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Report on proceedings at the annual general meeting and retirement of a non-executive director
LIFE HEALTHCARE GROUP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2003/002733/06)
ISIN: ZAE000145892
JSE and A2X share code: LHC
(“Life Healthcare” or “the Company” or the “Group”)
LIFE HEALTHCARE FUNDING LIMITED
(Incorporated in the Republic of South Africa with limited liability)
Registration number: 2016/273566/06
Bond company code: LHFI
("Life Healthcare Funding")
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING AND RETIREMENT OF A NON-EXECUTIVE
DIRECTOR
At the 18th annual general meeting (“AGM”) of the shareholders of Life Healthcare held on 25 January 2023,
all the ordinary and special resolutions proposed at the meeting were approved by the requisite majority of votes.
In this regard, Life Healthcare confirms the voting statistics from the AGM as follows:
Resolutions Votes cast disclosed Number of Shares voted Shares
as a percentage in shares voted disclosed as abstained
relation to the total a percentage disclosed as
number of shares in relation to a percentage
voted at the meeting the total in relation to
issued the total
For Against shares* issued
shares*
ORDINARY RESOLUTION NUMBER 1: 97,97% 2,03% 1 233 134 626 84,04% 0,02%
Re-appointment of independent external
auditors
ORDINARY RESOLUTION NUMBER 2.1: 98,90% 1,10% 1 233 135 830 84,04% 0,02%
Re-election of director – A Mothupi
ORDINARY RESOLUTION NUMBER 2.2: 99,99% 0,01% 1 233 135 830 84,04% 0,02%
Re-election of director – M Sello
ORDINARY RESOLUTION NUMBER 2.3: 99,79% 0,21% 1 233 122 715 84,04% 0,02%
Re-election of director – M Jacobs
ORDINARY RESOLUTION NUMBER 2.4: 91,45% 8,55% 1 233 122 715 84,04% 0,02%
Re-election of director – L Holmqvist
ORDINARY RESOLUTION NUMBER 2.5: 100,00% 0,00% 1 233 122 715 84,04% 0,02%
Re-election of director – J Bolger
ORDINARY RESOLUTION NUMBER 3.1: 64,23% 35,77% 1 233 122 415 84,04% 0,02%
Re-election of audit committee member
– P Golesworthy (Chairman)
ORDINARY RESOLUTION NUMBER 3.2: 99,99% 0,01% 1 233 122 715 84,04% 0,02%
Re-election of audit committee member
– C Henry
ORDINARY RESOLUTION NUMBER 3.3: 91,69% 8,31% 1 233 122 715 84,04% 0,02%
Re-election of audit committee member
– L Holmqvist (subject to re-election as
per 2.4)
ORDINARY RESOLUTION NUMBER 4: 100,00% 0,00% 1 233 134 626 84,04% 0,02%
Authority to sign documents to give
effect to resolutions
ORDINARY RESOLUTION NUMBER 5.1: 26,09% 73,91% 1 230 670 263 83,87% 0,19%
Non-binding advisory vote on the
remuneration policy
ORDINARY RESOLUTION NUMBER 5.2: 25,00% 75,00% 1 230 670 263 83,87% 0,19%
Non-binding advisory vote on the
implementation report
SPECIAL RESOLUTION NUMBER 1.1: 97,19% 2,81% 1 233 134 326 84,04% 0,02%
Approval of the Chairman’s board fees
and the Board members’ fees
SPECIAL RESOLUTION NUMBER 1.2: 99,62% 0,38% 1 233 134 326 84,04% 0,02%
Approval of the Lead Independent Board
member fees
SPECIAL RESOLUTION NUMBER 1.3: 99,62% 0,38% 1 233 134 326 84,04% 0,02%
Approval of the Audit Committee
Chairman’s fees and the Committee
members’ fees
SPECIAL RESOLUTION NUMBER 1.4: 99,62% 0,38% 1 233 134 326 84,04% 0,02%
Approval of the Human Resources and
Remuneration Committee Chairman’s
fees and the Committee members’ fees
SPECIAL RESOLUTION NUMBER 1.5: 99,62% 0,38% 1 233 134 326 84,04% 0,02%
Approval of the Nominations and
Governance Committee Chairman’s fees
and the Committee members’ fees
SPECIAL RESOLUTION NUMBER 1.6: 99,62% 0,38% 1 233 134 326 84,04% 0,02%
Approval of the Risk, Compliance and IT
Governance Committee Chairman’s fees
and the Committee members’ fees
SPECIAL RESOLUTION NUMBER 1.7: 99,62% 0,38% 1 233 134 326 84,04% 0,02%
Approval of the Investment Committee
Chairman’s fees and the Committee
members’ fees
SPECIAL RESOLUTION NUMBER 1.8: 100,00% 0,00% 1 233 134 326 84,04% 0,02%
Approval of the Clinical Committee
Chairman’s fees and the Committee
members’ fees
SPECIAL RESOLUTION NUMBER 1.9: 99,62% 0,38% 1 233 146 126 84,04% 0,02%
Approval of the Social, Ethics and
Transformation Committee Chairman’s
fees and the Committee members’ fees
SPECIAL RESOLUTION NUMBER 1.10: 100,00% 0,00% 1 233 134 326 84,04% 0,02%
Approval of the ad hoc material Board
and Committee meeting fees
SPECIAL RESOLUTION NUMBER 2: 92,36% 7,64% 1 233 134 626 84,04% 0,02%
General authority to provide financial
assistance
SPECIAL RESOLUTION NUMBER 3: 98,21% 1,79% 1 233 134 626 84,04% 0,02%
General authority to repurchase
Company shares
*Total issued shares is 1 467 349 162
Shareholders are further advised that as a result of more than 25% of the votes cast against ordinary resolutions
number 5.1 and 5.2, and in accordance with the King IV Report on Corporate Governance for South Africa, 2016
and paragraph 3.84(j) of the Listings Requirements of the JSE Limited, the Company will invite dissenting
shareholders who voted against ordinary resolutions number 5.1 and 5.2 to engage with the Company regarding
their views on Life Healthcare's remuneration policy. A date and time for this engagement will be communicated
to shareholders in due course. In the interim, shareholders may forward their concerns/ questions regarding Life
Healthcare's remuneration policy to the Company Secretary via email at joshilar@life.co.za.
The special resolution/s will, where necessary, be lodged for registration with the Companies and Intellectual
Property Commission in due course.
Retirement of a Non-Executive Director
Shareholders and noteholders are advised that in accordance with paragraphs 3.59 and 6.39 of the JSE Listings
and Debt Listings Requirements, Royden Vice who joined the Life Healthcare board of directors (“Board”) in 2014,
will be formally retiring from the Board with effect from the date of this AGM. While on the Company’s Board, he
served as a member on the Audit and Investment Committees and previously chaired the HR and Remuneration
Committee.
Royden’s financial acumen and astute institutional knowledge of the Company has been invaluable. The Board
wishes to thank him for his significant contribution over the years and wishes him the very best going forward.
Dunkeld
26 January 2023
Equity and Debt Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 26-01-2023 11:15:00
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