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Results of annual general meeting
iOCO LIMITED
(Formerly EOH Holdings Limited)
(Incorporated in the Republic of South Africa)
(Registration number 1998/014669/06)
JSE share code: IOC ISIN: ZAE000071072
("iOCO" or the "Company")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that at the annual general meeting ("AGM") of shareholders held on Wednesday,
3 December 2025 (in terms of the notice of AGM dispatched on Wednesday, 5 November 2025), all the resolutions
tabled thereat were passed by the requisite majority of shareholders, other than:
- ordinary resolution numbers 3.2, 4.3 and 5.3, in respect of the vacancy on the Board, the Audit and Risk
Committee and the Social and Ethics Committee as a consequence of the retirement of Veronica Motloutsi from
the conclusion of the AGM, which were withdrawn at the commencement of the meeting; and
- ordinary resolution numbers 6 and 7 in respect of EOH's remuneration policy and remuneration implementation
report which were voted against by more than 25% of the votes exercised at the AGM.
As announced on 26 November 2025, Lerato Pule has been appointed as an independent non-executive director, member
of the Audit and Risk Committee and as Chairperson of the Social and Ethics Committee, with effect from 4 December
2025. Accordingly, the vacancies referred to in ordinary resolutions 3.2, 4.3 and 5.3 have been duly filled.
Details of the results of voting at the AGM are as follows:
- total number of iOCO ordinary shares in issue as at the date of the AGM: 638 083 421;
- total number of iOCO ordinary shares that could have been voted at the AGM, excluding 4 033 965 treasury
shares: 634 049 456;
- total number of iOCO A shares in issue as at the date of the AGM: 40 000 000;
- total number of iOCO ordinary shares that were present/represented at the AGM: 313 597 015, being 49.46%
of the total number of iOCO ordinary shares that could have been voted at the AGM;
- total number of iOCO A shares in issue as at the date of the AGM and that could have been voted at the AGM:
40 000 000 being 100% of the total number of iOCO A shares that could have been voted at the AGM (excluded
in respect of ordinary resolutions 6, 7, 8 and special resolution 2); and
- total number of iOCO ordinary shares and iOCO A shares that were present/represented at the AGM:
40 000 000, being 100.00% of the total number of iOCO ordinary shares and iOCO A shares that could have
been voted at the AGM.
Ordinary resolution number 1: Appointment of Moore Johannesburg Inc as the independent external auditor of the
Company
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 313 030 258, being 99.99% 7 000, being 0.01% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 353 030 258, being 99.99% 7 000, being 0.01% 559 757, being 0.08%
Ordinary resolution number 2: Ratification and appointment of Non-Executive Director, Nompumelelo Mokou
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 313 028 440, being 99.99% 8 818, being 0.01% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 353 028 440, being 99.99% 8 818, being 0.01% 559 757, being 0.08%
Ordinary resolution number 3.1: Re?election of Jabu Moleketi as a Non-Executive Director
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 296 635 769, being 94.76% 16 401 489, being 5.24% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 336 635 769 being 95.35% 16 401 489, being 4.65% 559 757, being 0.08%
Ordinary resolution number 3.2: Board vacancy not filled
Withdrawn
Ordinary resolution number 4.1: Appointment of Nompumelelo Mokou as a member of the Audit and Risk Committee
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 313 029 440, being 99.99% 7 818 being 0.01% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 353 029 440, being 99.99% 7 818, being 0.01% 559 757, being 0.08%
Ordinary resolution number 4.2: Appointment of Andrew Marshall as a member of the Audit and Risk Committee
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 311 507 216, being 99.51% 1 530 042 being 0.49% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 351 507 216, being 99.57% 1 530 042, being 0.43% 559 757, being 0.08%
Ordinary resolution number 4.3: Audit and Risk Committee - Vacancy not filled
Withdrawn
Ordinary resolution number 5.1: Appointment of Jabu Moleketi as a member of the Social and Ethics Committee
