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FIRSTRAND LIMITED - Report on proceedings at the Annual General Meeting of the Ordinary Shareholders

Release Date: 02/12/2015 10:36
Code(s): FSR FSRP     PDF:  
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Report on proceedings at the Annual General Meeting of the Ordinary Shareholders

FIRSTRAND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1966/010753/06)
JSE ordinary share code: FSR ISIN: ZAE000066304
JSE B preference share code: FSRP ISIN: ZAE000060141
NSX ordinary share code: FST
(FirstRand)

REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING OF THE ORDINARY SHAREHOLDERS
                                                  
Ordinary shareholders are advised that, at the 19th (nineteenth) annual general meeting (AGM) of
FirstRand held on Tuesday, 1 December 2015, all of the resolutions set out in the notice of the AGM
dated 9 September 2015 were passed, without modification, by the requisite majority of votes. Details
of the votes cast on each resolution are set out below:

Total number of shares that can be exercised at the meeting                          100%   5 609 488 001
Total number of shares present/represented including proxies at the meeting          78%    4 374 434 969
Total number of members present in person                                                              15

Ordinary resolution numbers 1.1: Re-election of directors by way of separate resolution: JJ Durand

                                                                          Abstained
                                                                   Disclosed as a %
                                                                      calculated in
                                                                    relation to the
                For                     Against                issued share capital          Shares voted

      4 223 050 555                 145 525 086                           5 859 328         4 368 575 641
          96.66882%                    3.33118%                            0.10445%            100.00000%

Ordinary resolution numbers 1.2: Re-election of directors by way of separate resolution: PM Goss

                                                                          Abstained
                                                                   Disclosed as a %
                                                                      calculated in
                                                                    relation to the
                For                     Against                issued share capital           Shares voted

      3 789 617 031                 579 166 339                           5 651 599          4 368 783 370
          86.74307%                   13.25693%                            0.10075%             100.00000%

Ordinary resolution numbers 1.3: Re-election of directors by way of separate resolution: PK Harris

                                                                          Abstained
                                                                   Disclosed as a %
                                                                      calculated in
                                                                    relation to the
                For                     Against                issued share capital           Shares voted

      4 297 895 006                  80 680 635                           5 859 328          4 378 575 641
          98.15316%                    1.84262%                            0.10445%             100.00000%

Ordinary resolution numbers 1.4: Re-election of directors by way of separate resolution: WR Jardine

                                                                          Abstained
                                                                   Disclosed as a %
                                                                      calculated in
                                                                    relation to the
                For                     Against                issued share capital           Shares voted

      4 360 201 899                   8 919 826                           5 313 244          4 369 121 725
          99.79584%                    0.20416%                            0.09472%             100.00000%

Ordinary resolution numbers 1.5: Re-election of directors by way of separate resolution: EG Matenge-Sebesho

                                                                          Abstained
                                                                   Disclosed as a %
                                                                      calculated in
                                                                    relation to the
                For                     Against                issued share capital            Shares voted

      4 363 567 779                   5 553 862                           5 313 328           4 369 121 641
          99.87288%                    0.12712%                            0.09472%              100.00000%
 
Ordinary resolution numbers 1.6: Re-election of directors by way of separate resolution: AT Nzimande

                                                                          Abstained
                                                                   Disclosed as a %
                                                                      calculated in
                                                                    relation to the
                For                       Against              issued share capital            Shares voted

      4 280 197 838                    88 377 803                         5 859 328           4 368 575 641
          97.97697%                      2.02303%                          0.10445%              100.00000%

Ordinary resolution number 1.7: To re-elect director who has reached age 70: VW Bartlett

                                                                          Abstained
                                                                   Disclosed as a %
                                                                      calculated in
                                                                    relation to the
               For                       Against               issued share capital            Shares voted

     3 794 906 970                   573 831 185                         5 696 814            4 368 738 155
         86.86506%                     13.13494%                          0.10156%               100.00000%

Ordinary resolution number 1.8: Vacancies filled by the directors during the year: AP Pullinger

                                                                        Abstained
                                                                 Disclosed as a %
                                                                    calculated in
                                                                  relation to the
                For                      Against             issued share capital             Shares voted

      4 325 426 039                   42 460 436                        6 548 494            4 367 886 475
          99.02790%                     0.97210%                         0.11674%               100.00000%

Ordinary resolution number 1.9: Vacancies filled by the directors during the year: PJ Makosholo

