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Results of the 2020 Annual General Meeting
ADvTECH Limited
(Incorporated in the Republic of South Africa)
(Registration number 1990/001119/06)
Share code: ADH ISIN: ZAE000031035
("ADvTECH” or “the Company” or “the Group")
RESULTS OF THE 2020 ANNUAL GENERAL MEETING
In terms of section 3.91 of the JSE Listings Requirements, shareholders are hereby advised that at the
annual general meeting of shareholders of the Company held Thursday 28 May 2020, all the proposed
ordinary and special resolutions, as set out in the notice of annual general meeting contained in the
Integrated Annual Report, save for the withdrawal of ordinary resolutions number 4 and 5, were approved
by the requisite majority of shareholders present or represented by proxy.
Special resolution number 1 which relates to the fees for non-executive directors was amended. The
Board of Directors had resolved that no increase in directors’ fees be tabled for shareholder approval
owing to the impact of COVID 19. Shareholders are referred to the SENS announcement published on
27 May 2020 in this regard.
Details of the results of voting at the annual general meeting are as follows:
Ordinary shares:
Total number of issued ordinary shares: 548 766 976
Total number of issued ordinary shares net of 548 766 976
treasury shares:
Total Votable Ordinary Shares 548 766 976
The meeting was well attended by 414 135 733 ADvTECH shares, representing 75.47% of the total
ordinary issued share capital of ADvTECH, voting in person or by proxy.
The resolutions proposed at the AGM, together with the percentage of shares abstained (as a
percentage of total issued share capital of the Company), as well as the percentage of votes carried for
and against each resolution (as a percentage of shares voted), are as follows:
1. Ordinary resolution number 1: Adoption of the annual financial statements
FOR AGAINST ABSTAIN
413 280 044 7 527 568 469
99.9982% 0.0018% 0.1036%
2. Ordinary resolution number 2: Appointment of Ms KM Gugushe as a non-executive director
FOR AGAINST ABSTAIN
349 535 395 7 070 544 57 250 101
98.0173% 1.9827% 10.4325%
3. Ordinary resolution number 3: Re-election of Mr CH Boulle as a non-executive director
FOR AGAINST ABSTAIN
406 371 508 19 376 7 465 156
99.9952% 0.0048% 1.3604%
4. Ordinary resolution number 4 : Resolution withdrawn
5. Ordinary resolution number 5 : Resolution withdrawn
6. Ordinary resolution number 6: Re-election of Dr JM Hofmeyr as a non-executive director
FOR AGAINST ABSTAIN
396 311 897 17 012 206 531 937
95.8841% 4.1159% 0.0969%
7. Ordinary resolution number 7: Re-election of Mr KDM Warburton as a member and chairman of
the audit committee
FOR AGAINST ABSTAIN
406 371 508 19 259 7 465 273
99.9953% 0.0047% 1.3604%
8. Ordinary resolution number 8: Re-election of Dr JS Chimhanzi as a member of the audit committee
FOR AGAINST ABSTAIN
390 794 671 15 596 213 7 465 156
96.1623% 3.8377% 1.3604%
9. Ordinary resolution number 9: Election of Ms KM Gugushe as a member of the audit committee
FOR AGAINST ABSTAIN
350 763 096 7 070 544 56 022 400
98.0241% 1.9759% 10.2088%
10. Ordinary resolution number 10: Appointment of external auditors
FOR AGAINST ABSTAIN
389 420 942 23 907 940 527 158
94.2158% 5.7842% 0.0961%
11. Ordinary resolution number 11: Issuing shares for cash
FOR AGAINST ABSTAIN
343 444 375 62 945 926 7 465 739
84.5110% 15.4890% 1.3605%
12. Ordinary resolution number 12: Signature of documents
FOR AGAINST ABSTAIN
413 316 244 10 459 529 337
99.9975% 0.0025% 0.0965%
13. Non-binding advisory vote number 1 – Remuneration policy
FOR AGAINST ABSTAIN
238 127 336 175 208 413 520 291
57.6111% 42.3889% 0.0948%
14. Non-binding advisory vote number 2 – Implementation policy
FOR AGAINST ABSTAIN
311 855 711 70 108 756 31 891 573
81.6452% 18.3548% 5.8115%
15. Special resolution number 1: Approval of non-executive directors’ fees
FOR AGAINST ABSTAIN
380 615 913 24 709 982 8 530 145
93.9037% 6.0963% 1.5544%
16. Special resolution number 2: Authority to make loans or give financial assistance to subsidiaries
and related or inter-related companies
FOR AGAINST ABSTAIN
411 054 142 2 281 010 520 888
99.4481% 0.5519% 0.0949%
17. Special resolution number 3: General authority for the acquisition of shares issued by the Company
FOR AGAINST ABSTAIN
413 313 073 22 079 520 888
99.9947% 0.0053% 0.0949%
• As a result of more than 25% of the votes exercised against the non-binding advisory resolution,
in terms of the recommendations of the King IV Report on Corporate Governance for South
Africa, 2016 and paragraph 3.84(k) of the JSE Listings Requirements, dissenting shareholders
are invited to forward their concerns/questions on the Group remuneration policy to the Group
company secretary Nwabisa Piki in writing at npiki@advtech.co.za by the close of business on
12 June 2020;
• Following the responses received from the dissenting shareholders in accordance with the
above, appropriate engagements will be scheduled with such shareholders at a suitable date
and time.
The voting results and the nature and steps taken to address the objections raised by shareholders on
the remuneration policy will further be disclosed in the next annual integrated report.
The Board believes that the remuneration policy is essential as the Group seeks to entrench a culture
of high performance by aligning the remuneration philosophy with the business objectives, values and
strategy.
29 May 2020
Johannesburg
Sponsor: Bridge Capital Advisors Proprietary Limited
Date: 29-05-2020 08:59:00
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