COMAIR LIMITED - Results of the Annual General Meeting

Results of the Annual General Meeting

Comair Limited
(Incorporated in the Republic of South Africa)
(Registration number 1967/006783/06)
Share code: COM
ISIN: ZAE000029823
("Comair" or “the Company”)

RESULTS OF THE ANNUAL GENERAL MEETING

Shareholders are hereby advised that the results of the voting at the annual general meeting
of the Company held at 12h00 today, Friday, 16 November 2018 at Comair’s Operations
Building, Corner Whirlwind and Fortress Roads, Rhodesfield, 1619, (“AGM”), are as follows:

                                           Votes
                         Votes for        against
                        resolution     resolution
                              as a           as a                  Number of           Number of
                        percentage     percentage                     shares              shares
                          of total       of total                   voted at           abstained
                         number of      number of      Number of    AGM as a                as a
 Resolutions                shares         shares         shares    percentage        percentage
 proposed at the          voted at       voted at       voted at    of shares in    of shares in
 AGM                           AGM            AGM            AGM    issue                  issue
 
Ordinary resolution
number 1: Consider
the Annual
Financial
Statements               99.999%         0.001%     401 088 899       85.46%           0.03%

Ordinary resolution
number 2: Re-
appointment of
external auditors         98.81%          1.19%     397 084 460       84.61%           0.89%

Ordinary resolution
number 3.1: To re-
elect MD Moritz as
a director                98.76%          1.24%     401 114 869       85.47%           0.03%

Ordinary resolution
number 3.2: To re-
elect ER Venter as
a director               99.999%         0.001%     401 114 869       85.47%           0.03%

Ordinary resolution
number 3.3: To re-
elect KE King as a
director                 99.999%         0.001%     401 114 869       85.47%           0.03%

Ordinary resolution
number 3.4: To re-
elect NB Sithole as
a director                99.99%          0.01%     400 433 279       85.32%           0.17%

Ordinary resolution
number 3.5: To re-        99.99%          0.01%     400 433 279       85.32%           0.17%
elect SL Doyle as a
director

Ordinary resolution
number 4.1: To
appoint N Maharajh
as a member of the
audit committee           99.99%         0.01%     401 090 119       85.46%           0.03%

Ordinary resolution
number 4.2: To
appoint RS Ntuli as
a member of the
audit committee           99.53%         0.47%     401 090 119       85.46%           0.03%

Ordinary resolution
number 4.3: To
appoint P
Mahanyele as a
member of the
audit committee           99.99%        0.01%      401 090 119       85.46%           0.03%

Ordinary resolution
number 4.4: To
appoint NB Sithole
as a member of the
audit committee           99.99%        0.01%      396 404 090       84.46%           1.03%

Ordinary resolution
number 4.5: To
appoint SL Doyle
as a member of the
audit committee           99.99%       0.01%       396 404 090       84.46%           1.03%

Ordinary resolution
number 5: Non-
binding
endorsement of the
Company’s
remuneration policy       98.69%       1.31%       401 088 910       85.46%           0.03%

Ordinary resolution
number 6: Non-
binding
endorsement of the
Company’s
Implementation
Report on the
remuneration policy       99.70%      0.30%       401 088 765        85.46%          0.03%

Special resolution
number 1: Approval
of non-executive
directors
remuneration
2017/2018                 98.99%      1.01%      401 099 319        85.46%           0.03%

Special resolution
number 2: Approval
of non-executive
directors
remuneration
2018/2019                 98.99%      1.01%      401 099 319        85.46%           0.03%

Special resolution
number 3: General
authority to
repurchase shares         96.98%      3.02%      401 100 347        85.46%           0.03%

Special resolution
number 4: General
authority to provide
financial assistance
to related and inter-
related companies
and corporations          99.75%      0.25%     401 099 319         85.46%           0.03%

Special resolution
number 5:
Authorisation for
company secretary
or other director to
sign necessary
documents to give
effect to resolutions    99.999%     0.001%    401 114 869           85.47%         0.03%

Note:
Total number of shares in issue as at the date of the AGM was 469 330 865.

Bonaero Park
16 November 2018

Sponsor
PSG Capital

IMPORTANT NOTICE TO FOREIGN SHAREHOLDERS AND PROSPECTIVE INVESTORS

FOREIGN SHAREHOLDERS AND PROSPECTIVE INVESTORS IN COMAIR LIMITED (“COMAIR”) SHOULD
NOTE THAT, IN ORDER TO ENABLE COMAIR (AS A LICENSED AIR SERVICES OPERATOR IN SOUTH
AFRICA) TO REMAIN COMPLIANT WITH THE FOREIGN OWNERNSHIP RESTRICTION CONTAINED IN
SECTIONS 16 (4) ( c ) AND 19(a) OF THE AIR SERVICES LICENSING ACT, NO. 115 OF 1990, THE VOTING
RIGHTS OF SHAREHOLDERS MAY BE DECREASAED PROPORTIONATELY SUCH THAT THE VOTING
RIGHTS OF FOREIGN SHAREHOLDERS DO NOT, IN AGGREGATE, EXCEED 24.99%. FOREIGN
SHAREHOLDERS AND PROSPECTIVE INVESTORS ARE REFERRED TO COMAIR’S MEMORANDUM OF
INCORPORATION AND WEBSITE (www.comair.co.za) FOR FURTHER DETAIL. IF FOREIGN
SHAREHOLDERS OR PROSPECTIVE INVESTORS ARE IN ANY DOUNT AS TO WHAT ACTION TO TAKE
THEY SHOULD SEE ADVICE FROM THEIR BROKER, ATTORNEY OR OTHER PROFESSIONAL ADVISER.

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