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REDEFINE INTERNATIONAL PLC - Annual General Meeting Voting Results

Release Date: 26/01/2016 13:30
Code(s): RPL     PDF:  
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Annual General Meeting Voting Results

REDEFINE INTERNATIONAL P.L.C.
(Incorporated in the Isle of Man)
(Registered number 010534V)
LSE share code: RDI
JSE share code: RPL
ISIN: IM00B8BV8G91
(“Redefine International” or “the Company”)


ANNUAL GENERAL MEETING VOTING RESULTS


Redefine International, a UK Real Estate Investment Trust (“UK-REIT”), is pleased to announce that at the Annual General Meeting
(“AGM”) held today, all the proposed resolutions were duly passed by the required majority on a vote conducted by way of a poll.

As a company with a controlling shareholder, and in accordance with LR9.2.2E of the Listing Rules of the UKLA, the re-election of the
independent Non-executive Directors, namely resolutions 4 to 7 were approved by (i) all shareholders and (ii) the independent shareholders.

The results of voting by all shareholders on the resolutions, which can be found in the Notice of the AGM, were as follows:-

 Resolution                                                                         For        %          Against         %    Withheld*
 1. To adopt the Group and Company’s audited financial
      statements for the year ended 31 August 2015 together with the
      reports of the Directors and Independent Auditors                     964,095,616     99.91         833,611      0.09    3,928,066

 2     To approve the Directors Annual Report on Remuneration               917,640,871     95.57      42,522,746      4.43    8,693,677

 3     To re-elect GA Clarke as a Director                                  966,490,309     99.79       2,048,205      0.21    4,186,955

 4     To re-elect MJW Farrow as a Director                                 967,041,704     99.82       1,740,193      0.18    3,943,573

 5     To re-elect GR Tipper as a Director                                  967,005,757     99.82       1,776,140      0.18    3,943,573

 6     To re-elect SE Ford as a Director                                    967,459,771     99.86       1,322,126      0.14    3,943,573

 7     To re-elect R Orr as a Director                                      967,456,174     99.86       1,328,238      0.14    3,941,058

 8     To re-elect M Wainer as a Director                                   961,409,302     99.24       7,372,594      0.76    3,943,573

 9     To re-elect B Nackan as a Director                                   962,017,275     99.30       6,764,621      0.70    3,943,573

 10    To re-elect MJ Watters as a Director                                 963,462,355     99.85       1,451,366      0.15    3,943,573

 11    To re-elect SJ Oakenfull as a Director                               963,186,982     99.82       1,726,739      0.18    3,943,573

 12    To re-elect D Grant as a Director                                    963,287,613     99.83       1,625,579      0.17    3,944,102

 13    To re-elect A Horsburgh as a Director                                963,185,545     99.82       1,728,176      0.18    3,943,573

 14    To re-appoint KPMG as the Company’s Independent Auditor              964,215,460     99.93         696,884      0.07    3,944,949

 15    To authorise the Directors to determine the remuneration of the
       Independent Auditor                                                  964,875,077     99.99          22,753      0.01    3,959,464

 16    To authorise the Directors to increase the Share Capital of the
       Company.                                                             954,694,580     99.02       9,455,231      0.98    4,717,483

 17    To authorise the Directors to allot Ordinary Shares up to the
       limits contained in the Notice of the AGM                            764,667,397     79.31     199,480,172     20.69    4,709,725

 18    To authorise the Directors to dis-apply pre-emption rights up to
       the limits stated in the Notice of AGM                               769,593,533     79.82     194,570,535     20.18    4,693,225

 19    To authorise the Directors to make market purchases of own
       shares                                                               958,068,064     99.37       6,096,761      0.63    4,692,468

The results of voting by independent shareholders on resolutions 4 to 7, relating to the re-election of the independent Non-executive
Directors, were as follows:-

 Votes excluding controlling shareholders on the Resolutions concerning the election or re-election of the independent Non-
 Executive Directors.
 Resolution                                                                                                                    
                                                                                    For         %         Against         %    Withheld*

 4     To re-elect MJW Farrow as a Director                                 517,284,419     99.66       1,740,193      0.34    3,943,573

 5     To re-elect GR Tipper as a Director                                  517,248,472     99.66       1,776,140      0.34    3,943,573

 6     To re-elect SE Ford as a Director                                    517,702,486     99.75       1,322,126      0.25    3,943,573

 7     To re-elect R Orr as a Director                                      517,698,889     99.74       1,328,238      0.25    3,941,058

*It should be noted that a vote withheld is not a vote in law and will not be counted in the calculation of the proportion of the votes for and
against the resolution.

The Company’s total issued share capital as at 26 January 2016 is 1,495,566,887 ordinary shares of 8 pence each.

It has been noted that a significant amount of shareholders on the JSE register have voted against Resolution 17 and Resolution 18. The
Notice of the AGM explained that these authorities are in line with current UK guidelines. The Board is aware that such guidelines differ to
those in South Africa and will continue to liaise with South African shareholders on such matters.

In accordance with LR 9.6.2 R of the Listing Rules of the UKLA, copies of all resolutions passed by the Company, other than resolutions
concerning ordinary business, have been submitted to the UK’s National Storage Mechanism and will shortly be available for inspection at:
http://www.morningstar.co.uk/uk/NSM and can also be viewed on the Company’s website, www.redefineinternational.com.

For further information:

Redefine International P.L.C.
Michael Watters, Stephen Oakenfull, Janine Ackermann                                             Tel: +44 (0) 20 7811 0100

FTI Consulting
UK Public Relations Adviser
Dido Laurimore, Claire Turvey, Ellie Sweeney                                                     Tel: +44 (0) 20 3727 1000

FTI Consulting
SA Public Relations Adviser
Max Gebhardt                                                                                     Tel: + 27 (0) 11 214 2402

JSE Sponsor
Java Capital                                                                                     Tel: + 27 (0) 11 722 3050

26 January 2016

Notes to editors:

Redefine International (RDI) is a FTSE 250 income focused UK-REIT with a primary listing on the London Stock Exchange and a
secondary listing on the Johannesburg Stock Exchange.

The Group’s investment portfolio is diversified across the retail, commercial and hotel sectors in the UK and Germany with an aggregate
value in excess of £1.3 billion.

Redefine International is focused on delivering sustainable and growing income to shareholders through investment in income yielding assets
let to high quality occupiers on long leases. Capital values are enhanced and protected by asset management and other low capex
development activities.

As a UK-REIT, the Group aims to distribute the majority of its earnings available for distribution on a semi-annual basis, providing investors
with attractive income returns as well as exposure to capital growth opportunities.

For more information on Redefine International, please refer to the Company’s website
www.redefineinternational.com

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