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ASPEN PHARMACARE HOLDINGS LIMITED - Report on Annual General Meeting Proceedings

Release Date: 08/12/2017 08:00
Code(s): APN     PDF:  
Wrap Text
Report on Annual General Meeting Proceedings

ASPEN PHARMACARE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number 1985/0002935/06
Share code: APN
ISIN: ZAE000066692
("Aspen Holdings" or "the Company")


REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS

Shareholders are advised that, at the Annual General Meeting (AGM”) of members held on Thursday,
7 December 2017, a total of 332 591 670 or 72.86% of issued shares (456 451 541) were voted and
that the further voting statistics from this AGM are confirmed to be as follows:

1      Ordinary resolution number 1: Presentation and adoption of Annual Financial Statements

         For                   Against               Abstain                  Shares voted
         331 922 874           1 026                 667 770                  332 591 670
         100%                  0%                                             100%

2      Ordinary resolution number 2: Presentation and noting of the Social & Ethics Committee
       Report

         For                   Against               Abstain                  Shares voted
         331 906 548           16142                 668 980                  332 591 670
         100%                  0%                                             100%

3      Ordinary resolution number 3.1: Re-election of Roy Anderson retiring by rotation and
       available for re-election

         For                   Against               Abstain                  Shares voted
         330 994 794           1 239 598             357 278                  332 591 670
         99.63%                0.37%                                          100%

4      Ordinary resolution number 3.2: Re-election of John Buchanan retiring by rotation and
       available for re-election

         For                   Against               Abstain                  Shares voted
         326 192 523           6 041 869             357 278                  332 591 670
         98.18%                1.82%                                          100%

5      Ordinary resolution number 3.3: Re-election of Kuseni Dlamini retiring by rotation and
       available for re-election

         For                   Against               Abstain                  Shares voted
         331 662 031           572 361               357 278                  332 591 670
         99.83%                0.17%                                          100%

6      Ordinary resolution number 3.4: Re-election of Maureen Manyama retiring by rotation and
       available for re-election

       Resolution withdrawn

7     Ordinary resolution number 3.5: Re-election of Chris Mortimer retiring by rotation and
      available for re-election

       For                  Against                 Abstain                 Shares voted
       312 742 504          19 491 872              357 294                 332 591 670
       94.13%               5.87%                                           100%


8    Ordinary resolution number 4: Re-appointment of PricewaterhouseCoopers as independent
     external auditors

       For                  Against                 Abstain                 Shares voted
       283 459 665          48 758 617              373 388                 332 591 670
       85.32%               14.68%                                          100%

9    Ordinary resolution number 5.1: Election of Roy Andersen as a member of the Audit & Risk
     Committee

       For                  Against                 Abstain                 Shares voted
       329 012 127          3 222 213               357 330                 332 591 670
       99.03%               0.97%                                           100%

10   Ordinary resolution number 5.2: Election of John Buchanan as a member of the Audit & Risk
     Committee

       For                  Against                 Abstain                 Shares voted
       324 344 244          7 890 096               357 330                 332 591 670
       97.63%               2.37%                                           100%

11   Ordinary resolution number 5.3: Election of Maureen Manyama as a member of the Audit &
     Risk Committee

     Resolution Withdrawn

12   Ordinary resolution number 5.4: Election of Babalwa Ngonyama as a member of the Audit &
     Risk Committee

       For                  Against                 Abstain                 Shares voted
       331 509 024          724 376                 358 270                 332 591 670
       99.78%               0.22%                                           100%

13   Ordinary resolution number 5.5: Election of Sindi Zilwa as a member of the Audit & Risk
     Committee

       For                  Against                 Abstain                 Shares voted
       327 712 890          4 520 510               358 270                 332 591 670
       98.64%               1.36%                                           100%

14   Ordinary resolution number 6: Unissued shares placed under the control of directors (5%)

       For                  Against                 Abstain                 Shares voted
       284 743 551          47 494 566              353 553                 332 591 670
       85.70%               14.30%                                          100%
15   Ordinary resolution number 7: General but restricted authority for the directors to issue
     shares for cash (5%)

       For                   Against                 Abstain                  Shares voted
       283 316 307           48 918 647              356 716                  332 591 670
       85.28%                14.72%                                           100%

16   Ordinary resolution number 8: Endorsement of the remuneration policy by way of a non-
     binding advisory vote

       For                   Against                 Abstain                  Shares voted
       318 584 521           13 648 114              359 035                  332 591 670
       95.89%                4.11%                                            100%


17   Ordinary resolution number 9: Remuneration implementation report

       For                   Against                 Abstain                  Shares voted
       328 648 926           3 583 749               358 995                  332 591 670
       98.92%                1.08%                                            100%


18   Ordinary resolution number 10: Authorisation for an Executive Director to sign necessary
     documents

       For                   Against                 Abstain                  Shares voted
       332 216 659           16 313                  358 698                  332 591 670
       100%                  0%                                               100%


19   Special resolution number 1.1a: Remuneration of non-executive directors - Chairman

       For                   Against                 Abstain                  Shares voted
       328 087 890           4 144 946               358 834                  332 591 670
       98.75%                1.25%                                            100%

20   Special resolution number 1.1b: Remuneration of non-executive directors – Board Member

       For                   Against                 Abstain                  Shares voted
       332 208 992           23 844                  358 834                  332 591 670
       99.99%                0.01%                                            100%

21   Special resolution number 1.2a: Remuneration of non-executive directors – Audit & Risk
     Committee Chairman

       For                   Against                 Abstain                  Shares voted
       332 210 792           22 044                  358 834                  332 591 670
       99.99%                0.01%                                            100%

22   Special resolution number 1.2b: Remuneration of non-executive directors – Audit & Risk
     Committee Member

       For                   Against                 Abstain                  Shares voted
       332 208 992           23 844                  358 834                  332 591 670
       99.99%                0.01%                                            100%
23   Special resolution number 1.3a: Remuneration of non-executive directors – Remuneration &
     Nomination Committee Chairman

       For                  Against                Abstain                  Shares voted
       332 208 982          23 854                 358 834                  332 591 670
       99.99%               0.01%                                           100%


24   Special resolution number 1.3b: Remuneration of non-executive directors – Remuneration &
     Nomination Committee Member

       For                  Against                Abstain                  Shares voted
       332 208 683          23 844                 359 143                  332 591 670
       99.99%               0.01%                                           100%

25   Special resolution number 1.4a: Remuneration of non-executive directors – Social & Ethics
     Committee Chairman

       For                  Against                Abstain                  Shares voted
       332 208 982          23854                  358834                   332 591 670
       99.99%               0.01%                                           100%

26   Special resolution number 1.4b: Remuneration of non-executive directors – Social & Ethics
     Committee Member

       For                  Against                Abstain                  Shares voted
       332 208 952          23 844                 358 874                  332 591 670
       99.99%               0.01%                                           100%

27   Special resolution number 2: Financial assistance to related or inter-related company

       For                  Against                Abstain                  Shares voted
       309 314 259          22 920 345             357 066                  332 591 670
       93.10%               6.90%                                           100%

28   Special resolution number 3: General authority to repurchase shares

       For                  Against                Abstain                  Shares voted
       325 357 208          6 862 778              371 684                  332 591 670
       97.93%               2.07%                                           100%




Durban
8 December 2017

Sponsor
Investec Bank Limited

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