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BRIMSTONE INVESTMENT CORPORATION LIMITED - Results of annual general meeting

Release Date: 11/05/2017 14:30
Code(s): BRT BRN     PDF:  
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Results of annual general meeting

Brimstone Investment Corporation Limited
(Incorporated in the Republic of South Africa)
(Registration number 1995/010442/06)
(ISIN Number : ZAE000015277 Share Code : BRT)
(ISIN Number : ZAE000015285 Share Code : BRN)
("Brimstone”)

RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that the voting results for the annual general meeting of Brimstone which was held
on Wednesday, 10 May 2017 at Old Mutual Business School, Presentation Room, West Campus Building, Jan
Smuts Drive, Pinelands, Cape Town, are as follows:

 Resolution                                    Number of       Percentage          For**      Against**    Abstained***
                                                ordinary      of ordinary             %              %              %
                                            shares & “N”     shares & “N”
                                                ordinary         ordinary
                                            shares voted        shares in
                                                                  issue*
                                                                      %
 1.   To receive, consider and adopt the    2 854 459 271           63.2            100              0              0
      consolidated and separate annual
      financial statements, the
      directors’ report, Audit and Risk
      Committee Report and social and
      ethics committee report for the
      year ended 31 December 2016
 2.   To confirm annual dividend            2 854 459 271           63.2            100              0              0
      number 16
 3.   Ordinary resolution number 1: Re-
      election of directors
 3.1  N Khan                                2 854 459 271           63.2            100              0              0
 3.2  KR Moloko                             2 854 459 271           63.2            100              0              0
 3.3  LA Parker                             2 854 459 271           63.2            100              0              0
 3.4  F Robertson                           2 854 459 271           63.2           98.0            2.0              0
 4.   Ordinary resolution number 2:
      Appointment of members of the
      audit and risk committee
 4.1  N Khan (Chairman) (subject to his     2 854 459 271           63.2           99.7            0.3              0
      re-election as a director)
 4.2  PL Campher                            2 854 459 271           63.2            100              0              0
 4.3  KR Moloko (subject to her re-         2 854 459 271           63.2            100              0              0
      election as a director)
 4.4  LA Parker                             2 854 459 271           63.2           99.6            0.4              0
 4.5  FD Roman                              2 854 459 271           63.2           99.9            0.1              0
 5.   Ordinary resolution number 3: Re-     2 854 459 271           63.2           99.8            0.2              0
      appointment of auditors
 6.   Ordinary resolution number 4: To      2 854 459 271           63.2           85.0           15.0              0
      place the unissued shares under
      the directors’ control
 7.   Ordinary resolution number 5:         2 854 459 271           63.2           84.9           15.1              0
      Approval to issue shares for cash
 8.   Ordinary resolution number 6:         2 854 459 271           63.2           99.0            1.0              0
      Specific authority to issue shares
      to afford shareholders dividend
    
 Resolution                                     Number of       Percentage           For**      Against**     Abstained***
                                                 ordinary      of ordinary              %              %               %
                                             shares & “N”     shares & “N”
                                                 ordinary         ordinary
                                             shares voted        shares in
                                                                    issue*
                                                                         %
     reinvestment alternatives
 9.  Non-binding advisory vote:             2 854 459 271             63.2           96.8             3.2              0
     Remuneration policy
 10. Special resolution number 1: Non-      2 854 459 271             63.2            100               0              0
     executive directors fees
 11. Special resolution number 2:           2 854 459 271             63.2           99.1             0.9              0
     General authority to repurchase
     Ordinary and “N” Ordinary shares
 12. Special resolution number 3 :          2 854 459 271             63.2            100               0              0
     Specific authority to repurchase
     Ordinary and “N” Ordinary shares
 13. Special resolution number 4:           2 854 459 271             63.2           96.1             3.9              0
     General authority for financial
     assistance in terms of Section 44
     of the Act
 14. Special resolution number 5:           2 854 459 271             63.2           96.9             3.1              0
     General authority for financial
     assistance in terms of Section 45
     of the Act
 15. Special resolution number 6:           2 854 459 271             63.2            100               0              0
     Approval of amendment to
     clauses 16.2 and 18.3 of the MOI
 16. Special resolution number 7:           2 854 459 271             63.2            100               0              0
     Approval of amendment to clause
     29.3.3 of the MOI
 17. Special resolution number 8:           2 854 459 271             63.2           99.0             1.0              0
     Authority to issue shares to
     persons falling within the ambit of
     Section 41(1) of the Act for the
     purpose of distribution
     reinvestment alternatives

*           Based on Brimstone ordinary shares carrying 100 votes per ordinary share and Brimstone “N”
            ordinary shares carrying 1 vote per “N” ordinary share.
**          Based on 4 275 760 400 ordinary votes (representing 42 757 604 ordinary shares in issue) and 240
            716 281 “N” ordinary votes (representing 240 716 281 “N” ordinary shares in issue) at the date of the
            annual general meeting.
***         In relation to the total number of ordinary shares and “N” ordinary shares in issue at the date of the
            annual general meeting.

Based on the above voting results, all resolutions were passed by the requisite majority of Brimstone
shareholders present in person or represented by proxy at the annual general meeting.

Cape Town
11 May 2017

Sponsor
Nedbank Corporate and Investment Banking
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