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Results of Annual General Meeting and dividend conversion rates and timetable
Tharisa plc
(Incorporated in the Republic of Cyprus with limited liability)
(Registration number HE223412)
JSE share code: THA
LSE share code: THS
ISIN: CY0103562118
('Tharisa')
Results of Annual General Meeting and dividend conversion rates and timetable
Shareholders are advised that all the resolutions tabled at the Annual General Meeting of
shareholders held on Wednesday, 10 January 2018 (in terms of the notice dispatched on Tuesday,
12 December 2017), were passed by the requisite majority. A poll was conducted on each resolution.
Details of the results of voting at the Annual General Meeting are as follows:
Total number of shares in issue on 10 January 2018: 261 000 000
Total number of shares entitled to vote at the Annual General Meeting: 260 191 020
Total shares
Resolution For Against voted in person Abstained
or by proxy
Shares Shares Shares Shares
% of shares % of shares % of shares % of shares
voted voted entitled to vote entitled to vote
Ordinary resolution 1: 200 817 775 - 200 817 775 1 000
Adoption of Annual
Financial Statements 100% 0% 77.18% 0%
Ordinary resolution 2: 200 195 786 621 989 200 817 775 1 000
Appointment of Ernst &
Young as external auditors 99.69% 0.31% 77.18% 0%
Ordinary resolution 3.1: 200 817 775 - 200 817 775 1 000
Election of Joanna Cheng
as a non-executive 100% 0% 77.18% 0%
director
Ordinary resolution 3.2: 195 838 262 4 979 513 200 817 775 1 000
Election of Roger Davey as
a non-executive director 97.52% 2.48% 77.18% 0%
Ordinary resolution 4: 159 643 545 41 174 230 200 817 775 1 000
Placement of authorised
but unissued shares under
the directors’ control 79.50% 20.50% 77.18% 0%
Ordinary resolution 5: 159 643 545 41 174 230 200 817 775 1 000
Dis-application of pre-
emptive rights 79.50% 20.50% 77.18% 0%
Ordinary resolution 6: 150 667 429 50 150 346 200 817 775 1 000
General authority to issue
shares for cash 75.03% 24.97% 77.18% 0%
Ordinary resolution 7: 191 219 670 9 598 105 200 817 775 1 000
Approval of the Group
remuneration policy 95.22% 4.78% 77.18% 0%
Special resolution 1: 200 817 775 - 200 817 775 1 000
General authority to
repurchase shares 100% 0.00% 77.18% 0%
Ordinary resolution 8: 200 817 775 - 200 817 775 1 000
Dividend 100% 0.00% 77.18% 0%
Ordinary resolution 8: 200 817 775 - 200 817 775 1 000
Directors’ authority to
implement resolutions 100% 0.00% 77.18% 0%
Dividend currency conversion rates and timetable
The final dividend of US$ 5 cents per share having been approved by shareholders, Tharisa advises
as follows:
Shareholders on the principal Cyprus register will be paid in US$, shareholders whose shares are
held through Central Securities Depositary Participants (CSDPs) and brokers and are traded on the
JSE will be paid in South African Rand (ZAR) and holders of Depositary Interests traded on the LSE
will be paid in Sterling (GBP). The dividend will be paid from income reserves.
The currency equivalents of the dividend, based on the weighted average of the South African
Reserve Bank’s daily rate at approximately 10:30 (UTC +2) on 30 November 2017, being the currency
conversion date, are as follows:
Exchange rate Dividend per share in payment currency
South Africa - JSE ZAR 13.6423/US$ 68.2115 South African cents per share
United Kingdom - LSE GBP 0.7427/US$ 3.7135 pence per share
The timetable for payment of the dividend is as follows:
Declaration and currency conversion date Thursday, 30 November 2017
Currency conversion rates announced Thursday, 11 January 2018
Last day to trade cum-dividend rights on the JSE Tuesday, 30 January 2018
Last day to trade cum-dividend rights on the LSE Wednesday, 31 January 2018
Shares will trade ex-dividend rights on the JSE from Wednesday, 31 January 2018
Shares will trade ex-dividend rights on the LSE from Thursday, 1 February 2018
Record date for payment on both JSE and LSE Friday, 2 February 2018
Dividend payment date Wednesday, 14 February 2018
No dematerialisation or rematerialisation of shares within Strate will be permitted between
Wednesday, 31 January 2018 and Friday, 2 February 2018, both days inclusive. No transfers between
registers will be permitted between Thursday, 11 January 2018 and Friday, 2 February 2018, both
days inclusive.
Tax implications of the dividend
Shareholders and Depositary Interest holders should note that information provided should not
be regarded as tax advice.
South African tax residents
For tax purposes, South African shareholders are advised that the dividend constitutes a foreign
dividend and that they should consult their brokers, financial and/or tax advisors with regard to how
they will be impacted by the payment of the dividend.
UK tax residents
UK tax residents are advised that the dividend constitutes a foreign dividend and that they should
consult their brokers, financial and/or tax advisors with regard to how they will be impacted by the
payment of the dividend.
Cyprus tax residents
Individual Cyprus tax residents are advised that the dividend constitutes a local dividend and that
they should consult their brokers, financial and/or tax advisors with regard to how they will be
impacted by the payment of the dividend.
Additional information required by the JSE Listing Requirements
Tharisa has a total of 261 000 000 ordinary shares in issue on 10 January 2018, of which 260 191 020
carry voting rights and are eligible to receive dividends.
Paphos, Cyprus
11 January 2018
JSE Sponsor
Investec Bank Limited
Investor Relations contact:
Tharisa plc
Sherilee Lakmidas
+27 11 996 3538
+27 79 276 2529
slakmidas@tharisa.com
Broker contacts:
Peel Hunt LLP (Joint Broker)
Ross Allister/Chris Burrows
+44 207 7418 8900
BMO Capital Markets Limited (Joint Broker)
Jeffrey Couch/Neil Haycock/Thomas Rider
+44 020 7236 1010
Financial PR contacts:
Bobby Morse/Anna Michniewicz
+44(0) 20 7466 5000
tharisa@buchanan.uk.com
Date: 11/01/2018 09:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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