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Report on proceedings at the annual general meeting and changes to the board
LIFE HEALTHCARE GROUP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2003/002733/06)
ISIN: ZAE000145892
JSE and A2X share code: LHC
("Life Healthcare" or "the Company" or the "Group")
LIFE HEALTHCARE FUNDING LIMITED
(Incorporated in the Republic of South Africa with limited liability)
Registration number: 2016/273566/06
LEI: 3789SJPQJZF8ZYXTZ394
Bond company code: LHFI
("Life Healthcare Funding")
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING AND CHANGES TO THE BOARD
At the 21st annual general meeting ("AGM") of the shareholders of Life Healthcare held today, 19 February 2026,
all the ordinary and special resolutions proposed at the meeting were approved by the requisite majority of votes.
In this regard, Life Healthcare confirms the voting statistics from the AGM as follows:
Resolutions Votes cast are Number of Shares voted Shares
disclosed as a shares voted disclosed as abstained
percentage in a percentage disclosed as
relation to the total in relation to a percentage
number of shares the total in relation to
voted at the meeting issued the total
shares* issued
For Against shares*
ORDINARY RESOLUTION NUMBER 1.1: 99,50% 0,50% 1 170 546 675 79,77% 0,01%
Re-appointment of Deloitte as the
independent external auditor
ORDINARY RESOLUTION NUMBER 1.2: 99,50% 0,50% 1 170 546 674 79,77% 0,01%
Appoint Thegarajan Marriday as the
individual designated auditor
ORDINARY RESOLUTION NUMBER 2.1: 95,29% 4,71% 1 170 546 674 79,77% 0,01%
Re-election of director – V Litlhakanyane
ORDINARY RESOLUTION NUMBER 2.2: 96,12% 3,88% 1 170 546 674 79,77% 0,01%
Re-election of director – C Henry
ORDINARY RESOLUTION NUMBER 2.3: 94,97% 5,03% 1 170 546 674 79,77% 0,01%
Re-election of director – P Moeketsi
ORDINARY RESOLUTION NUMBER 3.1: 95,66% 4,34% 1 170 546 674 79,77% 0,01%
Re-election of Audit and Risk Committee
member – F Tonelli
ORDINARY RESOLUTION NUMBER 3.2: 96,12% 3,88% 1 170 546 674 79,77% 0,01%
Re-election of Audit and Risk Committee
member – C Henry (subject to re-election
as per 2.2)
ORDINARY RESOLUTION NUMBER 3.3: 94,21% 5,79% 1 170 546 674 79,77% 0,01%
Re-election of Audit and Risk Committee
member – A Mothupi-Palmstierna
ORDINARY RESOLUTION NUMBER 3.4: 94,97% 5,03% 1 170 546 674 79,77% 0,01%
Re-election of Audit and Risk Committee
member – P Moeketsi (subject to re-
election as per 2.3)
ORDINARY RESOLUTION NUMBER 4.1: 94,80% 5,20% 1 170 551 015 79,77% 0,00%
Re-election of Social, Ethics and
Transformation Committee member – M
Sello
ORDINARY RESOLUTION NUMBER 4.2: 96,12% 3,88% 1 170 546 674 79,77% 0,01%
Re-election of Social, Ethics and
Transformation Committee member –
C Henry (subject to re-election as per 2.2)
ORDINARY RESOLUTION NUMBER 4.3: 94,33% 5,67% 1 170 546 674 79,77% 0,01%
Re-election of Social, Ethics and
Transformation Committee member –
A Mothupi-Palmstierna
ORDINARY RESOLUTION NUMBER 4.4: 95,40% 4,60% 1 170 546 674 79,77% 0,01%
Election of Social, Ethics and
Transformation Committee member –
F Abdullah
ORDINARY RESOLUTION NUMBER 4.5: 95,39% 4,61% 1 170 551 014 79,77% 0,00%
Re-election of Social, Ethics and
Transformation Committee member –
P Wharton-Hood
ORDINARY RESOLUTION NUMBER 5: 99,62% 0,38% 1 170 546 675 79,77% 0,01%
Authority to sign documents to give
effect to resolutions
ORDINARY RESOLUTION NUMBER 6.1: 74,64% 25,36% 1 170 519 097 79,77% 0,01%
Non-binding advisory vote on the
Remuneration Policy
ORDINARY RESOLUTION NUMBER 6.2: 74,64% 25,36% 1 170 519 097 79,77% 0,01%
Non-binding advisory vote on the
Remuneration Implementation Report
SPECIAL RESOLUTION NUMBER 1.1: 95,50% 4,50% 1 170 546 674 79,77% 0,01%
Approval of the Chairman's board fees
and the Board members' fees
SPECIAL RESOLUTION NUMBER 1.2: 95,40% 4,60% 1 170 546 674 79,77% 0,01%
