NOVUS HOLDINGS LIMITED - Results of Annual General Meeting Held on 17 August 2018

Release Date: 17/08/2018 15:00
Code(s): NVS
 
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Results of Annual General Meeting Held on 17 August 2018

Novus Holdings Limited
(Incorporated in the Republic of South Africa)
JSE share code: NVS
ISIN: ZAE000202149
Registration number: 2008/011165/06
(“Novus Holdings”, “the Company” or “the Group”)


RESULTS OF ANNUAL GENERAL MEETING HELD ON 17 AUGUST 2018


Shareholders are advised that at the Annual General Meeting (“AGM”) of Novus Holdings held today at
the Group’s registered office at 10 Freedom Way, Marconi Beam, Montague Gardens in Cape Town, all
the resolutions set out in the notice were duly passed by the requisite majority of shareholders.

  Total issued number of ordinary shares:                                            347 332 454
  Number of ordinary shares that could have been voted at the meeting:               319 545 927
  Total number of ordinary shares represented at the AGM:                            258 040 743
  Percentage of ordinary shares represented at the meeting:                            74.29%

The voting details with respect to the proposed resolutions were as follows:

  Resolution Proposed                             Votes in Favour   Votes Against      Abstentions
  Ordinary resolution number 1:                   258 001 076     -                    39 667
  Consideration and Acceptance of Financial       100%                                 0.01%
  Statements

  Ordinary resolution number 2:                    239 845 039      18 195 474          230
  Appointment of auditor –                         92.95%%          7.05%
  PriceWaterhouseCoopers (PWC)

  Ordinary resolution number 3.1:                  257 990 937      49 576              230
  Confirmation of Appointment of Executive         99.98%           0.02%
  Director – Neil William Birch

  Ordinary resolution number 4.1:                  257 224 424      816 089             230
  Confirmation of Appointment of Non-              99.68%           0.32%
  executive Director – Lulama Mtanga

  Ordinary resolution number 4.2:                  258 040 513       -                  230
  Confirmation of Appointment of Non-              100%
  executive Director – Noluvuyo Mkhondo
                                                                                                    
  Ordinary resolution number 5.1:                  258 040 513       -                  230
  Re-election of Non-executive Director –          100%
  Christoffel Botha

  Ordinary resolution number 6.1:                  258 040 513       -                  230
  Re-appointment of member of Audit                100%
  Committee – Christoffel Botha

  Ordinary resolution number 6.2:                  257 224 482    816 031               230
  Appointment of member of Audit                   99.45%         0.32%
  Committee – Lulama Mtanga

  Ordinary resolution number 7.1: Endorsement      240 509 048    17 531 465            230
  of remuneration policy                           93.21%         6.79%

  Ordinary Resolution number. 7.2:                 240 505 023    17 535 490            230
  Endorsement of implementation report             93.20%         6.80%

  Ordinary resolution number 8: General            164 705 997    93 334 516            230
  authority to Directors to allot and issue        63.83%         36.17%
  authorised but unissued ordinary shares

  Ordinary resolution number 9:                    164 664 997    93 375 516            230
  General authority to issue ordinary shares for   63.81%         36.19%
  cash

  Ordinary resolution number 10:                   243 186 296   14 854 229             218
  Approval of the implementation of the Odd-lot    94.24%        5.76%
  Offer

  Ordinary resolution 11: Signing Powers           258 040 513    -                     230
                                                   100%

  Special resolution 1.1: Remuneration of          256 437 910    1 561 603             41 230
  Executive Chairman                               99.39%         0.61%

  Special resolution 1.2: Remuneration of          257 808 342    191 171               41 230
  Directors (other than Executive Chairman) and    99.93%         0.07%
  the Committee Members

  Special resolution number 2:                     182 775 833    75 264 680            230
  Financial assistance i.t.o. section              70.83%         29.17%
  44 of the Companies Act

  Special resolution number 3:                     258 035 312    5201                  230
  Financial assistance i.t.o. section              100%           0.0%
  45 of the Companies Act

  Special resolution 4: General Authority to       257 252 305    788 208               230
  acquire (repurchase) shares                      99.69%         0.31%

  Special resolution 5: Approval of Amendment to   257 999 500    41 013                230
  the ESOP                                         99.98%         0.02%

  Special resolution 6.1: Amendment of ESOP by     256 628 970    1 411 543             230
  the addition of further Schemes                  99.45%         0.55%
                                                                                      
  Special resolution 6.2: Grant of rights under SAR 256 628 856   1 411 657             230
  Scheme No2 – Performance Criteria                 99.45%        0.55%

  Special resolution 6.3: Grant of rights under the 256 628 856   1 411 657             230
  Deferred Bonus Scheme                             99.45%        0.55%

  Special resolution 7: Implementation of the       258 040 428   114                   201
  Odd-lot Offer in terms of the Specific Authority  100%          0.00%
  to repurchase shares from the Odd-lot Holders



By order of the Board

Cape Town

17 August 2018
Sponsor: Investec Bank Limited




                                                                                      

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