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Results Of The Annual General Meeting Held On April 25, 2024
GRINDROD SHIPPING HOLDINGS LTD.
ABBREVIATED NAME: GRINSHIP
Registered in Singapore with registration number 201731497H
JSE Share code: GSH
ISIN: SG9999019087
Primary listing on NASDAQ Global Select Market
Secondary listing on the JSE Main Board
Grindrod Shipping Holdings Ltd. Announces Results Of The Annual General Meeting Held On April 25, 2024
(the "AGM")
There were 19,685,590 ordinary shares in issue as at the date of the AGM. 16,704,984 ordinary shares, being 84.859%
of the issued ordinary shares, were present or represented at the AGM, constituting a quorum.
At the AGM, the shareholders voted on all the resolutions relating to the ordinary business and all the resolutions
relating to the special business as set out in the notice of the AGM, dated March 28, 2024. All resolutions considered
at the meeting were duly passed.
Each ordinary share carries one vote. Details of all votes validly cast at the AGM are set out below:
For (1) Against (1) Abstentions (1)
Number of Number of Number of
shares %(2) shares %(2) shares %(3)
Resolution number and details
Routine Business
1. To receive and adopt the Directors'
Statement and Audited Financial
Statements for the financial year 16,643,327 99.855 24,088 0.145 37,569 0.225
ended December 31, 2023 and the
Auditor's Report thereon.
2. To re-appoint Dr. Kurt Ernst Moritz
Klemme, who retires pursuant to
16,640,524 99.827 28,793 0.173 35,667 0.214
Regulation 101 of the Constitution,
as a Director of the Company.
3. To re-appoint Mr. Cullen Michael
Schaar, who retires pursuant to
16,640,585 99.828 28,732 0.172 35,667 0.214
Regulation 106 of the Constitution,
as a Director of the Company.
4. To approve the remuneration of the
Non-executive Directors of the
Company from time to time during
the year ending December 31, 2024
in accordance with the
following annual fee rates as may
be relevant to each Non-executive 16,628,317 99.595 67,614 0.405 9,053 0.054
Director: (i) total all-inclusive
Chairman's fee of US$140,000; (ii)
Directors' fee of US$68,000; (iii)
Committee Chairman's fee of
US$32,000; and (iv) Committee
member's fee of US$12,000.
5. To re-appoint Deloitte & Touche
LLP as the Auditors of the
Company for the financial year
16,684,709 99.953 7,795 0.047 12,480 0.075
ending December 31, 2024 and to
authorize the Directors to fix their
remuneration.
Special Business
6. To approve the NED Compensation
Program pursuant to which the
NEDs concerned will be paid up to
US$2,000 per diem, or a monthly
retainer, or a flat retainer, always
subject to a maximum of
16,621,402 99.553 74,676 0.447 8,906 0.053
US$120,000 per annum per NED for
any extraordinary work undertaken
on behalf of the Company outside of
the scope and time commitment
contained in the letters of
appointment for the NEDs.
7. Ratification of Non-executive
Directors fees for the new Safety 16,662,627 99.820 29,984 0.180 12,373 0.074
and Technical Committee.
8. Renewal of the Share Repurchase
16,664,159 99.800 33,470 0.200 7,355 0.044
Mandate.
9. Authority to issue and allot shares. 16,639,685 99.649 58,620 0.351 6,679 0.040
Special Resolution
10. Amendment of Regulation 64 and
Regulation 15 of the Constitution of
the Company in relation to the 16,624,011 99.729 45,113 0.271 35,860 0.215
change in quorum for general
meetings.
Notes :
(1) Whilst ordinary shares abstained from voting and broker non-votes count toward determining the quorum of the
meeting, the calculation of the percentage of votes cast in favour of, or against, the resolution disregards abstained
votes and broker non-votes.
(2) Percentage is calculated as the votes for or against, as applicable, divided by the total of votes for and against,
and not including abstentions and broker non-votes.
(3) Percentage is calculated as the votes abstained and broker non-votes divided by total ordinary shares represented
at the AGM, being 16,704,984 ordinary shares.
By Order of the Board
26 April 2024
Sponsor: Grindrod Bank Limited
Date: 26-04-2024 08:30:00
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