Approval of the Lead Independent
director's fees
SPECIAL RESOLUTION NUMBER 1.3: 95,40% 4,60% 1 170 546 674 79,77% 0,01%
Approval of the Audit and Risk
Committee Chairman's fees and the
Committee members' fees
SPECIAL RESOLUTION NUMBER 1.4: 95,40% 4,60% 1 170 546 674 79,77% 0,01%
Approval of the Human Resources and
Remuneration Committee Chairman's
fees and the Committee members' fees
SPECIAL RESOLUTION NUMBER 1.5: 95,40% 4,60% 1 170 546 674 79,77% 0,01%
Approval of the Nominations and
Governance Committee Chairman's fees
and the Committee members' fees
SPECIAL RESOLUTION NUMBER 1.6: 95,40% 4,60% 1 170 546 674 79,77% 0,01%
Approval of the Investment Committee
Chairman's fees and the Committee
members' fees
SPECIAL RESOLUTION NUMBER 1.7: 95,40% 4,60% 1 170 546 674 79,77% 0,01%
Approval of the Clinical Committee
Chairman's fees and the Committee
members' fees
SPECIAL RESOLUTION NUMBER 1.8: 95,40% 4,60% 1 170 546 674 79,77% 0,01%
Approval of the Social, Ethics and
Transformation Committee Chairman's
fees and the Committee members' fees
SPECIAL RESOLUTION NUMBER 1.9: 95,40% 4,60% 1 170 546 674 79,77% 0,01%
Approval of the ad hoc material Board
and Committee fees per meeting
SPECIAL RESOLUTION NUMBER 2: 95,79% 4,21% 1 170 546 674 79,77% 0,01%
General authority to provide financial
assistance in terms of sections 44 and 45
of the Companies Act
SPECIAL RESOLUTION NUMBER 3: 99,99% 0,01% 1 170 457 389 79,77% 0,01%
General authority to repurchase
Company shares
*Total issued shares is 1 467 349 162
Shareholders and noteholders are advised that as a result of more than 25% of the votes cast against ordinary
resolutions number 6.1 and 6.2, and in accordance with the King IV Report on Corporate Governance for South
Africa, 2016 and paragraph 3.84(j) of the JSE Limited ("JSE") Listings Requirements, the Company will invite
dissenting shareholders who voted against ordinary resolutions number 6.1 and 6.2 to engage with the Company
regarding their views on Life Healthcare's remuneration policy. A date and time for this engagement will be
communicated to shareholders in due course. In the interim, shareholders may forward their concerns/ questions
regarding Life Healthcare's remuneration policy to the Company Secretary via email at
CompanySecretary@life.co.za.
The special resolution/s will, where necessary, be lodged for registration with the Companies and Intellectual
Property Commission in due course.
Changes to the board of directors
Shareholders and noteholders are further advised that in accordance with paragraph 6.71 of the JSE Listings
Requirements, Prof Marian Jacobs and Dr Jeanne Bolger will be retiring and stepping down from the Life Healthcare
Board with effect from the date of the AGM. While on the Company's Board, Marian served on the Clinical
Committee as the Chairman, Social, Ethics and Governance Committee and the Risk, Compliance and IT Governance
Committee, which later dissolved into the Audit and Risk Committee. Jeanne served on the Clinical and Investment
Committees. The Board wishes to thank them both for their invaluable contributions over the years.
The report of the Social, Ethics and Transformation Committee of the Company for the year ended 30 September
2025, in terms of Regulation 43 of the Companies Regulations 2011, is available on the Company's website at
https://www.lifehealthcare.co.za/investor-relations/results-and-reports/
The remuneration report of the Company for the year ended 30 September 2025, in terms of the Companies Act,
Section 61, is available on the Company's website https://www.lifehealthcare.co.za/investor-relations/results-and-
reports/
Dunkeld
19 February 2026
Equity Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Debt Sponsor
Questco Corporate Advisory
Date: 19-02-2026 03:57:00
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