PBT GROUP LIMITED - Results of Annual General Meeting

Results of Annual General Meeting

      PBT Group Limited
      (Incorporated in the Republic of South Africa)
      (Registration number: 1936/008278/06)
      JSE Share code: PBG
      ISIN: ZAE000256319
      (“PBT Group” or “the Company”)

      RESULTS OF ANNUAL GENERAL MEETING

      PBT Group shareholders are advised that at the annual general meeting (“AGM”) of shareholders
      held today, Friday, 4 August 2023, all the ordinary and special resolutions as set out in the notice of
      AGM dated 7 July 2023, were approved by the requisite majority of shareholders present or
      represented by proxy.

      The total number of PBT Group ordinary shares (“Shares”) in issue eligible to vote at the AGM was
      104 585 957 and the total number of Shares present at the AGM in person or by proxy was 55 568
      336, representing 53.13% of the total Shares eligible to vote.

      All resolutions proposed at the AGM, the total number of Shares voted in person or by proxy (in total
      and as a percentage of total issued share capital of the Company), the percentage of Shares
      abstained and the percentage of votes carried for and against each resolution are as follows:


            Resolution                  Number of          % of         % of       % of votes      % of votes
                                         Shares         Shares        Shares       carried for       against
                                        voted in        voted in     abstained2        the            the
                                       person or       person or                   resolution3      resolution3
                                        by proxy       by proxy1
     Ordinary Resolutions

1       Re-appointment of BDO           55 556 006        53.12%         0.01%       100.00%           0.00%
        South Africa Inc. as
        independent auditor and
        appointment of Donvé
        Forbes as the designated
        auditor

2      Re-appointment of non-
       executive directors:

2.1      Arthur Winkler                   55 556 006        53.12%         0.01%       100.00%           0.00%

2.2      Pule Taukobong                   55 556 006        53.12%         0.01%       100.00%           0.00%

3      Reappointment of audit and
       risk committee:

3.1       Reappointment of Arthur         55 556 006        53.12%         0.01%        100.00%          0.00%
          Winkler as member and
          chairman of audit and risk
          committee
3.2       Reappointment of Cheree         46 556 006        44.51%         8.62%        100.00%          0.00%
          Dyers as member of audit
          and risk committee
3.3       Reappointment of Tony           55 556 006        53.12%          0.01%       100.00%          0.00%
          Taylor as member of the
          audit and risk committee

4         General authority to issue      55 556 006        53.12%          0.01%       99.99%            0.01%
          securities for cash

5         General payments                55 556 006        53.12%          0.01%       100.00%           0.00%

6         Endorsement of:

6.1     The Company’s                     55 556 006         53.12%           0.01%      100.00%           0.00%
        Remuneration Policy
6.2     The Company’s                     55 556 006         53.12%           0.01%      100.00%           0.00%
        Remuneration
        Implementation Report
7       Directors’ or Group               55 556 006         53.12%           0.01%      100.00%           0.00%
        Company Secretary’s
        authority to implement
        resolutions

Special Resolutions

1     Authority to provide                55 556 006         53.12%            0.01%     100.00%           0.00%
      financial assistance in
      terms of section 45 of the
      Companies Act

2     Authority to provide                55 556 006         53.12%            0.01%     100.00%           0.00%
      financial assistance in
      terms of section 44 of the
      Companies Act

3     General authority to                55 556 006         53.12%            0.01%     100.00%           0.00%
      repurchase Shares

4     Authority to pay non-               46 556 006         44.51%            8.62%     100.00%           0.00%
      executive directors’ fees



      1    Calculated as the number of Shares voted (for or against) in person or by proxy expressed as a percentage of the
           total Shares in issue eligible to vote on the record date, being 104 585 957.

      2    Calculated as the number of Shares abstained in person or by proxy expressed as a percentage of the total Shares
           in issue eligible to vote.

      3    Calculated as the number of Shares voted (for or against, as indicated) in person or by proxy expressed as a
           percentage of the aggregate number of Shares voted in person or by proxy (excluding abstentions).

The special resolutions, where appropriate, will be filed with the Companies and Intellectual Property
Commission.

Cape Town
4 August 2023
Sponsor

Questco Corporate Advisory Proprietary Limited

Date: 04-08-2023 01:14:00
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