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Results Of The Annual General Meeting
CAPITEC BANK HOLDINGS LIMITED
Incorporated in the Republic of South Africa
Registration number: 1999/025903/06
Registered bank controlling company
JSE share code: CPI- ISIN: ZAE000035861
JSE preference share code: CPI- ISIN: ZAE000083838
“Capitec” or “the Company”
RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that at the annual general meeting of
the Company held at 14:30 on Friday, 31 May 2019, at The Olive Press,
Boschendal Estate, Pniel Road, Groot Drakenstein, Franschhoek (“AGM”),
all of the resolutions were passed by the requisite majority of the
Company’s shareholders.
Details of the results of the voting at the AGM are as follows:
Votes
Votes for against Number
resolution resolution of Number of
as a as a shares shares
percentage percentage voted at abstained
of total of total AGM as a as a
number of number of percenta percentag
Resolutions shares shares Number of ge of e of
proposed at the voted at voted at shares voted shares shares in
AGM AGM AGM at AGM in issue issue
Ordinary 99.77% 0.23% 100,754,525 87.14% 0.49%
resolution
number 1:
Re-election of
Ms LA Dlamini as
an independent
non-executive
Director
Ordinary 99.87% 0.13% 97,896,849 84.67% 0.16%
resolution
number 2:
Re-election of
Mr JD McKenzie
as an
independent non-
executive
Director
Ordinary 94.58% 5.42% 101,117,421 87.45% 0.18%
resolution
number 3:
Re-election of
Mr PJ Mouton as
a non-executive
Director
Ordinary 99.49% 0.51% 101,131,976 87.46% 0.17%
resolution
number 4:
Election of Mr
DP Meintjes as
an independent
non-executive
Director
Ordinary 91.33% 8.67% 99,894,690 86.39% 0.06%
resolution
number 5:
Re-appointment
of
PricewaterhouseC
oopers Inc. as
auditor
Ordinary 98.34% 1.66% 101,255,361 87.57% 0.06%
resolution
number 6:
Approval to
issue (i)Loss
Absorbent
Convertible
Capital
Securities and
(ii) Ordinary
Shares upon a
relevant
“trigger event”
Ordinary 97.74% 2.26% 101,240,334 87.56% 0.06%
resolution
number 7:
Authority to
issue Ordinary
Shares for cash
by way of a
general
authority
Ordinary 90.41% 9.59% 101,041,024 87.39% 0.24%
resolution
number 8:
Endorsement of
remuneration
policy
Ordinary 90.63% 9.37% 101,041,724 87.39% 0.24%
resolution
number 9:
Endorsement of
implementation
of remuneration
policy
Ordinary 99.95% 0.05% 101,037,917 87.38% 0.15%
resolution
number 10:
Approval of
amendments to
the Capitec Bank
Group Employee
Empowerment
Trust deed
Special 98.13% 1.87% 100,931,977 87.29% 0.34%
resolution
number 1:
Approval of the
Directors’
remuneration for
the financial
year ending on
29 February 2020
Special 99.30% 0.70% 101,230,924 87.55% 0.08%
resolution
number 2:
General approval
for the Company
and any
subsidiary
company to
purchase
Ordinary Shares
issued by the
Company
Special 99.81% 0.19% 101,177,250 87.50% 0.13%
resolution
number 3:
Authority for
the Board to
authorise the
Company to
provide
financial
assistance to
related
companies and
corporations
Special 99.20% 0.80% 101,255,981 87.57% 0.06%
resolution
number 4:
Authority for
the Board to
authorise the
Company to
provide
financial
assistance for
the acquisition
of Ordinary
Shares in
respect of a
Restricted Share
Plan for senior
managers
Note:
Total number of shares in issue as at the date of the AGM was
115,626,991.
Stellenbosch
3 June 2019
Sponsor
PSG Capital
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