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Results of Annual General Meeting and changes to the board of directors
Tharisa plc
(Incorporated in the Republic of Cyprus with limited liability)
(Registration number HE223412)
JSE share code: THA
LSE share code: THS
ISIN: CY0103562118
('Tharisa')
Results of Annual General Meeting and changes to the board of directors
Shareholders are advised that all the resolutions tabled at the Annual General Meeting of
shareholders held on Wednesday, 1 February 2017 (in terms of the notice dispatched on Thursday,
22 December 2016), were passed by the requisite majority. A poll was conducted on each resolution.
Details of the results of voting at the Annual General Meeting are as follows:
Total number of shares in issue on 1 February 2017: 256 981 571
Total number of shares entitled to vote at the Annual General Meeting: 256 981 571
Total shares
Resolution For Against voted in person Abstained
or by proxy
Shares Shares Shares Shares
% of shares % of shares % of issued % of issued
voted voted share capital share capital
Ordinary resolution 1: 198 832 585 - 198 832 585 61 807
Adoption of Annual
100% 0% 77.372% 0.024%
Financial Statements
Ordinary resolution 2: 198 576 822 - 198 576 822 317 570
Re-appointment of KPMG
100% 0% 77.273% 0.124%
as external auditors
Ordinary resolution 3.1: 198 830 685 1 900 198 832 585 61 807
Re-election of Dr Omar
Kamal as a non-executive 99.999% 0.001% 77.372% 0.024%
director
Ordinary resolution 3.2: 198 832 585 - 198 832 585 61 807
Re-election of Dr Carol Bell
as a non-executive 100% 0% 77.372% 0.024%
director
Ordinary resolution 4: 155 819 567 42 757 255 198 576 822 317 570
Placement of authorised
but unissued shares under 78.468% 21.532% 77.273% 0.124%
the directors’ control
Ordinary resolution 5: 155 760 572 42 759 155 198 519 727 374 665
Dis-application of pre-
78.461% 21.539% 77.251% 0.146%
emptive rights
Ordinary resolution 6: 151 094 421 47 482 401 198 576 822 317 570
General authority to issue
76.089% 23.911% 77.273% 0.124%
shares for cash
Ordinary resolution 7: 191 787 793 6 786 399 198 574 192 320 200
Approval of the Group
96.582% 3.418% 77.272% 0.125%
remuneration policy
Special resolution 1: 198 748 061 84 524 198 832 585 61 807
General authority to
9 9.957% 0.043% 77.372% 0.024%
repurchase shares
Special resolution 2: 198 773 590 1 900 198 775 490 118 902
Capital reduction 99.999% 0.001% 77.350% 0.046%
Ordinary resolution 8: 198 832 585 - 198 832 585 61 807
Directors’ authority to
100% 0% 77.372% 0.024%
implement resolutions
Retirement and appointment of non-executive directors
In compliance with Section 3.59 of the Listings Requirements of the JSE Limited, the Tharisa Board of
Directors (the Board) hereby notifies its shareholders of the following changes to the Board:
As per the Notice of Annual General Meeting, Mr Brian Chi Ming Cheng, a non-executive director,
retired by rotation at the Annual General Meeting and did not make himself available for re-election.
Brian is consequently no longer a director of Tharisa, effective 1 February 2017. The Board thanks
Brian for the invaluable contribution he has made to the Group over the period he has served on the
Board.
The Board is pleased to announce that Brian Cheng’s alternate director, Joanna Ka Ki Cheng, has
been appointed to the Board as a non-executive director with effect from 1 February 2017.
Joanna, a Canadian national, is a Chartered Accountant and a member of the Institute of Chartered
Accountants of Ontario, Canada. She has more than 20 years’ experience in business development,
investment and management and is the Director – Environment of NWS Infrastructure
Management Limited, a wholly owned subsidiary of NWS Holdings Limited. Before joining NWS
Infrastructure Management Limited, Joanna worked at audit firms in Canada and Hong Kong.
The Board welcomes Joanna and looks forward to her continued contribution.
Paphos, Cyprus
1 February 2017
JSE Sponsor
Investec Bank Limited
Investor Relations contact:
Tharisa plc
Sherilee Lakmidas
+27 11 996 3538
+27 79 276 2529
slakmidas@tharisa.com
Broker contacts:
Peel Hunt LLP (Joint Broker)
Matthew Armitt / Ross Allister
+44 207 7418 8900
BMO Capital Markets Limited (Joint Broker)
Jeffrey Couch/Neil Haycock/Thomas Rider
+44 020 7236 1010
Date: 02/02/2017 08:59:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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