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Report on proceedings at the annual general meeting
RCL FOODS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1966/004972/06)
Share code: RCL
ISIN: ZAE000179438
("RCL FOODS" or "the Company")
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING
At the 51st(fifty first) annual general meeting ("AGM") of the shareholders of RCL FOODS held today, 8
November 2017, all the ordinary and special resolutions proposed at the meeting were approved by the
requisite majority of votes. In this regard, RCL FOODS confirms the voting statistics from the AGM as
follows:
Shares
Resolutions Votes carried disclosed Shares voted abstained
as a percentage in disclosed as disclosed as
relation to the total Number of a percentage a percentage
number of shares voted shares voted in relation in relation
at the meeting to the total to the total
issued share issued share
capital* capital*
For Against
Ordinary resolutions
1 Adoption of annual
financial statements 99,99890 0,00110 906,919,431 96,91203 0,01671
Re-election of directors
2.1 Mr RV Smither 99,99890 0,00110 905,982,011 96,81186 0,11688
2.2 Mr DTV Msibi 99,99864 0,00136 905,982,011 96,81186 0,11688
2.3 Mr GM Steyn 99,99890 0,00110 905,982,011 96,81186 0,11688
2.4 Mr M Dally 99,99890 0,00110 906,919,431 96,91203 0,01671
2.5 Mr RH Field 99,99502 0,00498 906,919,431 96,91203 0,01671
3 Re-appointment of external
auditors 91,31930 8,68070 906,919,431 96,91203 0,01671
Election of members of the Audit Committee
4.1 Mr NP Mageza 99,89881 0,10119 905,982,011 96,81186 0,11688
4.2 Mr DTV Msibi 99,99864 0,00136 905,982,011 96,81186 0,11688
4.3 Mr RV Smither 99,99890 0,00110 905,982,011 96,81186 0,11688
5 Control of authorised but
unissued shares 83,19074 16,80926 906,919,431 96,91203 0,01671
6 Non-binding advisory vote
on the remuneration policy 86,75516 13,24484 906,919,431 96,91203 0,01671
of the company
7 Enabling resolution 91,63766 8,36234 906,066,761 96,82092 0,10783
Special resolutions
1 Financial assistance in
terms of sections 44 and 45 89,06254 10,93746 906,919,431 96,91203 0,01671
of the Companies Act, 2008
2 Approval of non-executive
directors’ remuneration 99,99865 0,00135 906,919,431 96,91203 0,01671
*Total issued share capital is 935,817,145 shares.
The special resolution/s will, where necessary, be lodged for registration with the Companies and
Intellectual Property Commission in due course.
Durban
8 November 2017
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
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