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HERIOT REIT LIMITED - Results of the annual general meeting and general meeting relating to the adoption of the Conditional Share Plan

Release Date: 08/12/2025 17:09
Code(s): HET     PDF:  
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Results of the annual general meeting and general meeting relating to the adoption of the Conditional Share Plan

HERIOT REIT LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2017/167697/06)
(Approved as a REIT by the JSE)
JSE share code: HET
ISIN: ZAE000246740
("Heriot" or "the Company")


RESULTS OF THE ANNUAL GENERAL MEETING AND GENERAL MEETING RELATING TO THE
ADOPTION OF THE CONDITIONAL SHARE PLAN


Annual General Meeting

Shareholders are advised that at the Company's annual general meeting ("AGM") held today, 8
December 2025 (in terms of the notice dispatched on 31 October 2025), all the resolutions tabled
thereat were passed by the requisite majority of shareholders.

Details of the results of voting at the AGM are as follows:

-      total number of Heriot shares in issue as at the date of the AGM: 320 161 982
-      total number of Heriot shares that were present/represented at the AGM: 307 811 712 being
       96.41% of the total number of Heriot shares that could have been voted at the AGM.

    Ordinary resolution number 1.1: Re-election of Gregory James Heron as a Non-executive Director

    Shares voted*              For                        Against              Abstentions*
    307 811 712, being         307 811 712, being         -                    -
    96.41%                     100%

    Ordinary resolution number 1.2: Re-election of Andile Mazwai as a Non-executive Director

    Shares voted*              For                        Against               Abstentions*
    307 811 712, being         307 811 712, being         -                     -
    96.41%                     100%

    Ordinary resolution number 2.1: Appointment of member to the audit and risk committee: Selwyn
    Joel Blieden (Chairman)

    Shares voted*              For                        Against               Abstentions*
    307 811 712, being         307 811 712, being         -                     -
    96.41%                     100%

    Ordinary resolution number 2.2: Appointment of member to the audit and risk committee: Robin
    Lockhart-Ross

    Shares voted*              For                        Against               Abstentions*
    307 811 712, being         307 811 712, being         -                     -
    96.41%                     100%

    Ordinary resolution number 2.3: Appointment of member to the audit and risk committee: Gregory
    James Heron

    Shares voted*              For                        Against               Abstentions*
    307 811 712, being         307 811 712, being         -                     -
    96.41%                     100%

    Ordinary resolution number 3.1: Appointment of member to the social and ethics committee:
    Andile Mazwai (Chairman)

    Shares voted*               For                       Against               Abstentions*
    307 811 712, being          307 811 712, being        -                     -
    96.41%                      100%

    Ordinary resolution number 3.2: Appointment of member to the social and ethics committee:
    Richard Lawrence Herring
 
    Shares voted*               For                       Against               Abstentions*
    307 811 712, being          307 811 712, being        -                     -
    96.41%                      100%

    Ordinary resolution number 3.3: Appointment of member to the social and ethics committee:
    Gregory James Heron

    Shares voted*               For                       Against               Abstentions*
    307 811 712, being          307 811 712, being        -                     -
    96.41%                      100%

    Ordinary resolution number 4: Reappointment of external auditor

    Shares voted*               For                       Against               Abstentions*
    307 811 712, being          307 811 712, being        -                     -
    96.41%                      100%

    Non-binding advisory resolution number 1: Approval of the remuneration policy

    Shares voted*               For                       Against               Abstentions*
    307 811 712, being          307 811 712, being        -                     -
    96.41%                      100%

    Non-binding advisory resolution number 2: Approval of the remuneration implementation report

    Shares voted*               For                       Against               Abstentions*
    307 811 712, being          307 811 712, being        -                     -
    96.41%                      100%

    Ordinary resolution number 5: General authority to issue shares for cash

    Shares voted*               For                       Against               Abstentions*
    307 811 712, being          307 811 712, being        -                     -
    96.41%                      100%

    Ordinary resolution number 6: Signature of documentation

    Shares voted*               For                       Against               Abstentions*
    307 811 712, being          307 811 712, being        -                     -
    96.41%                      100%
    
    Special resolution number 1: Non-executive Directors' fees

    Shares voted*               For                       Against                 Abstentions*
    307 811 712, being          307 811 712, being        -                       -
    96.41%                      100%

    Special resolution number 2: General approval to acquire own shares

    Shares voted*               For                       Against                 Abstentions*
    307 811 712, being          307 811 712, being        -                       -
    96.41%                      100%

    Special resolution number 3: Loans or other financial assistance to related companies

    Shares voted*               For                       Against                 Abstentions*
    307 811 712, being          307 811 712, being        -                       -
    96.41%                      100%

    * in relation to total number of shares in issue, excluding 900 000 treasury shares

No resolutions were added or amended at the AGM.

General Meeting

Shareholders are referred to the announcement released on SENS on 10 November 2025, whereby
shareholders were advised that the Company had distributed a notice of general meeting ("General
Meeting") relating to the adoption of a conditional share plan ("CSP").

Shareholders are hereby advised that at the General Meeting held today, 8 December 2025, all
resolutions tabled thereat were passed by the requisite majority of shareholders.

Details of the results of voting at the General Meeting are as follows:

-      total number of Heriot shares in issue as at the date of the General Meeting: 320 161 982
-      total number of Heriot shares that were present/represented at the General Meeting: 307 811 712
       being 96.41% of the total number of Heriot shares that could have been voted at the General
       Meeting.


    Ordinary resolution number 1: Adoption of the CSP

    Shares voted*               For                       Against                 Abstentions*
    307 811 712, being          307 811 712, being        -                       -
    96.41%                      100%

    Ordinary resolution number 2: Directors' authority

    Shares voted*               For                       Against                 Abstentions*
    307 811 712, being          307 811 712, being        -                       -
    96.41%                      100%

    * in relation to total number of shares in issue, excluding 900 000 treasury shares

No resolutions were added or amended at the General Meeting.

Johannesburg
8 December 2025


Designated advisor
Valeo Capital (Pty) Limited

Date: 08-12-2025 05:09:00
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