                                                                        Abstained
                                                                 Disclosed as a %
                                                                    calculated in
                                                                  relation to the
                For                      Against             issued share capital             Shares voted

      4 299 293 993                   68 036 472                       7 104 504             4 367 330 465
          98.44215%                     1.55785%                        0.12665%                100.00000%

Ordinary resolution numbers 2.1: Appointment of auditor: Deloitte & Touche

                                                                        Abstained
                                                                 Disclosed as a %
                                                                    calculated in
                                                                  relation to the
               For                       Against             issued share capital             Shares voted

     4 366 656 594                     2 458 881                        5 319 494            4 369 115 475
         99.94372%                      0.05628%                         0.09483%               100.00000%



Ordinary resolution numbers 2.2: Appointment of auditor: PricewaterhouseCoopers Inc.

                                                                       Abstained
                                                                Disclosed as a %
                                                                   calculated in
                                                                 relation to the
               For                      Against             issued share capital              Shares voted

     4 366 156 710                    2 958 765                        5 319 494             4 369 115 475
         99.93228%                     0.06772%                         0.09483%                100.00000%

Advisory endorsement of remuneration policy Endorsement of remuneration policy

                                                                       Abstained
                                                                Disclosed as a %
                                                                   calculated in
                                                                 relation to the
               For                     Against              issued share capital              Shares voted

     4 142 981 944                 109 790 494                      121 662 531              4 252 772 438
         97.41838%                    2.58162%                         2.16887%                 100.00000%

Ordinary resolution number 3: Placing the unissued ordinary shares under the control of the directors

                                                                      Abstained
                                                               Disclosed as a %
                                                                  calculated in
                                                                relation to the
              For                     Against               issued share capital              Shares voted

    3 505 705 543                 856 958 628                         11 770 798             4 362 664 171
        80.35699%                   19.64301%                           0.20984%                100.00000%

Ordinary resolution number 4: General authority to issue authorised but unissued ordinary shares

                                                                       Abstained
                                                                Disclosed as a %
                                                                   calculated in
                                                                 relation to the
              For                     Against                issued share capital            Shares voted

    4 083 607 861                 279 056 394                         11 770 714            4 362 664 255
        93.60353%                    6.39647%                           0.20984%               100.00000%

Ordinary resolution number 5: Signing authority
                                                                       Abstained
                                                                Disclosed as a %
                                                                   calculated in
                                                                  relation to the
              For                     Against                issued share capital            Shares voted

    4 364 846 707                   4 240 964                           5 347 298           4 369 087 671
        99.90293%                    0.09707%                            0.09533%              100.00000%

Special resolution number 1: General authority to repurchase ordinary shares

                                                                        Abstained
                                                                 Disclosed as a %
                                                                    calculated in
                                                                   relation to the
              For                      Against                issued share capital            Shares voted

    4 299 024 751                   68 407 813                           7 002 405           4 367 432 564
        98.43368%                     1.56632%                            0.12483%              100.00000%


Special resolution number 2.1: Financial assistance to directors and prescribed officers as employee share
scheme beneficiaries
                                                                         Abstained
                                                                   Disclosed as a %
                                                                      calculated in
                                                                    relation to the
             For                       Against                 issued share capital          Shares voted

   4 326 583 572                    33 295 252                           14 556 145         4 359 878 824
       99.23633%                      0.76367%                             0.25949%            100.00000%


Special resolution number 2.2: Financial assistance to related and interrelated entities

                                                                          Abstained
                                                                   Disclosed as a %
                                                                      calculated in
                                                                    relation to the
              For                       Against                issued share capital          Shares voted

    4 349 821 594                    11 020 051                          13 593 324         4 360 841 645
        99.74730%                      0.25270%                            0.24233%            100.00000%


Special resolution number 3: Remuneration of non-executive directors with effect from 1 December 2015

                                                                           Abstained
                                                                    Disclosed as a %
                                                                       calculated in
                                                                     relation to the
             For                     Against                    issued share capital            Shares voted

   4 314 265 763                   54 843 712                              5 325 494           4 369 109 475
       98.74474%                     1.25526%                               0.09494%              100.00000%


Special resolution number 4: Adoption of new Memorandum of Incorporation of the Company

                                                                            Abstained
                                                                     Disclosed as a %
                                                                        calculated in
                                                                      relation to the
              For                      Against                   issued share capital           Shares voted

    3 375 128 366                  993 943 379                              5 363 224          4 369 071 745
        77.25047%                    22.74953%                               0.09561%             100.00000%



Sandton
2 December 2015

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

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