BRAINWORKS LIMITED - Results of the annual general meeting

Results of the annual general meeting

Brainworks Limited
(Incorporated in the Republic of Mauritius)
(Registration number: 115883 C1/GBL)
Share Code: BWZ ISIN: MU0548S00000
(“Brainworks” or “the Company”)


RESULTS OF THE ANNUAL GENERAL MEETING


Shareholders are advised that the following ordinary and special resolutions were approved by the requisite majority of votes at
the Annual General Meeting of Brainworks ordinary shareholders held on Tuesday, 26 June 2018.

The total number of Brainworks’ ordinary shares in issue is 86,306,195 shares of which 54,769,532 shares were voted at the
annual general meeting, representing 63.46%.

 Resolutions                                                                        Shares voted                         Votes
                                                                                                                     in favour
                                                                                   Number               % (1)             % (2)
 Ordinary resolution number 1                                                    54 769 532            63.46           100.00
 Adoption of the annual financial statements and reports for the year
 ended 31 December 2017.
 Ordinary resolution number 2                                                    54 769 532            63.46           100.00
 Re-appointment of PricewaterhouseCoopers Inc of South Africa,
 Pricewaterhouse Coopers Mauritius and PricewaterhouseCoopers
 Zimbabwe, as independent auditors with the designated auditor
 being Pietro Calicchio.
 Re-election of directors:
 Ordinary resolution number 3.1                                                  54 769 532            63.46           100.00
 Re-election of Mr SFW Village as a non-executive director.
 Ordinary resolution number 3.2                                                  54 769 532            63.46           100.00
 Re-election of Mr RG Muirimi as a non-executive director.
 Ordinary resolution number 3.3                                                  54 769 532            63.46           100.00
 Re-election of Mr GSJ Bennett as an independent non-executive
 director.
 Appointment of members of the Audit and Risk Committee:
 Ordinary resolution number 4.1                                                  54 769 532            63.46           100.00
 Appointment of Mr MJ Wood as a member and Chairman of the
 Audit and Risk Committee.
 Ordinary resolution number 4.2                                                  54 769 532            63.46           100.00
 Appointment of Mr GSJ Bennett as a member of the Audit and Risk
 Committee.
 Ordinary resolution number 4.3                                                  54 769 532            63.46           100.00
 Appointment of Mr RN Charrington as a member of the Audit and
 Risk Committee.
 Ordinary resolution number 5                                                    54 769 532            63.46           100.00
 General authority to issue shares for cash.
 Ordinary resolution number 6                                                    54 769 532            63.46           100.00
 Directors’ authorising resolution.
 Non-binding advisory vote in respect of the approval of the                     54 769 532            63.46           100.00
 Company’s remuneration policy
 Special resolution number 1                                                     54 769 532            63.46           100.00
 Approval of the non-executive directors’ fees.
 Special resolution number 2                                                     54 769 532             63.46          100.00
 General authority to repurchase the Company’s shares.

Notes:
1. As a percentage of total ordinary shares in issue.
2. As a percentage of shares voted.
3. There were no abstentions nor were any shares voted against the resolutions.

Ebène, Mauritius
27 June 2018

Sponsor
Questco Corporate Advisory Proprietary Limited

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