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AVIOR CAPITAL MARKETS HOLDINGS LIMITED - Results of written resolutions submitted for consideration by Avior Holdings shareholders

Release Date: 13/03/2018 17:30
Code(s): AVR
 
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Results of written resolutions submitted for consideration by Avior Holdings shareholders

AVIOR CAPITAL MARKETS HOLDINGS LIMITED
(previously Jamispan Proprietary Limited)
Incorporated in the Republic of South Africa
Registration number: 2015/086358/06
JSE Share Code: AVR
ISIN: ZAE000211637
(“Avior Holdings” or “the Company”)


   RESULTS OF WRITTEN RESOLUTIONS SUBMITTED FOR CONSIDERATION BY AVIOR
HOLDINGS SHAREHOLDERS IN ACCORDANCE WITH SECTION 60 OF THE COMPANIES ACT,
                 NO 71 OF 2008, AS AMENDED (“Companies Act”)

   1. Shareholders of Avior Holdings (“Avior Holdings Shareholders”) are referred to the
      announcement published by the Company on the JSE Limited’s (“JSE”) Stock Exchange News
      Service dated, 13 February 2018 (“the Notice Announcement”), in terms of which the
      Company advised Avior Holdings Shareholders of the proposed adoption by the Company of
      the Avior Holdings Employee Retention Plan and the Avior Holdings Employee Performance
      and Retention Plan, both being share incentive schemes complying with Schedule 14 of the
      JSE Listings Requirements (“Avior Holdings Employee Plans”).

   2. In terms of the Notice Announcement, the written resolutions authorising the adoption of the
      Avior Holdings Employee Plans were to be submitted for Avior Holdings Shareholders’
      consideration in accordance with section 60 of the Companies Act (“Written Resolutions”).

   3. The circular incorporating the Written Resolutions (“Section 60 Circular”) was distributed to
      Avior Holdings Shareholders on 12 February 2018, pursuant to which Avior Holdings
      Shareholders would have 20 business days to consider and if deemed fit, approve, with or
      without modification, the Written Resolutions.

   4. Pursuant to the distribution of the Section 60 Circular, the aforementioned 20 business day
      period closed for voting at 17h00 on Monday, 12 March 2018, and accordingly, Avior Holdings
      Shareholders are hereby advised of the results of the voting by Avior Holdings Shareholders
      on the Written Resolutions. The total number of shares represented, including proxies, was
      135 190 764 ordinary Avior Holdings shares (“Shares”), representing 92.42% of Avior
      Holding´s issued share capital:

                           Votes for          Votes         Number of       Number of        Number of
                        resolution as a      against       shares voted    shares voted        shares
                        percentage of     resolution as        (%)            for as a      abstained as
                       total number of    a percentage                     percentage of    a percentage
                            shares           of total                        the votes      of the votes
                       represented (%)     number of                        exercisable      exercisable
                                             shares                             (%)              (%)
                                          represented
                                               (%)
 Ordinary Resolution     133     891 657        -           135 190 764       133 891 657      1 299 107
 Number 1: Adoption      Shares,   being                    Shares, being     Shares, being    Shares, being
 of the Employee         99.04%                             92.42%            91.53%           0.89%
 Retention Plan
 Ordinary Resolution     133     891 657        -           135 190 764       133 891 657      1 299 107
 Number 2: Adoption      Shares,   being                    Shares, being     Shares, being    Shares, being
 of the Employee         99.04%                             92.42%            91.53%           0.89%
 Performance     and
 Retention Plan
 Ordinary Resolution     133     891 657        -           135 190 764       133 891 657      1 299 107
 Number 3: Authority     Shares,   being                    Shares, being     Shares, being    Shares, being
 of the Directors or     99.04%                             92.42%            91.53%           0.89%
 Company Secretary
 to sign and act

Sandton
13 March 2018

Designated Advisor:

Pallidus Capital Proprietary Limited

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