COGNITION HOLDINGS LIMITED - Results of Annual General Meeting

Results of Annual General Meeting

Cognition Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 1997/010640/06)
Share code: CGN   ISIN: ZAE000197042
(“Cognition” or “the Company” or “the Group”)


RESULTS OF ANNUAL GENERAL MEETING


Shareholders are advised that, at the annual general meeting of Cognition held today, all the resolutions
as set out in the notice of annual general meeting were passed by the requisite majority of shareholders.

The number of shares voted in person or by proxy was 195 277 584, representing 85% of the total issued
share capital of the same class of Cognition shares.

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


                                                               % of votes     % of votes
                                                          carried for the    against the    % of shares
Resolution                                                     resolution     resolution      abstained
To receive, consider and adopt the Annual Financial
Statements of the Company and Group for the financial
year ended 30 June 2019                                            100.00           0.00           0.04

To re-elect Gaurang Mooney to the Board of Cognition                99.99           0.01           0.04

To re-elect Piet Greyling to the Board of Cognition                100.00           0.00           0.04

To re-elect Marc du Plessis to the Board of Cognition              100.00           0.00           0.04

To re-appoint Roger Pitt as a member and chairman of
the Company’s Audit and Risk Committee                             100.00           0.00           0.04

To re-appoint Gaurang Mooney as a member of the
Company’s Audit and Risk Committee                                  99.99           0.01           0.04

To appoint Dennis Lupambo as a member of the
Company’s Audit and Risk Committee                                  99.99           0.01           0.04

To confirm the re-appointment of BDO South Africa
Incorporated as auditors of the Company together with
Mr Jacques Barradas for the ensuing financial year                  99.99           0.01           0.04

Ordinary resolution number 1.1: Endorsement of the
Company’s remuneration policy                                       99.99           0.01           0.04

Ordinary resolution number 1.2: Endorsement of the
Company’s implementation report                                    100.00           0.00           0.04

Ordinary resolution number 2: Approval to issue
ordinary shares, and to sell treasury shares, for cash              99.90           0.10           0.04

Special resolution number 1: General approval to
acquire shares                                                     100.00           0.00           0.04

Special resolution number 2: Financial assistance for
subscription of securities                                         100.00           0.00           0.05

Special resolution number 3: Loans or other financial
assistance to directors                                             99.89           0.11           0.04

Special resolution number 4: Approval of non-
executive Directors’ remuneration                                   99.99           0.01           0.04

Ordinary resolution     number    3:   Signature   of
documents                                                          100.00           0.00           0.04


Johannesburg
22 November 2019


Sponsor
Merchantec Capital

Date: 22/11/2019 02:24:00
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