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Results of annual general meeting
Adcock Ingram Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 2007/016236/06)
Share code: AIP ISIN: ZAE000123436
("Adcock Ingram" or "the Company")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that at the annual general meeting ("AGM" or "the meeting") held today, 25 November 2020, convened in terms of the notice of the AGM, all
the ordinary and special resolutions proposed at the AGM were passed by the requisite majority of votes, as follows:
Votes cast disclosed as a percentage
in relation to the total number of Shares voted Shares abstained
shares voted at the meeting disclosed as a disclosed as a
Number of percentage in percentage in
Resolutions shares voted relation to the relation to the
total issued total issued
share capital* share capital*
For Against
Ordinary Resolution 1
To elect the following Non-Executive Directors who retire in
terms of the Memorandum of Incorporation (MOI) and
make themselves available for re-election by way of
separate resolutions:
1.1 Prof M Sathekge 100.00% 0.00% 145 832 990 87.29% 0.01%
1.2 Ms L Boyce 99.42% 0.58% 145 832 990 87.29% 0.01%
1.3 Dr C Manning 99.59% 0.41% 145 832 990 87.29% 0.01%
Ordinary Resolution 2
To re-elect the following Non-Executive Directors as Audit
Committee members by way of separate resolutions:
2.1 Ms D Ransby (Chairperson) 99.68% 0.32% 145 832 200 87.29% 0.01%
2.2 Ms L Boyce 99.59% 0.41% 145 831 990 87.29% 0.01%
2.3 Prof M Haus 99.30% 0.70% 145 833 050 87.29% 0.01%
Ordinary Resolution 3
To appoint PwC as the independent external auditor of the
Company for the ensuing year (the designated auditor being
Mr Keeran Ramnarian) and to note the remuneration of the 98.87% 1.13% 145 833 667 87.29% 0.01%
independent external auditor as determined by the Audit
Committee of the Board for the past financial year’s audit as
reflected in note 7 to the annual financial statements.
Ordinary Resolution 4
To endorse by way of a non-binding vote the Company’s
remuneration policy (excluding the remuneration of the 95.70% 4.30% 145 831 436 87.29% 0.01%
Non-Executive Directors for their services as directors and
members of committees).
Ordinary Resolution 5
To endorse, by way of a non-binding advisory vote, the
Company’s and Group’s remuneration implementation 96.90% 3.10% 145 825 455 87.29% 0.02%
report.
Ordinary Resolution 6
To authorise any one director of the Company or the
Company Secretary to do all such things and sign all such
documents (including any amendments thereto) to 99.86% 0.14% 145 833 727 87.29% 0.01%
implement all the resolutions tabled and approved at this
AGM.
Special Resolution 1
To approve the Company to provide financial assistance to
related and inter-related parties as contemplated in section 99.52% 0.48% 145 814 527 87.28% 0.03%
45 of the Companies Act to any of the recipients falling
within those identified in the notice of this AGM.
Special Resolution 2
To approve the proposed fees and remuneration payable to
non-executive directors for their services as directors with 100.00% 0.00% 145 832 990 87.29% 0.01%
effect from 1 December 2020 until the next AGM as set out
in the notice of this AGM.
Special Resolution 3
To consider and approve the amendments to the MOI. 100.00% 0.00% 145 813 937 87.28% 0.03%
Special Resolution 4
To approve a general authority to repurchase the
Company’s shares subject to the provisions of the JSE 95.26% 4.74% 145 837 115 87.30% 0.01%
Listings Requirements and the Companies Act as set out in
the notice of this AGM.
*Total issued share capital is 175,758,861 shares.
The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course.
Johannesburg
26 November 2020
Sponsor
Rand Merchant Bank (a Division of FirstRand Bank Limited)
Date: 26-11-2020 07:05:00
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