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TELEMASTERS HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number 2006/015734/06
Share code: TLM & ISIN Number: ZAE000093324
('TeleMasters' or 'the Company' or 'the Group')
RESULTS OF ANNUAL GENERAL MEETING ('AGM')
Shareholders are advised that all the resolutions contained in the notice convening the AGM
were approved by the requisite majorities of shareholders present in person or represented by
proxy at the AGM of the company held on Friday, 7 December 2018.
Shareholders attention is drawn to the fact that Ordinary resolution number 7 providing the
directors with a general authority to allot and issue shares for cash, which resolution is usually
regarded as a 'special ordinary' resolution in that in accordance with the provisions of the Listings
Requirement of the Johannesburg Stock Exchange ('JSE'), it requires the approval of a 75%
majority of the votes cast in order to be approved, was amended at the meeting to a special
resolution (special resolution number 3) in order to address the requirements of section 41(3) of the
Companies Act, 71 of 2008.
Details of the results of voting at the annual general meeting are as follows:
- Total number of TeleMasters shares in issue at the date of the annual general meeting:
42 000 000
- Total number of TeleMasters shares that could have been voted at the annual general
meeting (excluding treasury shares): 42 000 000
- Total number of TeleMasters shares that were present/represented at the annual general
meeting: 36 663 714, being 87.29% of the total number of TeleMasters shares that could have
been voted at the annual general meeting
Resolution proposed For Against: Abstain Total Votes
% % (% of issued (excluding
share abstentions)
capital)(% of issued
share
capital)
Ordinary resolution number 1 ' 36 641 714 22 000 - 36 663 714
Adoption of Annual financial statements 99.94% 0.06% 0% 87.29%
Ordinary resolution number 2 '
Director retirement and re-election ' 36 641 714 22 000 - 36 663 714
M Erasmus 99.94% 0.06% 0% 87.29%
Ordinary resolution number 3 '
Director retirement and re-election ' MB 36 641 714 22 000 - 36 663 714
Pretorius 99.94% 0.06% 0% 87.29%
Ordinary resolution number 4 ' 36 641 714 22 000 - 36 663 714
Directors' remuneration 99.94% 0.06% 0% 87.29%
Ordinary resolution number 5 ' 36 641 714 22 000 - 36 663 714
Appointment of auditors and remuneration 99.94% 0.06% 0% 87.29%
Ordinary resolution number 6 '
Placing un-issued shares under the control 36 641 714 22 000 - 36 663 714
of the directors 99.94% 0.06% 0% 87.29%
Ordinary resolution number 7 '
Resolution withdrawn as an ordinary -- -- -- --
resolution and proposed as special
resolution number 3
Ordinary resolution number 8 '
Authority to execute requisite 36 641 714 22 000 - 36 663 714
documentation 99.94% 0.06% 0% 87.29%
Ordinary resolution number 9 ' 36 641 714 22 000 - 36 663 714
Approval of dividends declared and paid 99.94% 0.06% 0% 87.29%
Ordinary resolution number 10 '
Appointment of M Erasmus as a member 36 641 714 22 000 - 36 663 714
and Chair of the Audit & Risk Committee 99.94% 0.06% 0% 87.29%
Ordinary resolution number 11 '
Appointment of M Tappan as member of 36 641 714 22 000 - 36 663 714
the Audit & Risk Committee 99.94% 0.06% 0% 87.29%
Ordinary resolution number 12 '
Appointment of WF Steinberg as member 36 641 714 22 000 - 36 663 714
of the Audit & Risk Committee 99.94% 0.06% 0% 87.29%
Ordinary resolution number 13 ' 36 641 714 22 000 - 36 663 714
Approval of Company Secretary 99.94% 0.06% 0% 87.29%
Non-binding advisory resolution number 1 - 36 641 714 22 000 - 36 663 714
Approval of Remuneration Policy 99.94% 0.06% 0% 87.29%
Non-binding advisory resolution number 2 ' 36 641 714 22 000 - 36 663 714
Approval of implementation report 99.94% 0.06% 0% 87.29%
Special resolution number 1 ' 36 641 714 22 000 - 36 663 714
Non-executive Directors' remuneration 99.94% 0.06% 0% 87.29%
Special resolution number 2 '
General authority to enter into funding
agreements, provide loans or other 36 641 714 22 000 - 36 663 714
financial assistance 99.94% 0.06% 0% 87.29%
Special resolution number 3 (previously
ordinary resolution number 7) - General 36 641 714 22 000 - 36 663 714
authority to allot and issue shares for cash 99.94% 0.06% 0% 87.29%
Pretoria
10 December 2018
Designated Advisor
Arbor Capital Sponsors Proprietary Limited
Date: 10/12/2018 05:35:00 Supplied by www.sharenet.co.za
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