Results of Annual General Meeting
AVI Limited
Registration Number 1944/017201/06
Share Code: AVI
ISIN: ZAE000049433
("AVI" or "Company")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that the voting results for the Annual General Meeting
("AGM") of AVI held at 11h00 on Tuesday, 11 November 2025 were as follows:
Resolution Resolution Number of Shares For** Against Abstained*
shares voted as
Number % ** %
voted in percentage
person or of shares %
by proxy* in issue*
%
1. Ordinary resolution 270 908 522 79.33% 100% 0% 0.25%
Adoption of annual
financial statements
2. Ordinary resolution 270 901 593 79.33% 99.98% 0.02% 0.25%
Re-appointment of
Ernst & Young Inc.
as the external
auditors and Mr
Wickus Botha as
designed partner
3. Ordinary resolution 270 885 974 79.32% 98.95% 1.05% 0.25%
Re-election of Mr S
G Robinson as a
director
4. Ordinary resolution 270 905 208 79.33% 99.10% 0.90% 0.25%
Re-election of Mr M
Koursaris as a
director
5. Ordinary resolution 270 885 974 79.32% 99.94% 0.06% 0.25%
Re-election of Ms M
R Mouyeme as a
director
6. Ordinary resolution 270 885 874 79.32% 98.95% 1.05% 0.25%
Appointment of Mr S
G Robinson as a
member and Chairman
of the Audit and
Risk Committee
7. Ordinary resolution 270 885 974 79.32% 98.24% 1.76% 0.25%
Appointment of Ms M
R Mouyeme as a
member of the Audit
and Risk Committee
8. Ordinary resolution 270 885 974 79.32% 99.94% 0.06% 0.25%
Appointment of Mrs A
Muller as a member
of the Audit and
Risk Committee
9. Ordinary resolution 270 885 974 79.32% 98.88% 1.12% 0.25%
Appointment of Mrs A
Muller as a member
and Chairman of the
Social and Ethics
Committee
10. Ordinary resolution 270 885 974 79.32% 99.02% 0.98% 0.25%
Appointment of Mr M
J Watters as a
member of the Social
and Ethics Committee
11. Ordinary resolution 270 885 974 79.32% 99.94% 0.06% 0.25%
Appointment of Ms M
R Mouyeme as a
member of the Social
and Ethics Committee
12. Special resolution 270 879 467 79.32% 98.70% 1.30% 0.26%
Increase in fees
payable to non-
executive directors,
excluding the
Chairman of the
Board
13. Special resolution 270 879 467 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to the
Chairman of the
Board
14. Special resolution 270 866 052 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to members
of the Remuneration,
Nomination and
Appointments
Committee
15. Special resolution 270 866 052 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to members
of the Audit and
Risk Committee
16. Special resolution 270 861 517 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to non-
executive members of
the Social and
Ethics Committee
17. Special resolution 270 866 152 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to the
Chairman of the
Remuneration,
Nomination and
Appointments
Committee
18. Special resolution 270 866 152 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to the
Chairman of the
Audit and Risk
Committee
19. Special resolution 270 866 152 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to the
Chairman of the
Social and Ethics
Committee
20. Special resolution 270 876 379 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to the
Chairman of the
Board, should the
Chairman be a
foreign non-
executive director
21. Special resolution 270 862 964 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to the
members of the Audit
and Risk Committee,
should the member be
a foreign non-
executive director
22. Special resolution 270 863 064 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to the
members of the
Remuneration,
Nomination and
Appointments
Committee, should
the member be a
foreign non-
executive director
23. Special resolution 270 863 064 79.32% 99.30% 0.70% 0.26%
Increase in fees
payable to the
members of the
Social and Ethics
Committee, should
the member be a
foreign non-
executive director
24. Special 262 971 591 78.84% 99.85% 0.15% 0.24%
resolution***
General authority to
buy-back shares
25. Ordinary Resolution 270 874 848 79.32% 57.51% 42.49% 0.26%
Non-binding advisory
vote to endorse the
remuneration policy
Ordinary Resolution
26. 270 871 244 79.32% 58.61% 41.39% 0.26%
Non-binding advisory
vote to endorse the
implementation
report
* Based on 341 499 966 shares in issue at the date of the AGM.
** In relation to the total number of shares voted at the AGM.
*** Based on 333 533 584 shares (excludes 7 966 382 share scheme shares) in issue
at the date of the AGM.
Based on the above results, resolutions 1 to 24 were passed by the requisite majority
of AVI shareholders present in person or represented by proxy at the AGM.
The non-binding advisory resolutions 25 and 26 (the remuneration policy and the
remuneration implementation report, respectively) were voted against by more than
25% of AVI's shareholders present in person or represented by proxy at the AGM
("dissenting shareholders"). The Board invites those dissenting shareholders who have
not already engaged with the Company, to engage with the Company in the following
manner:
1. Shareholders are invited to forward their concerns/questions on the remuneration
policy and the remuneration implementation report to the Group Company Secretary
in writing to vivienc@avi.co.za.
2. Following the responses received from shareholders in accordance with the above,
appropriate engagements will be scheduled at a suitable date and time and
communicated to shareholders.
Illovo
Sandton
11 November 2025
Sponsor
The Standard Bank of South Africa Limited
Date: 11-11-2025 05:17:00
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