Results of Annual General Meeting
Standard Bank Group Limited
Registration No. 1969/017128/06
Incorporated in the Republic of South Africa
JSE and A2X share code: SBK
ISIN: ZAE000109815
NSX share code: SNB
(“Standard Bank Group” or “the Company”)
Results of Annual General Meeting
Standard Bank Group is pleased to advise its shareholders that all the
ordinary and special resolutions proposed in the Notice of annual general
meeting (“Annual General Meeting”) held at 09h00 today, Thursday, 30 May
2019, except for ordinary resolution 10.1, were passed by the requisite
majority of votes cast by shareholders.
As at Friday, 24 May 2019, being the Annual General Meeting record date
(“Voting Record Date”), the Standard Bank share capital was as follows:
- the total number of ordinary shares of 10 cents each (“Ordinary
Shares”) in issue was 1 618 866 564, (“Standard Bank Issued Ordinary
Shares”); and
- the total number of non-redeemable preference shares of 1 cent each
(“Preference Shares”) in issue was 52 982 248, (“Standard Bank Issued
Preference Shares”).
The issued Ordinary and Preference Shares eligible to vote by being present
in person or by submitting proxies was as follows:
- 1 352 049 949 Ordinary Shares, being 83.52% of issued Ordinary
Shares (“Standard Bank Voteable Ordinary Shares”); and
- 17 427 400 Preference Shares, being 32.89% of the issued Preference
Shares (“Standard Bank Voteable Preference Shares”).
The voting details with respect to the proposed resolutions were as
follows:
1. Ordinary Resolution 1 – Presentation of annual financial statements
Ordinary
Total Ordinary Shares voted Shares
abstained
Against
For (%) Number %(1) %(1)
(%)
99.99 0.01 1 340 531 126 82.81 0.71
2. Ordinary Resolution 2 – Re-election of directors
Ordinary
Total Ordinary Shares voted Shares
abstained
Directors For Against
Number %(1) %(1)
(%) (%)
2.1
Geraldine
Fraser-
Moleketi 99.82 0.18 1 349 586 814 83.37 0.15
2.2
Martin
Oduor-
Otieno 99.45 0.55 1 349 811 704 83.38 0.14
2.3
André
Parker 99.57 0.43 1 349 790 440 83.38 0.14
2.4
Myles
Ruck 95.45 4.55 1 349 820 959 83.38 0.14
2.5
Peter
Sullivan 97.90 2.10 1 349 797 002 83.38 0.14
3. Ordinary Resolution 3 – Reappointment of auditors
Ordinary
Total Ordinary Shares voted Shares
abstained
For Agains
Number %(1) %(1)
(%) t (%)
3.1
83.
KPMG Inc. 76.43 23.57 1 349 813 188 38 0.14
3.2
Pricewaterh
ouseCoopers
83.
Inc. 82.26 17.74 1 349 815 841 38 0.14
4. Ordinary Resolution 4 – Placing of the authorised but unissued
ordinary shares under the control of the directors
Ordinary
Total Ordinary Shares voted Shares
abstained
Against
For (%) Number %(1) %(1)
(%)
93.01 6.99 1 349 814 206 83.38 0.14
5. Ordinary Resolution 5 – Placing of the authorised but unissued non-
redeemable preference shares under the control of the directors
Ordinary
Total Ordinary Shares voted Shares
abstained
Against
For (%) Number %(1) %(1)
(%)
93.86 6.14 1 345 592 018 83.12 0.40
6. Ordinary Resolution 6 – Non-binding advisory votes on remuneration
policy and implementation report
Ordinary
Shares
Total Ordinary Shares voted
abstaine
d
For Against
Number %(1) %(1)
(%) (%)
6.1
Standard
Bank Group’s
remuneration
policy 92.17 7.83 1345 027 164 83.08 0.43
6.2
Standard
Bank
Group’s
implementa
tion
report 93.57 6.43 1 345 025 212 83.08 0.43
7. Special Resolution 1 – General authority to acquire the company’s
ordinary shares
Ordinary
Total Ordinary Shares voted Shares
abstained
Against
For (%) Number %(1) %(1)
(%)
99.37 0.63 1 349 215 779 83.34 0.18
8. Special Resolution 2 – General authority to acquire the company’s
preference shares
Ordinary
Total Ordinary Shares voted Shares
abstained
Against
For (%) Number %(1) %(1)
(%)
99.96 0.04 1 348 623 599 83.22 0.18
Preference
Total Preference Shares voted Shares
abstained
Against
For (%) Number %(2) %(2)
(%)
99.97 0.03 17 310 801 32.67 0.22
In regard to resolution number 2, the holders of Preference Shares
were entitled to vote.
9. Special Resolution 3 – Loans or other financial assistance to related
or inter-related companies
Ordinary
Total Ordinary Shares voted Shares
abstained
Against
For (%) Number %(1) %(1)
(%)
98.22 1.78 1 349 705 193 83.37 0.14
10 Ordinary Resolution 10 – Requisition to report on the company’s
assessment of greenhouse gas emissions and to adopt and publicly
disclose a policy on lending to coal-fired power projects
Ordinary
Total Ordinary Shares voted Shares
abstained
For Agains
Number %(1) %(1)
(%) t (%)
10.1 Company’s
assessment
of
greenhouse
gas
emissions 38.18 61.82 1 250 227 935 77.23 6.29
10.2 Policy on
lending to
coal-fired
power
projects
and coal
mining
operations 55.09 44.91 1 288 102 910 79.57 3.95
(1) Expressed as a percentage of 1 618 866 564 Standard Bank Issued Ordinary
Shares.
(2) Expressed as a percentage of 52 982 248 Standard Bank Issued Preference
Shares.
Johannesburg
30 May 2019
Lead sponsor
The Standard Bank of South Africa Limited
Independent Sponsor
JP Morgan Equities South Africa Proprietary Limited
Namibian sponsor
Simonis Storm Securities (Proprietary) Limited
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