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Results of annual general meeting
Value Group Limited
(Incorporated in the Republic of South Africa)
Registration number: 1997/002203/06
Share code: VLE
ISIN code: ZAE000016507
(“Value Group” or “the company’)
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that, at the annual general meeting of Value Group held on Friday, 21 July
2017, all resolutions as set out in the notice of the Annual General Meeting (“AGM”) were passed by
the requisite majority of members. In this regard, Value Group confirms the voting statistics from the
AGM were as follows:
% Number
Total number of shares that could be voted at the meeting 100% 183,685,669
Total number of shares present/represented including proxies at the meeting 79.81% 146,592,381
Total number of members present in person 7
% of
Votes in % Votes % Shares Absten- shares
favour against voted tions that could
be voted
Ordinary Resolution Number 1:
Re-election of non-executive directors:
1.1. Mr CD Stein 146,462,575 99.93 100,000 0.07 146,562,575 29,806 0.02
1.2. Mr IM Groves 146,462,575 99.93 100,000 0.07 146,562,575 29,806 0.02
Ordinary Resolution Number 2:
Approval of election of audit and
risk committee members:
2.1 Mr IM Groves (chairman) 146,460,775 99.93 101,800 0.07 146,562,575 29,806 0.02
2.2 Mr VW Mcobothi 146,460,775 99.93 101,800 0.07 146,562,575 29,806 0.02
2.3 Mr CD Stein 146,460,775 99.93 101,800 0.07 146,562,575 29,806 0.02
Ordinary Resolution Number 3:
Approval of re-appointment of
external auditor 142,364,739 97.17 4,147,836 2.83 146,512,575 79,806 0.04
Ordinary Resolution Number 4:
Approval of the remuneration policy
by way of a non-binding, advisory
vote 124,494,569 87.38 17,979,220 12.62 142,473,789 4,118,592 2.24
Ordinary Resolution Number 5:
Approval of general authority to
directors to allot and issue
authorised but unissued ordinary
shares 124,444,569 84.94 22,068,006 15.06 146,512,575 79,806 0.04
Ordinary Resolution Number 6:
Approval of authority to allot and
issue ordinary shares for cash 128,842,405 87.94 17,670,170 12.06 146,512,575 79,806 0.04
Ordinary Resolution Number 7:
Approval of disposal of shares to
The Value Group Share Incentive
Trust 132,331,191 90.38 14,081,384 9.62 146,412,575 179,806 0.10
Ordinary Resolution Number 8:
Approval of signing authority 146,062,575 99.73 400,000 0.27 146,462,575 129,806 0.07
Special Resolution Number 1:
Approval of general authority to
acquire (repurchase) company shares 146,412,575 99.93 100,000 0.07 146,512,575 79,806 0.04
Special Resolution Number 2:
Approval of the remuneration of
the non-executive directors 137,474,153 94.12 8,582,333 5.88 146,056,486 535,895 0.29
Special Resolution Number 3:
Authority to provide financial
assistance to any company or
corporation which is related or inter-
related to the company 128,061,155 87.42 18,427,420 12.58 146,488,575 103,806 0.06
For and on behalf of the Board
Johannesburg
21 July 2017
Sponsor
Investec Bank Limited
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