FINBOND GROUP LIMITED - Results of Annual General Meeting

Release Date: 02/07/2018 14:00
Code(s): FGL
 
Wrap Text
Results of Annual General Meeting

Finbond Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2001/015761/06)
Share code: FGL ISIN: ZAE000138095
('Finbond' or 'the Company')

RESULTS OF ANNUAL GENERAL MEETING

Shareholders are hereby advised that at the annual general meeting of
shareholders of the company held on Friday, 29 June 2018, all the proposed
ordinary and special resolutions, as set out in the notice of annual
general meeting contained in the integrated report for the year ended 28
February 2018, were passed by the requisite majority of shareholders
present and voting, in person or by proxy.

Details of the results of voting at the annual general meeting are as
follows:
- Total number of issued ordinary shares: 944 907 501
- Total number of issued ordinary shares which were present/represented at
the annual general meeting: 877 699 708 being 92.89% of the total number
of issued ordinary shares

Ordinary Resolutions

Resolution to consider the audited annual financial statements
 For (1)           Against (1)        Abstentions (2)   Shares voted (3)
 877 669 314,      1, being 0%        30 393, being     877 669 315,
 being 99.99%                         0.01%             being 92.66%

Ordinary resolution number 1: Control   over unissued share capital
 For (1)           Against (1)          Abstentions (2)   Shares voted (3)
 877 666 665,      2 749, being 0%      30 393, being     877 669 315,
 being 99.99%                           0.01%             being 92.66%

Ordinary resolution number 2: General   authority to issue shares for cash
 For (1)           Against (1)          Abstentions (2)   Shares voted (3)
 877 666 665,      2 749, being 0%      30 393, being     877 669 315,
 being 99.99%                           0.01%             being 92.66%

Ordinary resolution number 3: Re-election of Adv N Melville to the board
of directors
 For (1)           Against (1)        Abstentions (2)   Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being     877 669 315,
 being 99.99%                         0.01%             being 92.66%

Ordinary resolution number 4: Re-election of Dr M Motlatla to the board
of directors
 For (1)           Against (1)        Abstentions (2)   Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being     877 669 315,
 being 99.99%                         0.01%             being 92.66%

Ordinary resolution number 5: Re-election of Mrs R Xaba   to the board of
directors
 For (1)           Against (1)        Abstentions (2)     Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being       877 669 315,
 being 99.99%                         0.01%               being 92.89%

Ordinary resolution number 6: Re-election of Ms H Wilken-Jonker to the
board of directors
 For (1)           Against (1)        Abstentions (2)   Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being     877 669 315,
 being 99.99%                         0.01%             being 92.89%

Ordinary resolution number 7: Re-election of Mr DJ Brits to the board of
directors
 For (1)           Against (1)        Abstentions (2)   Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being     877 669 315,
 being 99.99%                         0.01%             being 92.89%

Ordinary resolution number 8: Re-election of Mr H Kotze   to the board of
directors
 For (1)           Against (1)        Abstentions (2)     Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being       877 669 315,
 being 99.99%                         0.01%               being 92.89%

Ordinary resolution number 9: Election of Mr PA Naude to the board of
directors
 For (1)           Against (1)        Abstentions (2)   Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being     877 669 315,
 being 99.99%                         0.01%             being 92.89%

Ordinary resolution 10: Re-election of Mr DJ Brits to the audit committee
 For (1)           Against (1)        Abstentions (2)   Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being     877 669 315,
 being 99.99%                         0.01%             being 92.89%

Ordinary resolution 11: Re-election of Adv N Melville to the audit
committee
 For (1)           Against (1)     Abstentions (2) Shares voted (3)
 877 666 665,      2 749, being 0% 30 393, being   877 669 315,
 being 99.99%                      0.01%           being 92.89%

Ordinary resolution 12: Re-election of Ms R Xaba to the   audit committee
 For (1)           Against (1)        Abstentions (2)     Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being       877 669 315,
 being 99.99%                         0.01%               being 92.89%

Special resolutions
Special resolution 1: Remuneration policy
 For (1)            Against (1)       Abstentions (2)     Shares voted (3)
877 656 791,       2 749, being 0%    40 168, being      877 659 540,
being 99.99%                          0.01%              being 92.89%

Special resolution 2: Remuneration implementation report
 For (1)           Against (1)        Abstentions (2)    Shares voted (3)
 877 656 791,      2 749, being 0%    40 168, being      877 659 540,
 being 99.99%                         0.01%              being 92.89%

Special resolution 3: Ratification of the inter group loans
 For (1)           Against (1)        Abstentions (2)   Shares voted (3)
 877 656 791,      2 749, being 0%    40 168, being     877 659 540,
 being 99.99%                         0.01%             being 92.89%

Special resolution 4: General authority to repurchase shares
 For (1)           Against (1)        Abstentions (2)   Shares voted (3)
 877 666 665,      2 749, being 0%    30 393, being     877 669 315,
 being 99.99%                         0.01%             being 92.89%

Finbond conducted a formal tender process to appoint a firm of auditors,
the result of which was that the Audit Committee recommended the
appointment of Deloitte as the new auditors of Finbond Group Limited. All
shareholders present and by proxy unanimously approved the appointment of
Deloitte.

Notes:
(1) The votes carried for and against each individual resolution are
disclosed as a percentage in relation to the total number of ordinary
shares voted (whether in person or by proxy) in respect of such individual
resolution at the annual general meeting.
(2) The total number of ordinary shares abstained in respect of each
individual resolution (whether in person or by proxy) is disclosed as a
percentage in relation to the total number of issued ordinary shares.
(3) The total number of ordinary shares voted (whether in person or by
proxy) at the annual general meeting in respect of each individual
resolution is disclosed as a percentage in relation to the total number
of issued ordinary shares.

The relevant special resolutions will be lodged with the Companies and
Intellectual Property Commission in due course.

Pretoria

2 July 2018
Sponsor: Grindrod Bank Limited

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