BOWLER METCALF LIMITED - Results of Annual General Meeting ("AGM")

Results of Annual General Meeting ("AGM")

BOWLER METCALF LIMITED
(Registration number 1972/005921/06)
Share code: BCF ISIN number: ZAE000030797
(“Bowler Metcalf” or “the company”)

RESULTS OF ANNUAL GENERAL MEETING (“AGM”)

The board of directors is pleased to announce the results of the AGM held today, Wednesday
7 November 2018.

Total number of issued ordinary shares:                                                87 624 108
Number of ordinary shares represented at the meeting:                                  56 931 604
Number of ordinary shares eligible to vote (excluding 5 629 003 treasury shares):      51 302 601
Percentage of total ordinary shares represented at the meeting:                             65.0%

The resolutions proposed at the general meeting, together with the percentage of votes carried
for and against each resolution, are set out below:

Resolution                                       For         Against        Abstain       Total
                                                                                          voted
Ordinary resolution No 1:
Approval of annual financial statements      51 294 671         0            7 930     51 294 671
                                                100%           0%            0.02%
Ordinary resolution No 2:
Endorsement of remuneration policy           36 209 125     8 527 334      6 566 142   44 736 459
                                               80.94%        19.06%         12.80%
Ordinary resolution No 3:
Endorsement of the implementation            40 227 378     8 527 334      2 547 889   48 754 712
report of the remuneration policy              82.51%        17.49%           5.0%

Ordinary resolution No 4:
Re-Election of director – Michael Brain      47 587 122     3 707 549        7 930     51 294 671
                                               92.77%         7.23%          0.02%
Ordinary resolution No 5:
Re-Election of director – Sarah Gillet       51 293 271       1 400          7 930     51 294 671
                                              100.00%          0%            0.02%
Ordinary resolution No 6:
Re-Election of director – Brian Frost        47 587 122     3 707 549        7 930     51 294 671
                                               92.77%         7.23%          0.02%
Ordinary resolution No 7 :
Director’s authority to negotiate and        51 293 271       1 400          7 930     51 294 671
sign.                                         100.00%          0%            0.02%

Ordinary resolution No 8:
Reappointment of auditors                    43 568 869     7 725 802        7 930     51 294 671
                                               84.94%        15.06%          0.02%
Ordinary resolution No 9.1:
Re-Election of Audit and Risk Committee      51 294 671         0            7 930     51 294 671
member – Craig MacGillivray                    100.00           0%           0.02%

Ordinary resolution No 9.2:
Re-Election of Audit and Risk Committee      47 587 122     3 707 549        7 930     51 294 671
member – Brian Frost                           92.77%         7.23%          0.02%

Ordinary resolution No 9.3:
Re-Election of Audit and Risk Committee      51 293 271       1 400          7 930     51 294 671
member - Sarah Gillett                        100.00%          0%            0.02%

Special resolution No 1:
General authority to repurchase shares       51 293 271       1 400          7 930     51 294 671
                                              100.00%          0%            0.02%
Special resolution No 2:
Provision of financial assistance            51 290 571       4 100          7 930     51 294 671
                                               99,99%         0.01%          0.02%
Special resolution No 3:
Non-executive directors fees                 43 930 527     7 364 144        7 930     51 294 671
                                               85.64%        14.36%          0.02%


Cape Town
7 November 2018

Sponsor
Arbor Capital Sponsors Proprietary Limited

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