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Results Of The Annual General Meeting
Pepkor Holdings Limited
(Previously Steinhoff Africa Retail Limited)
(Incorporated in the Republic of South Africa)
(Registration number: 2017/221869/06)
Share Code: PPH
ISIN: ZAE000259479
(“Pepkor” or “the Company”)
RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that at the annual general meeting of the Company held at
09:00 today, Monday, 11 March 2019 at the AfriGrande Boardroom, PEP Campus Entrance
4, Radnor Street, Parow Industria (“AGM”), all of the resolutions were passed by the requisite
majorities of the Company’s shareholders.
Details of the results of the voting at the AGM are as follows:
Votes
Votes for against
resolution resolution Number of
as a as a shares Number of
percentage percentage voted at shares
of total of total AGM as a abstained
number of number of percentag as a
Resolutions shares shares Number of e of percentage
proposed at the voted at voted at shares voted shares in of shares in
AGM AGM AGM at AGM issue issue
Ordinary resolution 96.26% 3.74% 3,237,525,492 93.84% 0.11%
number 1:
Appointment of
auditor
Ordinary resolution 99.01% 0.99% 3,200,961,852 92.78% 1.17%
number 2:
Re-election of JB
Cilliers as a director
who retires by
rotation
Ordinary resolution 97.12% 2.88% 3,200,961,852 92.78% 1.17%
number 3:
Re-election of LJ
du Preez as a
director who retires
by rotation
Ordinary resolution 89.04% 10.96% 3,241,272,018 93.95% 0.00%
number 4:
Re-election of JD
Wiese as a director
who retires by
rotation
Ordinary resolution 100% 0.00% 3,240,738,352 93.93% 0.02%
number 5:
Ratification of
appointment of
F Petersen-Cook
as a director of the
Company
Ordinary resolution 96.52% 3.48% 3,236,924,990 93.82% 0.13%
number 6:
Ratification of
appointment of
PJ Dieperink as a
director of the
Company
Ordinary resolution 99.97% 0.03% 3,241,266,718 93.95% 0.00%
number 7:
Ratification of
appointment of MJ
Harris as a director
of the Company
Ordinary resolution 100% 0.00% 3,241,266,718 93.95% 0.00%
number 8:
Ratification of
appointment of W
Luhabe as a
director of the
Company
Ordinary resolution 97.91% 2.09% 3,238,617,374 93.87% 0.08%
number 9:
Re-appointment of
JB Cilliers as a
member of the
audit and risk
committee of the
Company
Ordinary resolution 100% 0.00% 3,241,266,718 93.95% 0.00%
number 10:
Appointment of
F Petersen-Cook
as a member of the
audit and risk
committee of the
Company
Ordinary resolution 98.03% 1.97% 3,241,266,718 93.95% 0.00%
number 11:
Re-appointment of
SH Müller as a
member of the
audit and risk
committee of the
Company
Ordinary resolution 98.16% 1.84% 3,239,739,954 93.91% 0.05%
number 12:
Non-binding
endorsement of the
Company’s
remuneration policy
Ordinary resolution 94.07% 5.93% 3,198,614,872 92.71% 1.24%
number 13:
Non-binding
endorsement of the
Company’s
implementation
report on the
remuneration policy
Ordinary resolution 94.51% 5.49% 3,241,229,718 93.95% 0.00%
number 14:
General authority to
issue shares for
cash
Special resolution
number 1:
Approval of fees
payable to non-
executive directors
8.1 Board chairman 99.17% 0.83% 3,241,236,418 93.95% 0.00%
8.2 Lead 99.29% 0.71% 3,241,236,316 93.95% 0.00%
independent
8.3 Board member 99.31% 0.69% 3,240,708,052 93.93% 0.02%
8.4 Audit and risk 99.31% 0.69% 3,241,236,418 93.95% 0.00%
committee
chairman
8.5 Audit and risk 99.31% 0.69% 3,241,199,418 93.95% 0.01%
committee member
8.6 Human 99.31% 0.69% 3,240,708,052 93.93% 0.02%
resources and
remuneration
committee
chairman
8.7 Human 99.31% 0.69% 3,240,745,052 93.93% 0.02%
resources and
remuneration
committee member
8.8 Nomination 99.29% 0.71% 3,241,236,418 93.95% 0.00%
committee
chairman
8.9 Nomination 99.29% 0.71% 3,241,236,418 93.95% 0.00%
committee member
8.10 Social and 99.31% 0.69% 3,241,236,418 93.95% 0.00%
ethics committee
chairman
8.11 Social and 99.31% 0.69% 3,241,236,418 93.95% 0.00%
ethics committee
member
8.12 Special 99.28% 0.72% 3,240,708,052 93.93% 0.02%
meetings rate per
hour
Special resolution 98.12% 1.88% 3,241,268,808 93.95% 0.00%
number 2:
General authority to
provide financial
assistance
Note:
Total number of shares in issue as at the date of the AGM was 3,450,000,000.
Parow
11 March 2019
Sponsor
PSG Capital
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