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ASPEN PHARMACARE HOLDINGS LIMITED - Report on Annual General Meeting proceedings

Release Date: 07/12/2016 10:00
Code(s): APN     PDF:  
Wrap Text
Report on Annual General Meeting proceedings

ASPEN PHARMACARE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number 1985/0002935/06
Share code: APN
ISIN: ZAE000066692
("Aspen Holdings" or "the Company")


REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS

Shareholders are advised that, at the Annual General Meeting (AGM”) of members held on Tuesday,
6 December 2016, a total of 325 961 981 or 71.41% of issued shares (456 435 185) were voted and
that the further voting statistics from this AGM are confirmed to be as follows:

1      Ordinary resolution number 1: Presentation and adoption of Annual Financial Statements

        For                   Against               Abstain                  Shares voted
        325 022 321           50                    939 610                  325 022 371
        100.00000%            0.00000%                                       100.00000%

2      Ordinary resolution number 2: Presentation and noting of the Social & Ethics Committee
       Report

        For                   Against               Abstain                  Shares voted
        324 901 999           120                   1 059 862                324 902 119
        100.00%               0.00%                                          100.00%

3      Ordinary resolution number 3.a: Re-election of John Buchanan retiring by rotation and
       available for re-election

        For                   Against               Abstain                  Shares voted
        273 494 082           51 677 382            790 517                  325 171 464
        84.11%                15.89%                                         100.00%

4      Ordinary resolution number 3.b: Re-election of Maureen Manyama retiring by rotation and
       available for re-election

        For                   Against               Abstain                  Shares voted
        324 640 178           531 256               790 437                  325 171 434
        99.84%                0.16%                                          100.00%

5      Ordinary resolution number 3.c: Re-election of Babalwa Ngonyama retiring by rotation and
       available for re-election

        For                   Against               Abstain                  Shares voted
        322 628 641           2 542 583             790 757                  325 171 224
        99.22%                0.78%                                          100.00%

6      Ordinary resolution number 3.d: Re-election of David Redfern retiring by rotation and
       available for re-election

        For                   Against               Abstain                  Shares voted
        297 259 109           27 524 756            1 178 116                324 783 865
        91.53%                8.47%                                          100.00%

7    Ordinary resolution number 3.e: Re-election of Sindi Zilwa retiring by rotation and available
     for re-election

      For                   Against                Abstain                  Shares voted
      295 185 765           29 985 259             790 957                  325 171 024
      90.78%                9.22%                                           100.00%

8    Ordinary resolution number 4: Re-appointment of PricewaterhouseCoopers as independent
     external auditors

      For                   Against                Abstain                  Shares voted
      278 270 947           46 978 058             712 976                  325 429 005
      85.56%                14.44%                                          100.00%

9    Ordinary resolution number 5.a: Election of Roy Andersen as a member of the Audit & Risk
     Committee

      For                   Against                Abstain                  Shares voted
      325 073 072           57 222                 831 687                  325 130 294
      99.98%                0.02%                                           100.00%

10   Ordinary resolution number 5.b: Election of John Buchanan as a member of the Audit & Risk
     Committee

      For                   Against                Abstain                  Shares voted
      272 895 247           52 275 807             790 927                  325 171 054
      83.92%                16.08%                                          100.00%

11   Ordinary resolution number 5.c: Election of Maureen Manyama as a member of the Audit &
     Risk Committee

      For                   Against                Abstain                  Shares voted
      325 112 398           58 856                 790 727                  325 171 254
      99.98%                0.02%                                           100.00%

12   Ordinary resolution number 5.d: Election of Babalwa Ngonyama as a member of the Audit &
     Risk Committee

      For                   Against                Abstain                  Shares voted
      309 227 583           15 943 741             790 657                  325 171 254
      95.10%                4.90%                                           100.00%

13   Ordinary resolution number 5.e: Election of Sindi Zilwa as a member of the Audit & Risk
     Committee

      For                   Against                Abstain                  Shares voted
      299 231 715           25 909 259             821 007                  325 140 974
      92.03%                7.97%                                           100.00%

14   Ordinary resolution number 6: Unissued shares placed under the control of directors (5%)

      For                   Against                Abstain                  Shares voted
      297 259 346           28 032 215             670 420                  325 291 561
      91.38%                8.62%                                           100.00%
15   Ordinary resolution number 7: General but restricted authority for the directors to issue
     shares for cash (5%)

      For                   Against                 Abstain                  Shares voted
      300 891 496           24 400 089              670 396                  325 291 585
      92.50%                7.50%                                            100.00%

16   Ordinary resolution number 8: Endorsement of the remuneration policy by way of a non-
     binding advisory vote

      For                   Against                 Abstain                  Shares voted
      311 213 810           13 592 481              1 155 690                324 806 291
      95.82%                4.18%                                            10.00%


17   Ordinary resolution number 9: Authorisation of an executive director to sign necessary
     documents to implement ordinary and special resolutions

      For                   Against                 Abstain                  Shares voted
      325 291 039           120                     670 822                  325 291 159
      100.00%               0.00%                                            100.00%

18   Special resolution number 1.1a: Remuneration of non-executive directors - Chairman

      For                   Against                 Abstain                  Shares voted
      321 218 656           3 586 046               1 157 279                324 804 702
      98.90%                1.10%                                            100.00%

19   Special resolution number 1.1b: Remuneration of non-executive directors – Board Member

      For                   Against                 Abstain                  Shares voted
      325 122 925           45 568                  793 488                  325 168 493
      99.99%                0.01%                                            100.00%

20   Special resolution number 1.2a: Remuneration of non-executive directors – Audit & Risk
     Committee Chairman

      For                   Against                 Abstain                  Shares voted
      325 121 811           46 682                  793 488                  325 168 493
      99.99%                0.01%                                            100.00%

21   Special resolution number 1.2b: Remuneration of non-executive directors – Audit & Risk
     Committee Member

      For                   Against                 Abstain                  Shares voted
      325 162 985           5 498                   793 498                  325 168 483
      100.00%               0.00%                                            100.00%

22   Special resolution number 1.3a: Remuneration of non-executive directors – Remuneration &
     Nomination Committee Chairman

      For                   Against                 Abstain                  Shares voted
      323 170 086           1 998 397               793 498                  325 168 483
      99.39%                0.61%                                            100.00%

23   Special resolution number 1.3b: Remuneration of non-executive directors – Remuneration &
     Nomination Committee Member

      For                  Against                Abstain                  Shares voted
      323 170 086          1 998 397              793 498                  325 168 483
      99.39%               0.61%                                           100.00%

24   Special resolution number 1.4a: Remuneration of non-executive directors – Social & Ethics
     Committee Chairman

      For                  Against                Abstain                  Shares voted
      325 162 985          5 498                  793 498                  325 168 483
      100.00%              0.00%                                           100.00%

25   Special resolution number 1.4b: Remuneration of non-executive directors – Social & Ethics
     Committee Member

      For                  Against                Abstain                  Shares voted
      325 162 985          5 498                  793 498                  325 168 483
      100.00%              0.00%                                           100.00%

26   Special resolution number 2: Financial assistance to related or inter-related company

      For                  Against                Abstain                  Shares voted
      302 847 653          22 322 127             792 201                  325 169 780
      93.14%               6.86%                                           100.00%

27   Special resolution number 3: General authority to repurchase shares

      For                  Against                Abstain                  Shares voted
      319 957 526          5 291 322              713 133                  325 248 848
      98.37%               1.63%                                           100.00%




Durban
7 December 2016

Sponsor
Investec Bank Limited

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