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ALVIVA HOLDINGS LIMITED - Results of Alviva Annual General Meeting and changes to the board of directors

Release Date: 24/11/2017 09:47
Code(s): AVV     PDF:  
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Results of Alviva Annual General Meeting and changes to the board of directors

Alviva Holdings Limited
(Formerly Pinnacle Holdings Limited)
(Incorporated in the Republic of South Africa)
Registration number 1986/000334/06
Share Code: AVV
ISIN: ZAE000227484
(“Alviva” or “The Company”)

RESULTS OF ALVIVA ANNUAL GENERAL MEETING (“AGM” or “ALVIVA AGM”) AND CHANGES TO
THE BOARD OF DIRECTORS (“THE BOARD”)

Shareholders are advised that all the ordinary and special resolutions tabled at the AGM of Alviva held
on Thursday, 23 November 2017 were passed by the requisite majority of shareholders.

In this regard and in accordance with paragraph 3.91 of the JSE Limited (“JSE”) Listings Requirements,
the detailed voting results of the Alviva AGM are set out below:

        - Total number of Alviva shares that could have been voted at the AGM: 158 646 714

        - Total number of Alviva shares that were present/represented at the AGM: 96 172 344
          being 61% of the total number of Alviva shares that could have been voted at the AGM

                                                           NUMBER OF VOTES (ONE           ABSTAINED AS
                                           SHARES
                                                               PER SHARE)                       A
                                           VOTED
 RESOLUTIONS                                                                               PERCENTAGE
                                         EXCLUDING        IN FAVOUR
                                                                            AGAINST        OF VOTABLE
                                        ABSTENTIONS           OF                             SHARES
 Special resolutions
 1. Issue of a general authority for
    the Company to repurchase its           95 955 706      95 880 005          75 701           216 638
    own shares
    Percentage                                   60.48%         99.92%           0.08%             0.14%

 2. Issue of a general authority to
    provide financial assistance in
                                            96 097 515      96 089 975            7 540           74 829
    terms of section 44 of the
    Companies Act
    Percentage                                   60.57%         99.99%           0.01%             0.05%

 3. Issue of a specific authority to
    provide financial assistance in
                                            96 097 815      95 936 506         161 309            74 529
    terms of section 44 of the
    Companies Act
    Percentage                                   60.57%         99.83%           0.17%             0.05%

 4. Approval of the fee structure to
    be paid to non-executive                96 097 375      96 095 943            1 432           74 969
    directors
    Percentage                                   60.57%       100.00%            0.00%             0.05%
Ordinary resolutions
1. Re-appointment of retiring
   directors
   1.1 Re-appointment of Ms SH
        Chaba as a non-executive    96 108 815   96 107 243       1 572     63 529
        director
   Percentage                          60.58%      100.00%        0.00%     0.04%

2. Appointment of the Audit and
   Risk Committee members
   2.1 Ms N Medupe –
                                    96 108 375   96 107 243       1 132     63 969
        Chairperson
   Percentage                          60.58%      100.00%        0.00%     0.04%

   2.2 Ms SH Chaba – Member         96 108 375   96 107 243       1 132     63 969
   Percentage                           60.58%     100.00%        0.00%      0.04%

3. Approval to re-appoint
   SizweNtsalubaGobodo
                                    95 955 706   83 779 816   12 175 890   216 638
   Incorporated and Mr A
   Philippou as auditors
   Percentage                          60.48%       87.31%       12.69%     0.14%

4. Endorsement of the Company’s
   Remuneration Policy and its      96 097 075   95 714 154     382 921     75 269
   implementation
   Percentage                          60.57%       99.60%        0.40%     0.05%

5. General authorisation to place
   unissued shares under the        96 096 635   95 000 377    1 096 258    75 709
   control of the directors
   Percentage                          60.57%       98.86%        1.14%     0.05%

6. General authorisation to issue
                                    96 108 735   95 166 046     942 689     63 609
   shares for cash
   Percentage                          60.58%       99.02%        0.98%     0.04%

7. Authorisation of directors to
   implement special and ordinary   96 108 735   96 079 337      29 038     63 969
   resolutions
   Percentage                          60.58%       99.97%        0.03%     0.04%
The special resolutions will be submitted to the Companies and Intellectual Property Commission
(“CIPC”) in due course for filing or registration where applicable.

Mr B Sibiya, the company’s lead independent director, has retired in compliance with the MOI
requirement that one-third or more of the non-executive directors must retire at each AGM and has
opted not to make himself available for re-election. A new lead independent director and audit
committee member will be appointed shortly.

Midrand

24 November 2017

SPONSOR:
Deloitte & Touche Sponsor Services (Pty) Ltd

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