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Results Of The Annual General Meeting Of PSG Group
PSG Group Limited
Incorporated in the Republic of South Africa
Registration number: 1970/008484/06
JSE Limited (“JSE”) share code: PSG
ISIN code: ZAE000013017
(“PSG Group” or “the Company”)
PSG Financial Services Limited
Incorporated in the Republic of South Africa
Registration number: 1919/000478/06
JSE share code: PGFP
ISIN code: ZAE000096079
RESULTS OF THE ANNUAL GENERAL MEETING (“AGM”) OF PSG GROUP
1. RESULTS OF THE AGM
Shareholders are hereby advised that at the AGM of the Company held at
11:00 today, Friday, 26 July 2019 at Spier Wine Estate, Baden Powell Drive,
Stellenbosch, all of the resolutions were passed by the requisite majority
of the Company’s shareholders.
Details of the results of the voting at the AGM are as follows:
Votes
Votes for against Number of
resolution resolution Number of shares
as a as a shares abstained
percentage percentage voted as a as a
of total of total percentage percentage
number of number of Number of of the of the
shares shares shares votes votes
Resolutions voted voted voted exercisable exercisable
Ordinary
resolution
number 1:
To re-elect Mr
ZL Combi as
director 96.19% 3.81% 161 976 442 74.21% 1.43%
Ordinary
resolution
number 2:
To re-elect Mr
FJ Gouws as
director 95.75% 4.25% 164 805 234 75.51% 0.13%
Ordinary
resolution
number 3:
To confirm the
appointment of
Ms AM Hlobo as
director 99.99% 0.01% 164 811 234 75.51% 0.13%
Ordinary
resolution
number 4:
To re-appoint
Mr PE Burton
as a member of
the audit and
risk committee 80.64% 19.36% 164 814 817 75.51% 0.13%
Ordinary
resolution
number 5:
To appoint Ms
AM Hlobo as a
member of the
audit and risk
committee 99.99% 0.01% 164 813 817 75.51% 0.13%
Ordinary
resolution
number 6:
To re-appoint
Ms B Mathews
as a member of
the audit and
risk committee 99.99% 0.01% 164 813 817 75.51% 0.13%
Ordinary
resolution
number 7:
To re-appoint
Mr CA Otto as
a member of
the audit and
risk committee 66.77% 33.23% 164 814 817 75.51% 0.13%
Ordinary
resolution
number 8:
To re-appoint
Pricewater-
houseCoopers
Inc. as
auditor 81.47% 18.53% 164 811 317 75.51% 0.13%
Ordinary
resolution
number 9:
Non-binding
endorsement of
PSG Group’s
remuneration
policy 80.55% 19.45% 164 797 828 75.51% 0.13%
Ordinary
resolution
number 10:
Non-binding
endorsement of
PSG Group’s
implementation
report on the
remuneration
policy 82.25% 17.75% 164 782 964 75.50% 0.14%
Ordinary
resolution
number 11:
General
authority to
issue ordinary
shares for
cash 97.45% 2.55% 164 813 147 75.51% 0.13%
Special
resolution
number 1:
Remuneration
of non-
executive
directors 97.60% 2.40% 164 795 950 75.51% 0.13%
Special
resolution
number 2:
Inter-company
financial
assistance 98.55% 1.45% 164 810 424 75.51% 0.13%
Special
resolution
number 3:
Financial
assistance for
the
subscription
and/or
purchase of
shares in the
Company or a
related or
inter-related
company 80.79% 19.21% 164 813 274 75.51% 0.13%
Special
resolution
number 4:
Share
repurchases by
PSG Group and
its
subsidiaries 95.51% 4.49% 164 809 393 75.51% 0.13%
Note:
The total number of shares in issue (net of treasury shares) as at the
date of the AGM was 218 254 484.
2. UPDATED SUM-OF-THE-PARTS (“SOTP”) VALUE PER SHARE
PSG Group, an investment holding company, continues to use the SOTP value
to provide management and investors with a realistic and transparent way
of valuing PSG Group. The calculation of the SOTP value is simple and
requires limited subjectivity as more than 90% of the value is calculated
using JSE-listed share prices, while other investments are included at
market-related valuations.
As previously communicated, in order to provide investors with an up to
date indicative SOTP value, PSG Group’s website (www.psggroup.co.za)
contains an online tool whereby PSG Group’s SOTP value is calculated based
on approximately 15-minute delayed JSE-listed share prices for its listed
investments, while all other information is updated as and when required.
PSG Group management consequently would like to advise that such other
information has been updated and that as at the close of business on
22 July 2019, the SOTP value per PSG Group share was R298.03.
The information provided is for general information purposes only and does
not constitute an offer to sell any securities or constitute investment
advice relating to securities or a representation that the security is a
suitable or appropriate investment for any person or warrants any share
price value in any form. Investors are advised to give independent
consideration to and conduct independent investigation with regards to
this information and the value of PSG Group shares, and to obtain investment
advice from their independent financial advisors.
The investor presentation made at the AGM is available on PSG Group’s
website (www.psggroup.co.za).
The information contained in this announcement has not been reviewed or
reported on by the auditor of PSG Group.
Stellenbosch
26 July 2019
Sponsor
PSG Capital
Date: 26/07/2019 04:05:00
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