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Results Of The Annual General Meeting
KAP INDUSTRIAL HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1978/000181/06)
Share code: KAP
ISIN: ZAE000171963
(“KAP” or “the Company”)
RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that the results of the voting at the annual general meeting
of the Company held at 15:30 today, Wednesday, 18 November 2020 at the Protea Hotel,
Techno Avenue, Technopark in Stellenbosch (“AGM”), are as follows:
Votes
Votes for against
resolution resolution
as a as a Number of Number of
percentage percentage shares shares
of total of total voted at abstained
number of number of AGM as a as a
Resolutions shares shares Number of percentag percentage
proposed at the voted at voted at shares voted e of shares of shares in
AGM AGM AGM at AGM in issue issue
Ordinary resolution 85,01% 14,99% 2,266,461,980 86,93% 0,56%
number 1:
Re-appointment of
audit firm and
individual auditor
Ordinary resolution
number 2:
Ratification of
director
appointments
(agenda item 2):
2.1 100% 0,00% 2,266,459,156 86,93% 0,56%
Mr KT Hopkins
2.2 100% 0,00% 2,266,458,918 86,93% 0,56%
Ms V McMenamin
2.3 99,99% 0,01% 2,266,459,156 86,93% 0,56%
Ms Z Fuphe
Ordinary resolution
number 3:
Re-election of
directors who retire
by rotation (agenda
item 3):
3.1 94,13% 5,87% 2,261,596,090 86,75% 0,75%
Mr KJ Grové
3.2 93,41% 6,59% 2,266,458,918 86,93% 0,56%
Mr J de V du Toit
3.3 93,41% 6,59% 2,266,458,918 86,93% 0,56%
Mr SH Müller
Ordinary resolution
number 4:
Re-election of audit
and risk committee
members (agenda
item 4):
4.1 98,47% 1,53% 2,266,459,156 86,93% 0,56%
Mr KT Hopkins
4.2 100% 0,00% 2,266,459,156 86,93% 0,56%
Ms Z Fuphe
4.3 95,43% 4,57% 2,266,459,156 86,93% 0,56%
Mr SH Müller
4.4 100% 0,00% 2,266,459,156 86,93% 0,56%
Mr PK Quarmby
Ordinary resolution 56,72% 43,28% 2,261,598,681 86,75% 0,75%
number 5:
Placing of ordinary
shares under the
control of the
directors for
commercial
purposes
Ordinary resolution 58,37% 41,63% 2,259,939,238 86,68% 0,75%
number 6:
Placing of
preference shares
under the control of
the directors for
commercial
purposes
Ordinary resolution 56,89% 43,11% 2,261,598,919 86,75% 0,75%
number 7:
General authority to
create and issue
convertible
instruments
Ordinary resolution 99,30% 0,70% 2,264,828,737 86,87% 0,56%
number 8:
General authority to
distribute share
capital and
reserves
Ordinary resolution
number 9:
Non-binding
advisory votes to
endorse KAP’s
(agenda item 9):
9.1 88,25% 11,75% 2,261,609,151 86,75% 0,75%
Remuneration
policy
9.2 90,28% 9,72% 2,261,609,151 86,75% 0,75%
Implementation
report on the
remuneration policy
Ordinary resolution 91,65% 8,35% 2,266,456,979 86,93% 0,56%
number 10:
Ratification relating
to personal
financial interest
arising from
multiple intergroup
directorships
Special resolution 99,39% 0,61% 2,266,504,480 86,93% 0,56%
number 1:
General authority to
repurchase shares
issued by the
company and its
subsidiaries
Special resolution
number 2:
Approval of fees
payable to non-
executive directors
(agenda item 12):
12.1 100% 0,00% 2,266,484,950 86,93% 0,56%
Independent non-
executive chairman
12.2 98,46% 1,54% 2,261,622,122 86,75% 0,75%
Non-executive
deputy chairman
12.3 81,63% 18,37% 2,266,226,128 86,92% 0,57%
Lead independent
non-executive
director
12.4 100% 0,00% 2,261,621,884 86,75% 0,75%
Member
12.5 100% 0,00% 2,261,621,884 86,75% 0,75%
Additional
unscheduled formal
meetings (fee per
formal meeting)
12.6 90,76% 9,24% 2,266,484,712 86,93% 0,56%
Audit and risk
committee
chairperson
12.7 90,73% 9,27% 2,266,484,712 86,93% 0,56%
Audit and risk
committee member
12.8 100% 0,00% 2,266,484,712 86,93% 0,56%
Human capital and
remuneration
committee
chairperson
12.9 100% 0,00% 2,261,621,884 86,75% 0,75%
Human capital and
remuneration
committee member
12.10 99,99% 0,01% 2,266,615,412 86,94% 0,56%
Social and ethics
committee
chairperson
12.11 99,99% 0,01% 2,266,615,412 86,94% 0,56%
Social and ethics
committee member
12.12 100% 0,00% 2,266,484,712 86,93% 0,56%
Nomination
committee
chairperson (fee
per formal meeting)
12.13 99,99% 0,01% 2,266,484,712 86,93% 0,56%
Nomination
committee member
(fee per formal
meeting)
12.14 100% 0,00% 2,266,484,950 86,93% 0,56%
Investment
committee
chairperson (fee
per formal meeting)
12.15 100% 0,00% 2,261,622,122 86,75% 0,75%
Investment
committee member
(fee per formal
meeting)
12.16 82,70% 17,30% 2,261,622,122 86,75% 0,75%
Approved
additional
consultative
meetings
Special resolution 93,09% 6,91% 2,266,489,242 86,93% 0,56%
number 3:
General authority to
provide financial
assistance
Special resolution number 4:
Amendment to the
company’s
memorandum of
incorporation
(agenda item 14):
14.1 99,94% 0,06% 2,266,489,480 86,93% 0,56%
Discontinuation of
cheque payments
14.2 79,96% 20,04% 2,266,475,223 86,93% 0,56%
Discontinuation of
practice for
executive directors
to retire by rotation
Note:
Total number of shares (excluding treasury shares of 36 000 000) in issue as at the date of
the AGM was 2 571 137 238.
Stellenbosch
18 November 2020
Sponsor
PSG Capital
Date: 18-11-2020 05:50:00
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