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Report on proceedings at the annual general meeting
Rhodes Food Group Holdings Limited
(Incorporated in the Republic of South Africa)
Registration number: 20012/074392/06
Share code: RFG
ISIN: ZAE000191979
("Rhodes" or "the Company")
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING
At the annual general meeting ("Annual General Meeting" or "the meeting") of the shareholders of Rhodes held today, Thursday, 21 February
2019, the resolutions proposed at the meeting were unaltered from that reflected in the Notice of Annual General Meeting and were
approved by the requisite majority of votes.
In this regard, Rhodes confirms the voting statistics from the Annual General Meeting as follows:
Total number of shares in issue 262,762,018
Treasury shares (excluded from voting) 1,125,000
Total number of shares (“voteable shares”) 261,637,018
Total number of shares represented (including proxies) at the Annual General Meeting 231,574,624
Proportion of total voteable shares represented at the Annual General Meeting 88.51%
Resolutions Votes cast as a Number of Shares voted Shares
percentage of the total Shares Voted as a abstained as a
number of shares voted percentage of percentage of
at the meeting the total the total issued
issued share share capital
capital
For Against
Ordinary resolution 1: Re-election of director - Mr B 99.998% 0.002% 231,413,734 88.070% 0.061%
Henderson
Ordinary resolution 2: Re-election of director - Mr C 99.989% 0.011% 231,413,734 88.070% 0.061%
Schoombie
Ordinary resolution 3: Re-election of director - Dr Y 99.998% 0.002% 231,415,234 88.070% 0.061%
Muthien
Ordinary resolution 4: Appointment of Mr M Bower to 99.998% 0.002% 231,413,734 88.070% 0.061%
the audit and risk committee
Ordinary resolution 5: Appointment of Mr T Leeuw to 99.998% 0.002% 231,413,734 88.070% 0.061%
the audit and risk committee
Ordinary resolution 6: Appointment of Mr A Makenete 99.265% 0.735% 231,415,054 88.070% 0.061%
to the audit and risk committee
Ordinary resolution 7: Reappointment of the 81.261% 18.739% 231,413,734 88.070% 0.061%
independent registered auditor
Ordinary resolution 8: Control of authorised but 67.730% 32.270% 231,393,269 88.062% 0.069%
unissued ordinary shares
Ordinary resolution 9: Authority to issue ordinary shares 80.902% 19.098% 231,415,234 88.070% 0.061%
Ordinary resolution 10: Signature of documents 99.999% 0.001% 231,393,269 88.062% 0.069%
Non-binding advisory resolution 1: Approval of the 87.064% 12.936% 231,413,804 88.070% 0.061%
remuneration policy
Non-binding advisory resolution 2: Approval of the 88.302% 11.698% 231,391,839 88.061% 0.070%
implementation report
Special resolution 1: Approval of the non-executive 99.996% 0.004% 231,393,169 88.062% 0.069%
directors’ fees
Special resolution 2: General authority to repurchase 99.999% 0.001% 231,413,804 88.070% 0.061%
shares
Special resolution 3: Loans or other financial assistance 93.841% 6.159% 224,405,828 85.403% 2.728%
to related companies
The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course.
Groot Drakenstein
22 February 2019
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Prepared by: The Meeting Specialist (Pty) Ltd
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