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RBA HOLDINGS LIMITED - Results of annual general meeting

Release Date: 15/12/2016 09:34
Code(s): RBA     PDF:  
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Results of annual general meeting

RBA HOLDINGS LIMITED (IN BUSINESS RESCUE)
(Incorporated in the Republic of South Africa)
(Registration number: 1999/009701/06)
(Share Code: RBA ISIN Code: ZAE000199642)
(“RBA” or “the company”)

RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that, at the annual general meeting of RBA held yesterday, all the
resolutions as set out in the notice of annual general meeting were passed by the requisite
majority of shareholders.

The number of shares voted in person or by proxy was 81,956,424 representing 54.47% of
the total issued share capital of the same class of RBA.

The resolutions proposed at the meeting, together with the percentage of shares voted or
abstained as well as the percentage of votes carried for and against each resolution are
displayed below:


Ordinary Resolution 1.1
Election of Riaan Roos as a director of the company.

 SHARES VOTED                  78,485,912        52,16%
 SHARES ABSTAINED              3,470,512         -
 VOTES FOR                     62,729,365        79,92%
 VOTES AGAINST                 15,756,547        20.08%


Ordinary Resolution 1.2
Election of Pieter Lessingh as a director of the company.

 SHARES VOTED                  78,485,912        52,16%
 SHARES ABSTAINED              3,470,512         -
 VOTES FOR                     62,729,365        79,92%
 VOTES AGAINST                 15,756,547        20.08%


Ordinary Resolution 1.3
Election of Christine Glover as a director of the company.

 SHARES VOTED                  81,903,894        54,43%
 SHARES ABSTAINED              52,530            -
 VOTES FOR                     56,639,461        69,15%
 VOTES AGAINST                 25,264,433        30.85%

Ordinary Resolution 1.4
Election of Rob Baker as an alternate director to Christine Glover.

 SHARES VOTED                  81,903,894        54,43%
 SHARES ABSTAINED              52,530            -
 VOTES FOR                     56,639,461        69,15%
 VOTES AGAINST                 25,264,433        30.85%
Ordinary Resolution 1.5
Election of Martin Nienaber as a director of the company.

 SHARES VOTED                 81,903,894        54,43%
 SHARES ABSTAINED             52,530            -
 VOTES FOR                    81,893,202        99,99%
 VOTES AGAINST                10,692            0.01%

Ordinary Resolution 1.6
Election of Evita Nyandoro as a director of the company.

 SHARES VOTED                 81,903,894        54,43%
 SHARES ABSTAINED             52,530            -
 VOTES FOR                    60,057,443        73,33%
 VOTES AGAINST                21,846,451        26.67%


Ordinary Resolution 1.7
Election of Ken Hopkins as a director of the company.

 SHARES VOTED                 81,903,894        54,43%
 SHARES ABSTAINED             52,530            -
 VOTES FOR                    56,639,461        69,15%
 VOTES AGAINST                25,264,433        30.85%


Ordinary Resolution 2.1:
That Ken Hopkins be re-elected as a member of the company's Audit & Risk Committee.

 SHARES VOTED                 81,903,894        54,43%
 SHARES ABSTAINED             52,530            -
 VOTES FOR                    56,639,461        69,15%
 VOTES AGAINST                25,264,433        30.85%

Ordinary Resolution 2.2:
That Evita Nyandoro be re-elected as a member of the company's Audit & Risk Committee.

 SHARES VOTED                 81,903,894        54,43%
 SHARES ABSTAINED             52,530            -
 VOTES FOR                    60,057,443        73,33%
 VOTES AGAINST                21,846,451        26.67%

Ordinary Resolution 2.3:
The Christine Glover be re-elected as a member of the company's Audit & Risk Committee.

 SHARES VOTED                 81,903,894        54,43%
 SHARES ABSTAINED             52,530            -
 VOTES FOR                    56,639,461        69,15%
 VOTES AGAINST                25,264,433        30.85%

Ordinary Resolution 2.4:
The Martin Nienaber be re-elected as a member of the company's Audit & Risk Committee.

 SHARES VOTED                     81,903,894          54,43%
 SHARES ABSTAINED                 52,530              -
 VOTES FOR                        81,893,202          99,99%
 VOTES AGAINST                    10,692              0.01%

Ordinary Resolution number 3:
Appointment of KPMG Inc, with P Fourie as the designated partner as independent external
auditors of the company for the ensuing year.

 SHARES VOTED                     81,903,894          54,43%
 SHARES ABSTAINED                 52,530              -
 VOTES FOR                        81,893,202          99,99%
 VOTES AGAINST                    10,692              0.01%


Ordinary Resolution 4:
Authority to Directors and/or Company Secretary.

 SHARES VOTED                     81,903,894          54,43%
 SHARES ABSTAINED                 52,530              -
 VOTES FOR                        81,893,202          99,99%
 VOTES AGAINST                    10,692              0.01%

Special Resolution 1:
Approval of the non-executive directors’ fees.

 SHARES VOTED                     81,903,894          54,43%
 SHARES ABSTAINED                 52,530              -
 VOTES FOR                        81,893,202          99,99%
 VOTES AGAINST                    10,692              0.01%

Special resolution no. 2:
Authority to provide financial assistance to related and inter-related companies.

 SHARES VOTED                     81,918,894          54,44%
 SHARES ABSTAINED                 37,530              -
 VOTES FOR                        56,654,461          69.16%
 VOTES AGAINST                    25,264,433          30.84%

All the ordinary resolutions and special resolution no. 1 have passed, however special
resolution no. 2 did not pass.


Johannesburg
15 December 2016

Designated Advisor
Exchange Sponsors

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