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THE SPAR GROUP LIMITED - Results of annual general meeting

Release Date: 21/02/2024 17:45
Code(s): SPP     PDF:  
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Results of annual general meeting

THE SPAR GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1967/001572/06)
JSE Code: SPP
ISIN: ZAE000058517
("SPAR" or the "Company" or the "Group")

RESULTS OF ANNUAL GENERAL MEETING

SPAR shareholders ("Shareholders") are advised that at the annual general meeting ("AGM") of
Shareholders held today, 21 February 2024, all the ordinary and special resolutions, as set out in the
notice of AGM dated 14 December 2023, were approved by the requisite majority of Shareholders
present or represented by proxy.

All resolutions proposed at the AGM, together with the percentage of shares abstained, as well as the
percentage of votes carried for and against each resolution, are as follows:

Ordinary Business

1. Confirmation of appointment of directors

Ordinary resolution number 1.1: Confirmation of appointment of Shirley Zinn as an independent non-
executive director of the board of directors ("Board")

 Shares Voted            Abstained             For                 Against
 168 151 033             0.12%                 99.72%              0.28%
 87.30%

Ordinary resolution number 1.2: Confirmation of appointment of Pedro da Silva as an independent
non-executive director of the Board

 Shares Voted             Abstained            For                 Against
 168 122 690              0.14%                99.95%              0.05%
 87.29%

Ordinary resolution number 1.3: Confirmation of appointment of Trudi Makhaya as an independent
non-executive director of the Board

 Shares Voted             Abstained            For                 Against
 168 122 690              0.14%                99.94%              0.06%
 87.29%

Ordinary resolution number 1.4: Confirmation of appointment of Angelo Swartz as an executive
director of the Board

 Shares Voted             Abstained            For                 Against
 168 122 690              0.14%                98.39%              1.61%
 87.29%

Ordinary resolution number 1.5: Confirmation of appointment of Megan Pydigadu as an executive
director of the Board

 Shares Voted             Abstained            For                 Against
 168 122 690              0.14%                99.93%              0.07%
 87.29%

Ordinary resolution number 1.6: Confirmation of appointment of Marie Jamieson as an independent
non-executive director of the Board

 Shares Voted             Abstained            For                 Against
 168 122 690              0.14%                100.00%             0.00%
 87.29%

Ordinary resolution number 1.7: Confirmation of appointment of Liesbeth Botha as an independent
non-executive director of the Board

 Shares Voted             Abstained            For                 Against
 168 122 690              0.14%                100.00%             0.00%
 87.29%

2. Re-election of non-executive directors retiring by rotation

Ordinary resolution number 2.1: Re-election of Lwazi Koyana as an independent non-executive
director

 Shares Voted             Abstained            For                 Against
 168 122 690              0.14%                99.74%              0.26%
 87.29%

Ordinary resolution number 2.2: Re-election of Sundeep Naran as an independent non-executive
director

 Shares Voted             Abstained            For                 Against
 168 122 690              0.14%                99.93%              0.07%
 87.29%

3. Re-election of the independent external auditor

Ordinary resolution number 3.1: Re-election of PricewaterhouseCoopers Inc. as the independent
external audit firm of the Company

 Shares Voted             Abstained            For                 Against
 168 122 690              0.14%                97.09%              2.91%
 87.29%

Ordinary resolution number 3.2: Re-appointment of Thomas Howatt as the designated individual
audit partner

 Shares Voted            Abstained             For                 Against
 168 122 690             0.14%                 97.26%              2.74%
 87.29%

4. Election of the members of the Audit Committee

Ordinary resolution number 4.1: Election of Lwazi Koyana, subject to the adoption of ordinary
resolution number 2.1

 Shares Voted            Abstained             For                 Against
 168 122 690             0.14%                 99.32%              0.68%
 87.29%

Ordinary resolution number 4.2: Election of Sundeep Naran, subject to the adoption of ordinary
resolution number 2.2

 Shares Voted            Abstained             For                 Against
 168 122 690             0.14%                 99.32%              0.68%
 87.29%

Ordinary resolution number 4.3: Election of Pedro da Silva, subject to the adoption of ordinary
resolution number 1.2

 Shares Voted            Abstained             For                 Against
 168 122 690             0.14%                 99.95%              0.05%
 87.29%

5. Ordinary resolution number 5: Authority to issue shares for the purpose of The SPAR Group
   Limited Conditional Share Plan

 Shares Voted            Abstained             For                 Against
 168 122 690             0.14%                 79.82%              20.18%
 87.29%

6. Ordinary resolution number 6: Non-binding advisory vote on SPAR's remuneration policy

 Shares Voted            Abstained             For                 Against
 168 119 170             0.14%                 91.25%              8.75%
 87.29%

7. Ordinary resolution number 7: Non-binding advisory vote on SPAR's remuneration
   implementation report

 Shares Voted            Abstained             For                 Against
 168 119 170             0.14%                 80.44%              19.56%
 87.29%

Special Business

1. Special resolution number 1: Financial assistance to related or inter-related parties

 Shares Voted            Abstained             For                 Against
 168 122 690             0.14%                 94.54%              5.46%
 87.29%

2. Special resolution number 2: Non-executive directors' fees

 Shares Voted            Abstained             For                 Against
 168 119 170             0.14%                 85.45%              14.55%
 87.29%


Notes:

-     Percentages of shares voted are calculated in relation to the total issued share capital of SPAR.
-     Percentages of shares voted for and against are calculated in relation to the total number of shares
      voted for each resolution.
-     Abstentions are calculated as a percentage in relation to the total issued share capital of SPAR.


Pinetown
21 February 2024

Sponsor
One Capital

Date: 21-02-2024 05:45:00
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