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Report on Annual General Meeting proceedings
THE BIDVEST GROUP LIMITED
(“Bidvest” or “The Group”)
(Incorporated in the Republic of South Africa)
(Registration number 1946/021180/06)
JSE Share code: BVT
ISIN: ZAE000117321
REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS
Bidvest shareholders are advised that at the Annual General Meeting of members held on Monday, November
28 2016, all the ordinary and special resolutions as proposed in the Notice of the Annual General Meeting
were approved by the requisite majority of members. In this regard, Bidvest confirms the voting statistics from
the AGM as follows:
1 Ordinary resolution number 1: To re-appoint the external auditors
For Against Abstain Shares voted
216 806 375 8 177 951 3 924 717 228 909 043
96.36510% 3.63490% 1.17927% 100.00000%
2 Ordinary resolution number 2.1: Re-election of director appointed during the year – HP Meijer
For Against Abstain Shares voted
224,282,085 4,055,594 571,364 228,337,679
98.22386% 1.77614% 0.17168% 100.00000%
3 Ordinary resolution number 2.2: Directors retiring by rotation and available for re-election – B Joffe
For Against Abstain Shares voted
222,363,928 5,975,053 570,062 228,338,981
97.38325% 2.61675% 0.17129% 100.00000%
4 Ordinary resolution number 2.3: Directors retiring by rotation and available for re-election – AW
Dawe
For Against Abstain Shares voted
224,636,216 3,701,463 571,364 228,337,679
98.37895% 1.62105% 0.17168% 100.00000%
5 Ordinary resolution number 2.4: Directors retiring by rotation and available for re-election – NT
Madisa
For Against Abstain Shares voted
224,611,000 3,726,679 571,364 28,337,679
98.36791% 1.63209% 0.17168% 100.00000%
6 Ordinary resolution number 2.5: Directors retiring by rotation and available for re-election – S
Masinga
For Against Abstain Shares voted
225,888,542 2,449,137 571,364 228,337,679
98.92741% 1.07259% 0.17168% 100.00000%
7 Ordinary resolution number 3.1: Election of audit committee members – EK Diack
For Against Abstain Shares voted
222,746,498 591,133 571 412 228,337,631
99.74111% 0.25889% 0.17169% 100.00000%
8 Ordinary resolution number 3.2: Election of audit committee members – S Masinga
For Against Abstain Shares voted
227,746,496 591,133 571 414 228,337,629
99.74111% 0.25889% 0.17169% 100.00000%
9 Ordinary resolution number 3.3: Election of audit committee members – NG Payne
For Against Abstain Shares voted
217,923,554 10,414,075 571,414 228,337,629
95.43918% 4.56082% 0.17169% 100.00000%
10 Ordinary resolution number 4.1: Endorsement of Bidvest remuneration report – non-binding advisory
note: “Part 1 –Section 1 Policy on base package and benefits”
For Against Abstain Shares voted
226,281,640 2,045,834 581,569 228,327,474
99.10399% 0.89601% 0.17475% 100.00000%
11 Ordinary resolution number 4.2: Endorsement of Bidvest remuneration report – non-binding advisory
note: “Part 1 –Section 2 Policy on short-term incentives”
For Against Abstain Shares voted
217,500,212 10,827,264 581,567 228,327,476
95.25801% 4.74199% 0.17475% 100.00000%
12 Ordinary resolution number 4.3: Endorsement of Bidvest remuneration report – non-binding advisory
note: “Part 1 –Section 3 Policy on long-term incentives”
For Against Abstain Shares voted
155,236,899 73,090,577 581,567 228,327,476
67.98871% 32.01129% 0.17475% 100.00000%
13 Ordinary resolution number 5: General authority to directors to allot and issue authorised but
unissued ordinary shares
For Against Abstain Shares voted
205,579,912 21,950,226 1,378,905 227,530,138
90.35283% 9.64717% 0.41432% 100.00000%
14 Ordinary resolution number 6: General authority to issue shares for cash
For Against Abstain Shares voted
205,689,006 21,841,063 1,378,974 227,530,069
90.40080% 9.59920% 0.41434% 100.00000%
15 Ordinary resolution number 7: Payment of dividend by way of pro rata reduction of share premium
For Against Abstain Shares voted
228,331,093 5,726 572,224 228,336,819
99.99749% 0.00251% 0.17194% 100.00000%
16 Ordinary resolution number 8: Creation and Issue of convertible debentures
For Against Abstain Shares voted
212,440,834 15,845,753 622,456 228,286,587
93.05883% 6.94117% 0.18703% 100.00000%
17 Ordinary resolution number 9: Directors’ authority to implement special and ordinary resolutions
For Against Abstain Shares voted
228,336,969 1,312 570,762 228,338,281
99.99943% 0.00057% 0.17150% 100.00000%
18 Special resolution number 1: General authority to acquire (repurchase) shares
For Against Abstain Shares voted
220,174,468 8,112,875 621,700 228,287,343
96.44620% 3.55380% 0.18680% 100.00000%
19 Special resolution number 2: Approval of non-executive directors’ remuneration - 2016/17
For Against Abstain Shares voted
228,230,933 101,386 576,724 228,332,319
99.95560% 0.04440% 0.17329% 100.00000%
20 Special resolution number 3: General authority to provide direct or indirect financial assistance to all
related and inter-related entities
For Against Abstain Shares voted
224,899,111 3,438,678 571,254 228,337,789
98.49404% 1.50596% 0.17165% 100.00000%
Date: November 28 2016
Johannesburg
Sponsor: Investec Bank Limited
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