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Results of Annual General Meeting (AGM)
Imperial Logistics Limited
Incorporated in the Republic of South Africa
Registration number: 1946/021048/06
ISIN: ZAE000067211
JSE Share code: IPL
(“Imperial” or “Company”)
Results of Annual General Meeting (AGM)
Imperial is pleased to advise its shareholders that all the ordinary and special
resolutions proposed in the Notice of the AGM dated 13 September 2019 and tabled at
the Company’s AGM held today, Wednesday 30 October 2019, were passed by the
requisite majority of votes cast by shareholders. The voting details with respect
to the proposed resolutions were as follows:
Resolutions proposed Number of Percentage Percentage Percentage Percentage
shares voted of shares For** Against** Abstained*
voted*
Ordinary Resolution 1: Financial 181,767,041 87.35 100.00 0.00 0.34
Statements
Ordinary Resolution 2: Appointment of 182,371,663 87.64 71.49 28.51 0.05
Auditors
Ordinary Resolution 3.1: Appointment 182,371,763 87.64 100.00 0.00 0.05
of audit committee member – P Cooper
Ordinary Resolution 3.2: Appointment 182,371,663 87.64 96.27 3.73 0.05
of audit committee member – GW
Dempster
Ordinary Resolution 3.3: Appointment 182,371,763 87.64 99.97 0.03 0.05
of audit committee member – NB Radebe
Ordinary Resolution 3.4: Appointment 182,371,663 87.64 68.53 31.47 0.05
of audit committee member – RJA Sparks
Ordinary Resolution 4.1: Confirmation 182,371,663 87.64 99.36 0.64 0.05
of director – JG de Beer
Ordinary Resolution 4.2: Confirmation 182,371,663 87.64 99.99 0.01 0.05
of director – D Reich
Ordinary Resolution 4.3: Confirmation 182,371,163 87.64 99.97 0.03 0.05
of director – NB Radebe
Ordinary Resolution 5.1: Re- 182,371,663 87.64 94.63 5.37 0.05
appointment of director – GW Dempster
Ordinary Resolution 5.2: Re- 182,371,663 87.64 81.20 18.80 0.05
appointment of director – RJA Sparks
Ordinary Resolution 6: Confirmation of 182,368,062 87.64 98.28 1.72 0.05
remuneration policy
Ordinary Resolution 7: Implementation 182,368,062 87.64 71.97 28.03 0.05
of remuneration policy
Special Resolution 1.1: Directors’ 181,190,411 87.08 99.97 0.03 0.05
fees – Chairman
Special Resolution 1.2: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Deputy Chairman & Lead
Independent Director
Special Resolution 1.3: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Board member
Special Resolution 1.4: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Assets and liabilities
committee chairman
Special Resolution 1.5: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Assets and liabilities
committee member
Special Resolution 1.6: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Audit and Risk committee
chairman
Special Resolution 1.7: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Audit and Risk committee member
Special Resolution 1.8: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Divisional board chairman
Special Resolution 1.9: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Divisional board member
Special Resolution 1.10: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Divisional Finance and Risk
committee chairman
Special Resolution 1.11: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Divisional Finance and Risk
committee member
Special Resolution 1.12: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Remuneration committee chairman
Special Resolution 1.13: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees - Remuneration committee member
Special Resolution 1.14: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees – Nominations committee chairman
Special Resolution 1.15: Directors’ 182,368,562 87.64 99.97 0.03 0.05
fees - Nominations committee member
Special Resolution 1.16: Directors’ 182,369,762 87.64 99.97 0.03 0.05
fees – Social, ethics and
transformation committee chairman
Special Resolution 1.17: Directors’ 182,369,762 87.64 99.97 0.03 0.05
fees - Social, ethics and
transformation committee member
Special Resolution 2 – General 182,371,868 87.64 99.45 0.55 0.05
authority to repurchase company shares
Ordinary Resolution 8 - Authority over 182,371,268 87.64 90.92 9.08 0.05
unissued ordinary shares
Ordinary Resolution 9 – Authority to 182,371,868 87.64 90.88 9.12 0.05
issue shares for cash
Special Resolution 3 – S44 Financial 182,371,268 87.64 99.99 0.01 0.05
assistance
Special Resolution 4 – S45 Financial 182,371,868 87.64 99.99 0.01 0.05
assistance
* Based on the total number of shares in issue at the date of the AGM
** Based on the total number of shares present / represented by proxies at the AGM
In view of the 71.97% vote cast by Imperial shareholders in favour of Ordinary
Resolution number 7 – Implementation of Remuneration Policy, being less than 75%,
therefore triggering the requirement to consult with shareholders, Imperial has
commenced a process of engaging with material and concerned shareholders and will
continue with this process in the coming weeks.
Shareholders who voted against the Implementation of Remuneration Policy are
invited to engage with the company by submitting written questions/comments to the
company secretary via e-mail at: rventer@ih.co.za by no later than close of
business on 8 November 2019.
Company Secretary
RA Venter
Bedfordview
30 October 2019
Sponsor:
Merrill Lynch South Africa (Pty) Limited
Date: 30/10/2019 04:10:00
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