WILSON BAYLY HOLMES-OVCON LIMITED - Report on Annual General Meeting Proceedings

Report on Annual General Meeting Proceedings

WILSON BAYLY HOLMES - OVCON LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1982/011014/06)
Share code: WBO
ISIN: ZAE000009932
(“the company”)

REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS

Wilson Bayly Holmes Ovcon-Limited shareholders are advised that at the Annual General
Meeting of shareholders held on Wednesday, 10 February 2021, all the ordinary and special
resolutions as proposed in the Notice of the Annual General Meeting were approved by the
requisite majority of members. In this regard, WBHO confirms the voting statistics from the
AGM as follows:

                                                                         %            Number
  Total Number of shares that could be voted at the meeting              100%         59 890 514
  Total number of shares present/represented including proxies at        81.49%       48 805 463
  meeting
  Total number of members present                                                     33

                                          Votes In      %           Votes         %         Abstentions
                                          favour                    against
  Ordinary resolution number 1            33 502 373    68.65%      15 295 913    31.35%     7 177
  Re: Appointment of the auditors

  Ordinary resolution number 2.1          43 387 242    88.91%      5 410 544     11.09%     7 677
  Re-election of Ms NS Maziya as a
  director

  Ordinary resolution number 2.2          47 446 450    97.23%      1 351 336      2.77%     7 677
  Re-election of Mr H Ntene as a
  director

  Ordinary resolution number 2.3          47 424 519    97.18%      1 373 767      2.82%     7 177
  Re-election of Mr RW Gardiner as a
  director

  Ordinary resolution number 3.1          47 752 843    97.86%      1 045 443      2.14%     7 177
  Appointment of Mr AJ Bester as Audit
  committee member

  Ordinary resolution number 3.2          48 253 573    98.88%        544 713      1.12%     7 177
  Appointment of RW Gardiner as Audit
  committee member

  Ordinary resolution number 3.3          44 586 973    91.37%      4 210 813      8.63%     7 677
  Appointment of Ms SN Maziya as
  Audit committee member
  Ordinary resolution number 3.4          48 485 595    99.36%        312 691     0.64%      7 177
  Appointment of Ms Forbay as Audit
  committee member

  Ordinary resolution number 4            47 465 205    97.32%      1 308 091     2.68%     32 167
  Endorsement of remuneration policy

  Ordinary resolution number 5            36 803 046    75.46%     11 970 250    24.54%     32 167
  Endorsement of remuneration Policy
  and Implementation report

  Ordinary resolution number 6            43 569 244    89.28%      5 229 042    10.72%     7 177
  Placing unissued shares under the
  control of the directors

  Ordinary resolution number 7            48 713 870    99.83%         84 416     0.17%     7 177
  Directors’ authority to implement
  special and ordinary resolutions

  Special resolution number 1             48 585 915    99.58%        204 371     0.42%    15 177
  Approval of directors’ fees for
  2020/2021 financial year

  Special resolution number 2             47 969 854    98.31%        825 032     1.69%    10 577
  Authority to provide financial
  assistance in terms of section 44 and
  45 of the Act.

  Special resolution number 3             48 703 891    99.97%         14 418      0.03%   87 154
  General approval to repurchase
  company Shares




Johannesburg
10 February 2021

Sponsor
Investec Bank Limited

Date: 10-02-2021 05:21:00
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