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 296 799 763, being 94.81% 16 237 495, being 5.19% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 336 799 763, being 95.40% 16 237 495, being 4.60% 559 757, being 0.08%
Ordinary resolution number 5.2: Appointment of Dennis Venter as a member of the Social and Ethics Committee
Ordinary shares voted* For Against Abstentions^
312 702 335, being 49.01% 312 686 402, being 99.99% 15 933, being 0.01% 894 680, being 0.14%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
352 702 335, being 52.01% 352 686 402, being 99.99% 15 933, being 0.01% 894 690, being 0.13%
Ordinary resolution number 5.3: Social and Ethics Committee - Vacancy not filled
Withdrawn
Ordinary resolution number 6: Endorsement of the Company's Remuneration Policy (non-binding advisory vote)#
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 232 801 338, being 74.37% 80 235 920, being 25.63% 559 757, being 0.09%
Ordinary resolution number 7: Endorsement of the Company's Remuneration Implementation Report (non-binding
advisory vote)#
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 232 802 209, being 74.37% 80 235 049, being 25.63% 559 757, being 0.09%
Ordinary resolution number 8: General authority to issue shares for cash#
Ordinary shares voted* For Against Abstentions^
313 157 258, being 49.06% 278 275 857, being 88.86% 34 881 401, being 11.14% 439 757, being 0.07%
Ordinary resolution number 9: Authority to sign documents
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 313 030 258, being 99.99% 7 000 being 0.01% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 353 030 258, being 99.99% 7 000, being 0.01% 559 757, being 0.08%
Special resolution number 1.1: Approval of the fees payable to Non-Executive Directors for the period
1 February 2026 to 31 January 2027
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 312 879 525, being 99.95% 157 733, being 0.05% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 352 879 525, being 99.96% 157 733, being 0.04% 559 757, being 0.08%
Special resolution number 1.2: Approval of the fee payable for meetings in addition to scheduled meetings set out in
Special Resolution 1.1
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 313 014 425, being 99.99% 22 833, being 0.01% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 353 014 425, being 99.99% 22 833, being 0.01% 559 757, being 0.08%
Special resolution number 2: General authority to acquire shares#
Ordinary shares voted* For Against Abstentions^
313 157 258, being 49.08% 298 437 723, being 95.30% 14 719 535, being 4.70% 439 757, being 0.07%
Special resolution number 3.1: Approval of financial assistance in terms of section 44 of the Companies Act
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 313 013 425, being 99.99% 23 833, being 0.01% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 353 013 425, being 99.99% 23 833, being 0.01% 559 757, being 0.08%
Special resolution number 3.2: Approval of financial assistance in terms of section 45 of the Companies Act
Ordinary shares voted* For Against Abstentions^
313 037 258, being 49.06% 313 014 425, being 99.99% 22 833, being 0.01% 559 757, being 0.09%
A shares voted* For Against Abstentions^
40 000 000, being 100% 40 000 000, being 100% - -
Total shares voted* For Against Abstentions^
353 037 258, being 52.06% 353 014 425, being 99.99% 22 833, being 0.01% 559 757, being 0.08%
* shares voted (excluding abstentions) in relation to total shares in issue
^ in relation to total shares in issue
# unlisted iOCO A shares not taken into account in respect of resolutions required in terms of the JSE Listings
Requirements
iOCO extends an invitation to those shareholders who voted against the non-binding resolutions in respect of the
endorsement of the remuneration policy and the endorsement of the remuneration implementation report, and who have
not yet engaged with the Company in order to address their concerns on these matters. Shareholders are requested to
address their concerns to the Remuneration and Nomination Committee by emailing the company secretary at
anisha.umichand@iocogroup.com. iOCO will consider all concerns and, where appropriate, contact shareholders to
discuss their views and take steps to address legitimate and reasonable concerns raised by shareholders.
4 December 2025
Sponsor
Java Capital
Date: 04-12-2025 05:30:00
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