CLIENTELE LIMITED - Results of Annual General Meeting

Release Date: 26/10/2017 17:00
Code(s): CLI
 
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Results of Annual General Meeting

CLIENTELE LIMITED
Incorporated in the Republic of South Africa
Registration Number: 2007/023806/06
Share code: CLI
ISIN: ZAE000117438
("Clientele")

RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that at the Annual General Meeting held today, 26
October 2017, all ordinary resolutions, endorsements and special resolutions,
as specified in the notice of the meeting, were passed by the requisite
majority of shareholders.

A total of 295 387 090 or 88.37% of the issued shares (334 275 523) were
represented at this AGM (including abstentions). The votes carried for and
against each resolution are disclosed as percentages in relation to the total
number of shares voted. Voting statistics from this AGM are confirmed to be
as follows:

1. Ordinary resolution number 1: Presentation and adoption of the annual
financial statements

For            Against        Abstain          Shares voted
295 386 030    0              1 060            295 386 030
100.00%        0.00%          0.00032%         100.00%

2. Ordinary resolution number 2: To re-elect Mr. Phethedi Gideon Nkadimeng as
a director

For            Against        Abstain          Shares voted
295 386 030    0              1 060            295 386 030
100.00%        0.00%          0.00032%         100.00%

3. Ordinary resolution number 3: To re-elect Mr. Gavin Quentin Routledge as a
director

For            Against        Abstain          Shares voted
295 386 030    0              1 060            295 386 030
100.00%        0.00%          0.00032%         100.00%

4. Ordinary resolution number 4: To re-elect Mr. Adrian Domonic t’Hooft as a
director

For            Against        Abstain          Shares voted
293 415 597    1 970 433      1 060            295 386 030
99.33293%      0.66707%       0.00032%         100.00%

5. Ordinary resolution number 5: To re-elect Mr. Iain Bruce Hume as a
director

For            Against        Abstain          Shares voted
295 386 030    0              1 060            295 386 030
100.00%        0.00%          0.00032%         100.00%
6. Ordinary resolution number 6: To elect the external auditors (PWC), with
Mrs Alsue du Preez being the designated audit partner, to hold office until
the conclusion of the next annual general meeting

For            Against        Abstain        Shares voted
295 385 714    316            1 060          295 386 030
99.99989%      0.00011%       0.00032%       100.00%

7. Ordinary resolution number 7: To elect Mr. Robert Donald Williams as a
group audit committee member

For            Against        Abstain        Shares voted
295 386 030    0              1 060          295 386 030
100.00%        0.00%          0.00032%       100.00%

8. Ordinary resolution number 8: To elect Mr. Barry Anthony Stott as a group
audit committee member

For            Against        Abstain        Shares voted
295 386 030    0              1 060          295 386 030
100.00%        0.00%          0.00032%       100.00%

9. Ordinary resolution number 9: To elect Ms. Dineo Molefe as a group audit
committee member

For            Against        Abstain        Shares voted
295 386 030    0              1 060          295 386 030
100.00%        0.00%          0.00032%       100.00%

10. Ordinary resolution number 10: To place the unissued shares of the
company under the control of the directors of the company until the next
annual general meeting with the authority to allot and issue shares in the
capital of the company

For            Against        Abstain        Shares voted
281 160 306    14 225 724     1 060          295 386 030
95.18402%      4.81598%       0.00032%       100.00%

11. Ordinary resolution number 11: To approve the directors to issue shares
under the Clientele Share Appreciation Rights (SAR) Scheme

For            Against        Abstain        Shares voted
286 977 514    8 408 516      1 060          295 386 030
97.15338%      2.84662%       0.00032%       100.00%

12. Ordinary resolution number 12: To approve the directors to issue shares
under the Clientele Bonus Rights Scheme

For            Against        Abstain        Shares voted
286 977 514    8 408 516      1 060          295 386 030
97.15338%      2.84662%       0.00032%       100.00%


13. Endorsement number 1: To endorse on a non-binding advisory basis the
company’s abridged remuneration policy as set out on pages 37 to 45 of the
integrated annual report
For               Against     Abstain        Shares voted
292 028 528       3 351 502   7 060          295 380 030
98.86536%         1.13464%    0.00211%       100.00%

14. Special resolution number 1: To consider and approve the remuneration of
the non-executive directors for June 2017 to take account of the imposition
of VAT on fees charged by non-executive directors

For               Against     Abstain        Shares voted
295 385 714       316         1 060          295 386 030
99.99989%         0.00011%    0.00032%       100.00%

15. Special resolution number 2: To consider and approve the remuneration of
the non-executive directors for the 2018 financial year

For               Against     Abstain        Shares voted
295 313 714       72 316      1 060          295 386 030
99.97552%         0.02448%    0.00032%       100.00%

16. Special resolution number 3: To consider and approve the financial
assistance, up to a maximum of R200m in aggregate, to inter-related parties
and directors as per section 45 of the Companies Act 2008

For               Against     Abstain        Shares voted
295 385 714       316         1 060          295 386 030
99.99989%         0.00011%    0.00032%       100.00%

17. Special resolution number 4: To consider and approve the general
authority to repurchase up to 20% of the share capital of the company

For               Against     Abstain        Shares voted
295 288 093       97 937      1 060          295 386 030
99.96684%         0.03316%    0.00032%       100.00%

26 October 2017

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
Registration number 1970/003711/07

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