentage
                                                                 in relation
                                    Ordinary shares (“Ord”)      to the total
                                  B ordinary shares (“B Ord”)   issued share
                                                                  capital
                                                                
                                      For         Against         
Ordinary Resolution Number   1   99.89% Ord     0.11% Ord         0.14% Ord
- Approval of annual             100% B Ord      0% B Ord          0% B Ord
financial statements
Ordinary Resolution Number   2   99.9% Ord       0.1% Ord         0.09% Ord
- Reappointment of auditor       100% B Ord      0% B Ord          0% B Ord
Ordinary Resolution Number   3   99.59% Ord     0.41% Ord         0.09% Ord
– Election of director,          100% B Ord      0% B Ord          0% B Ord
Mr W E Bührmann
Ordinary Resolution Number   4   99.34% Ord     0.66% Ord         0.09% Ord
- Election of director,          100% B Ord      0% B Ord          0% B Ord
Mr G T Ferreira
Ordinary Resolution Number   5    99.2% Ord      0.8% Ord         0.13% Ord
- Election of director,          100% B Ord      0% B Ord          0% B Ord
Mr F Robertson
Ordinary Resolution Number   6    90.7% Ord      9.3% Ord         0.09% Ord
- Election of director,          100% B Ord      0% B Ord          0% B Ord
Mr J P Rupert
Ordinary Resolution Number   7   99.84% Ord     0.16% Ord         0.09% Ord
- Election of director,          100% B Ord      0% B Ord          0% B Ord
Mr H Wessels
Ordinary Resolution Number 8-    99.77% Ord     0.23% Ord         0.14% Ord
Election of director,            100% B Ord      0% B Ord          0% B Ord
Ms S E N de Bruyn Sebotsa
Ordinary Resolution Number 9
- Appointment of member of       98.57% Ord     1.43% Ord         0.09% Ord
the Audit and Risk Committee,    100% B Ord      0% B Ord          0% B Ord
Mr N P Mageza
Ordinary Resolution Number 10
- Appointment of member of       99.95% Ord     0.05% Ord         0.17% Ord
the Audit and Risk Committee,    100% B Ord      0% B Ord          0% B Ord
Mr P J Moleketi
Ordinary Resolution Number 11
- Appointment of member of       80.75% Ord    19.25% Ord         0.14% Ord
the Audit and Risk Committee,    100% B Ord      0% B Ord          0% B Ord
Mr F Robertson
Ordinary Resolution Number 12
- Appointment of member of       98.88% Ord     1.12% Ord         0.19% Ord
the Audit and Risk Committee,    100% B Ord      0% B Ord          0% B Ord
Ms S E N de Bruyn Sebotsa
Ordinary Resolution Number 13
- Appointment of member of       99.91% Ord     0.09% Ord         0.09% Ord
the Audit and Risk Committee,    100% B Ord      0% B Ord          0% B Ord
Mr H Wessels
Special Resolution Number 1 -    96.77% Ord     3.23% Ord         0.18% Ord
Approval of directors’           100% B Ord      0% B Ord          0% B Ord
remuneration
Special Resolution Number 2 -    98.45% Ord     1.55% Ord         1.19% Ord
General authority to               0% B Ord      0% B Ord        100% B Ord
repurchase shares
Special Resolution Number 3 -
General authority to provide     94.61% Ord     5.39% Ord         1.07% Ord
financial assistance to          100% B Ord      0% B Ord          0% B Ord
related and inter-related
companies and corporations
Special Resolution Number 4 -
General authority to provide
financial assistance for the     99.61% Ord     0.39% Ord         1.07% Ord
subscription and/or purchase     100% B Ord      0% B Ord          0% B Ord
of securities in the Company
or related or inter-related
companies

Stellenbosch
25 November 2015

Sponsor
RAND MERCHANT BANK (a Division of FirstRand Bank Limited)

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