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Results of Annual General Meeting
Cognition Holdings Limited
(formerly FoneWorx Holdings Limited)
Incorporated in the Republic of South Africa
(Registration number 1997/010640/06)
Share code: CGN ISIN: ZAE000197042
(“Cognition” or “the Company” or “the Group”)
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that, at the annual general meeting of Cognition held today, all the resolutions
as set out in the notice of annual general meeting, except for “Ordinary resolution number 2: Control of
authorised but unissued ordinary shares” and “Ordinary resolution number 3: Approval to issue ordinary
shares, and to sell treasury shares, for cash”, were passed by the requisite majority of shareholders.
The number of shares voted in person or by proxy was 118 352 248, representing 86% of the total issued
share capital of the same class of Cognition shares.
The resolutions proposed at the meeting, together with the percentage of shares abstained, as well as
the percentage of votes carried for and against each resolution, are set out below:
% of votes % of votes
carried for the against the % of shares
Resolution resolution resolution abstained
To receive, consider and adopt the annual financial
statements of the Company and Group for the financial
year ended 30 June 2017 95.28 4.72 0.02
To re-elect Gaurang Mooney to the Board of Cognition 95.28 4.72 0.02
To re-elect Piet Greyling to the Board of Cognition 95.28 4.72 0.02
To re-elect Marc du Plessis to the Board of Cognition 95.28 4.72 0.02
To re-appoint Roger Pitt as a member and chairman of
the Company’s Audit and Risk Committee 91.98 8.02 0.02
To re-appoint Gaurang Mooney as a member of the
Company’s Audit and Risk Committee 95.28 4.72 0.02
To re-appoint Ashvin Mancha as a member of the
Company’s Audit and Risk Committee 91.98 8.02 0.02
To confirm the re-appointment of Grant Thornton
Johannesburg Partnership as auditors of the Company
together with Mr Jacques Barradas for the ensuing
financial year 95.28 4.72 0.02
Ordinary resolution number 1: Approval of the
remuneration policy 95.28 4.72 0.02
Ordinary resolution number 2: Control of authorised
but unissued ordinary shares 46.65 53.35 1.08
Ordinary resolution number 3: Approval to issue
ordinary shares, and to sell treasury shares, for cash 46.65 53.35 1.08
Special resolution number 1: General approval to
acquire shares 90.75 9.25 0.02
Special resolution number 2: Financial assistance for
subscription of securities 95.28 4.72 0.02
Special resolution number 3: Loans or other financial
assistance to directors 91.98 8.02 0.02
Special resolution number 4: Approval of non-
executive Director’s remuneration 91.98 8.02 0.02
Ordinary resolution number 4: Signature of
documents 95.28 4.72 0.02
Johannesburg
1 December 2017
Sponsor
Merchantec Capital
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