CLICKS GROUP LIMITED - Results of annual general meeting

Results of annual general meeting

Clicks Group Limited
(Incorporated in the Republic of South Africa)
Registration number: 1996/000645/06
JSE share code: CLS
ISIN: ZAE000134854
CUSIP: 18682W205
LEI:378900E967958A677472
(“Clicks Group” or “the company”)

RESULTS OF ANNUAL GENERAL MEETING

At the annual general meeting of Clicks Group shareholders held on 27 January 2021 all the
ordinary and special resolutions were passed.

The company’s total number of shares in issue eligible to vote is 248 662 647 and the total
number of shares represented in person or by proxy at the meeting was 197 155 649 representing
79.29% of the eligible shares.

The voting for each resolution was as follows:

                                       Votes for       Votes           Votes        Total votes
                                                      against       abstained
 Ordinary resolution no 1:          195 935 974           461      1 219 214    195 936 435
 adoption of financial                 100.00%          0.00%          0.62%        100.00%
 statements
 Ordinary resolution no 2:          196 816 385        119 664        219 600    196 936 049
 reappointment of auditor               99.94%          0.06%          0.11%        100.00%
 Ordinary resolution no 3:          189 800 745      7 090 890        264 014    196 891 635
 election of Mfundiso Njeke as a        96.40%          3.60%          0.13%        100.00%
 director
 Ordinary resolution no 4:          173 806 510     23 127 501        221 638    196 934 011
 re-election of John Bester as a        88.26%         11.74%          0.11%        100.00%
 director
 Ordinary resolution no 5:          194 152 652      2 781 159        221 838    196 933 811
 re-election of Bertina                 98.59%          1.41%          0.11%        100.00%
 Engelbrecht as a director
 Ordinary resolution no 6:          193 880 711      3 053 600        221 338    196 934 311
 re-election of Michael Fleming         98.45%          1.55%          0.11%        100.00%
 as a director
 Ordinary resolution no 7:
 election of members of the
 audit and risk committee
 7.1 John Bester                    175 134 194     21 800 282        221 173    196 934 476
                                        88.93%         11.07%          0.11%        100.00%
 7.2 Fatima Daniels                 142 098 189     54 835 622        221 838    196 933 811
                                        72.16%         27.84%          0.11%        100.00%
 7.3 Mfundiso Njeke                 190 995 007      5 896 663        263 979    196 891 670
                                        97.01%          2.99%          0.13%        100.00%
 Ordinary resolution no 8:          141 054 054     55 789 789        312 406    196 843 243
 approval of the company’s              71.66%         28.34%          0.16%        100.00%
 remuneration policy
 Ordinary resolution no 9:        144 038 703       52 700 583          416 363    196 739 286
 endorsement of the company’s          73.21%          26.79%            0.21%        100.00%
 remuneration implementation
 report
 Special resolution no 1:         195 709 645          787 984          658 020    196 497 629
 general authority to repurchase       99.60%           0.40%            0.33%        100.00%
 shares
 Special resolution no 2:         195 246 039        1 690 000          219 610    196 936 039
 approval of directors’ fees           99.14%           0.86%            0.11%        100.00%
 Special resolution no 3:         196 687 497          249 110          219 042    196 936 607
 general approval to provide           99.87%           0.13%            0.11%        100.00%
 financial assistance
 Special resolution no 4:         196 933 943            1 681          220 025    196 935 624
 amendments to the                    100.00%           0.00%            0.11%        100.00%
 memorandum of incorporation
Note: The percentage of shares voted is calculated in relation to       the number of shares
represented at the AGM, excluding shares abstained.

The non-binding advisory votes on the company’s remuneration implementation report and
remuneration policy were approved by less than 75% of shareholders voting at the annual general
meeting. As such the company will initiate a process to engage with the dissenting shareholders.
Any shareholders who would like to participate in this engagement process are requested to advise
the company secretary by e-mail at companysecretary@clicksgroup.co.za by 19 February 2021.
Details on the consequent engagement process will be communicated to those shareholders who
have indicated their interest in participating to the company secretary.


Cape Town
27 January 2021

Sponsor
Investec Bank Limited

Date: 27-01-2021 04:30:00
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