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Results of the Annual General Meeting
Bell Equipment Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1968/013656/06)
Share code: BEL
ISIN: ZAE000028304
(“Bell” or the “Company”)
RESULTS OF THE ANNUAL GENERAL MEETING
At the 50th Annual General Meeting ("AGM") of Bell shareholders held on 15 May 2018, the following
resolutions, as set out in the notice of annual general meeting incorporated in the Integrated Annual
Report and distributed to shareholders on 9 April 2018, were duly approved by the requisite majority of
votes. In this regard, Bell confirms the voting statistics from the AGM as follows:
Shares voted in relation to the total issued share capital:
Number of shares Total issued share Percentage shares
voted capital voted
83 700 533 95 329 385 87.80%
Votes carried Shares
Shares voted
disclosed as a abstained
disclosed as a
percentage in disclosed as a
percentage in
relation to the percentage in
Number of relation to
Resolutions total number of relation to the
shares voted the total
shares voted at total issued
issued share
the meeting share capital
capital
For Against
1. Consideration of the annual 100% 0% 83 680 668 87,80% 0,02%
financial statements for the period
ended 31 December 2017
2.1. Re-election of Mr A Bell as 100% 0% 83 678 070 87,80% 0,02%
a non-executive director of the
Company
2.2 Re-election of Mr D Lawrance 100% 0% 83 680 668 87,80% 0,02%
as an independent non-executive
director of the Company
2.3 Re-election of Mr H van der 100% 0% 83 680 668 87,80% 0,02%
Merwe as an independent non-
executive director of the Company
3.1. To elect Mr D Lawrance as a 100% 0% 83 680 668 87,80% 0,02%
member of the Audit Committee
3.2. To elect Mr R Naidu as a 100% 0% 83 680 668 87,80% 0,02%
member of the Audit Committee
3.3. To elect Ms M Ramathe as a 100% 0% 83 680 668 87,80% 0,02%
member of the Audit Committee
3.4. To elect Mr J Barton as a 99,43% 0,57% 83 680 668 87,80% 0,02%
member of the Audit Committee
with effect from 1 June 2018
4. Appointment of Deloitte & Touche 99,80% 0,20% 83 680 668 87,80% 0,02%
as the auditors of the Company
5. Placement of the authorised but 92,48% 7,52% 83 680 578 87,80% 0,02%
unissued shares under the control of
the directors
6. Non-binding advisory vote on 94,42% 5,58% 83 672 213 87,80% 0,03%
the Company’s remuneration policy
7. Non-binding advisory vote on 99,36% 0,64% 83 672 213 87,80% 0,03%
the Company’s remuneration
implementation report
Special Business
1. The granting of financial 100% 0% 83 680 568 87,80% 0,02%
assistance in terms of Section 45
of the Companies Act, No 71 of
2008, as amended
2.1 Non-executive directors’ 100% 0% 83 363 095 87,80% 0,35%
remuneration from 1 January 2019:
annual retainer fee: non-executive
Chairman
2.2 Non-executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
annual retainer fee: non-executive
directors
2.3 Non-executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
annual retainer fee: lead
independent non-executive director
2.4 Non-executive directors’ 100% 0% 83 363 095 87,80% 0,35%
remuneration from 1 January 2019:
fees paid per meeting to the
chairman of the board and chairmen
of the committees: Board
2.5 Non-executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to the
chairman of the board and chairmen
of the committees: Audit Committee
2.6 Non-executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to the
chairman of the board and chairmen
of the committees: Risk and
Sustainability Committee
2.7 Non-executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to the
chairman of the board and chairmen
of the committees: Nominations
Committee
2.8 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to the
chairman of the board and chairmen
of the committees: Remuneration
Committee
2.9 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to the
chairman of the board and chairmen
of the committees: Social, Ethics
and Transformation Committee
2.10 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per board meeting to the
lead independent non-executive
director
2.11 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to non-
executive directors: Board
2.12 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to non-
executive directors: Audit
Committee
2.13 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to non-
executive directors: Risk and
Sustainability Committee
2.14 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to non-
executive directors: Nominations
Committee
2.15 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to non-
executive directors: Remuneration
Committee
2.16 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to non-
executive directors: Social, Ethics
and Transformation Committee
2.17 Non-Executive directors’ 100% 0% 83 616 695 87,80% 0,09%
remuneration from 1 January 2019:
fees paid per meeting to non-
executive directors: Bell Audit
Services Committee
3. Basis of remuneration payable to 100% 0% 83 616 695 87,80% 0,09%
the lead independent non-executive
director J Barton for the period 1
June 2018 to 31 December 2018
4. Basis of remuneration payable to 99,42% 0,58% 83 616 695 87,80% 0,09%
ex-non-executive director T. Tsukudu
for past services as a director of
the Company
5. General authority to repurchase 99,42% 0,58% 83 680 568 87,80% 0,02%
shares
Richards Bay
17 May 2018
Sponsor
INVESTEC BANK LIMITED
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