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Results of annual general meeting
AFRICAN AND OVERSEAS ENTERPRISES LIMITED
Listed on the General Segment of the Main Board
(Incorporated in the Republic of South Africa)
(Registration number 1947/027461/06)
JSE share code: AOO ISIN: ZAE000000485
JSE share code: AON ISIN: ZAE000009718
JSE share code: AOVP ISIN: ZAE000000493
("AOE" or "the company")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that at the annual general meeting of shareholders held on Thursday, 13 November 2025
(in terms of the notice dispatched on 13 October 2025) all the resolutions tabled thereat were passed (by way of a
poll) by the requisite majority of AOE shareholders.
Details of the results of voting at the annual general meeting were as follows:
- total number of AOE ordinary and "N" ordinary shares (collectively, the "shares") that could have been
voted at the annual general meeting: 11 840 671 shares (being the aggregate amount of 1 618 750 ordinary
shares and 10 221 921 "N" ordinary shares);
- total number of shares that were present/represented at the annual general meeting: 10 923 017 shares, (being
in aggregate 92.25% of the total number of shares that could have been voted at the annual general meeting
and constituting 93.89% of the aggregate voting rights that could have been exercised at the annual general
meeting);
- total number of ordinary shares that were present/represented at the annual general meeting: 1 520 936
ordinary shares (being 93.96% of the total number of ordinary shares that could have been voted at the annual
general meeting) with each ordinary share entitling the holder thereof to 200 votes; and
- total number of "N" ordinary shares that were present at the annual general meeting: 9 402 081 "N" ordinary
shares (being 91.98% of the total number of "N" ordinary shares that could have been voted at the annual
general meeting) with each "N" ordinary share entitling the holder thereof to 1 vote.
Ordinary resolution 1: Approval of annual financial statements
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 2.1: Re-election of directors – HB Roberts
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 2.2: Re-election of directors – B Ntshingwa
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 3.1: Election of audit and risk committee members – HB Roberts
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 3.2: Election of audit and risk committee members – B Ntshingwa
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 3.3: Election of audit and risk committee members – PM Naylor
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 4.1: Election of social and ethics committee members – PM Naylor
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 4.2: Election of social and ethics committee members – B Ntshingwa
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 4.3: Election of social and ethics committee members – MA Golding
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 5: Re-appointment of auditors
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 6: Control over unissued shares
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 303 807 200, being 99.88% 380 000, being 0.12% -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 359 945, being 99.55% 42 136, being 0.45% -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 167 145, being 99.87% 422 136, being 0.13% -
Ordinary resolution 7: Signature of documents
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Ordinary resolution 8: Non-binding advisory vote on remuneration policy
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 303 807 200, being 99.88% 380 000, being 0.12% -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 359 945, being 99.55% 42 136, being 0.45% -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 167 145, being 99.87% 422 136, being 0.13% -
Ordinary resolution 9: Non-binding advisory vote on remuneration implementation report
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 303 807 200, being 99.88% 380 000, being 0.12% -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 359 945, being 99.55% 42 136, being 0.45% -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 167 145, being 99.87% 422 136, being 0.13% -
Ordinary resolution 10: Amendments to the AOE Incentive Scheme
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% 42 136, being 0.01% -
Special resolution 1: Financial Assistance
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 304 187 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 402 081, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 589 281, being 100.00% - -
Special resolution 2: Allotment and issue of shares to directors and prescribed officers
Ordinary shares voted* Votes for Votes against Abstentions#
1 520 936, being 93.96% 303 807 200, being 99.88% 380 000, being 0.12% -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 402 081, being 91.98% 9 359 945, being 99.55% 42 136, being 0.45% -
Total shares voted* Votes for Votes against Abstentions#
10 923 017, being 92.25% 313 167 145, being 99.87% 422 136, being 0.13% -
Special resolution 3: Amendments to the Memorandum of Incorporation
Ordinary shares voted* Votes for Votes against Abstentions#
1 519 036, being 93.84% 303 807 200, being 100.00% - -
"N" ordinary shares voted* Votes for Votes against Abstentions#
9 359 945, being 91.57% 9 359 945, being 100.00% - -
Total shares voted* Votes for Votes against Abstentions#
10 878 981, being 91.88% 313 167 145, being 100.00% - -
* shares voted (excluding abstentions) in relation to total shares in issue
# in relation to the total shares in issue
14 November 2025
Sponsor
Java Capital
Date: 14-11-2025 05:30:00
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