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Results of annual general meeting
ASTORIA INVESTMENTS LTD
(Incorporated in the Republic of Mauritius)
(Registration number 129785 C1/GBL)
SEM share code: ATIL.N0000
JSE share code: ARA NSX share code: ARO
ISIN: MU0499N00007
("Astoria" or "the Company")
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that at the annual general meeting of shareholders of the Company held on Friday, 14 June 2019 (in terms
of the notice of annual general meeting dispatched to shareholders on 25 April 2019), all of the resolutions tabled at thereat were
passed by the requisite majority of Astoria shareholders, other than ordinary resolutions 6 and 7 which were voted against by more
than 25% of the voting rights exercised in respect of those resolutions and ordinary resolution 2.1 which was withdrawn at the
commencement of the meeting.
Details of the results of voting at the annual general meeting are as follows:
- total number of Astoria shares that could have been voted at the annual general meeting: 122 954 726.
- total number of Astoria shares that were present/represented at the annual general meeting: 90 205 119 being 73.36% of the
total number of Astoria shares that could have been voted at the annual general meeting.
Ordinary Resolution 1: To receive and adopt the audited annual financial statements for the period ended 31 December 2018,
together with the directors' report and independent auditor's report thereon
Shares voted* For Against Abstentions^
89 861 925 shares 89 860 825 shares, being 100% 1 100 shares, being 0.00% 343 194 shares, being 0.28%
Ordinary Resolution 2.1: To re-elect Darryl Kaplan as a director
Withdrawn
Ordinary Resolution 2.2: To re-elect Tiffany Ann Purves as a director
Shares voted* For Against Abstentions^
89 861 925 shares 53 699 452 shares, being 59.76% 36 162 473 shares, being 40.24% 343 194 shares, being 0.28%
Ordinary Resolution 2.3: To re-elect Peter Graham Armitage as a director
Shares voted* For Against Abstentions^
89 861 925 shares 88 655 444 shares, being 98.66% 1 206 481 shares, being 1.34% 343 194 shares, being 0.28%
Ordinary Resolution 2.4: To re-elect Catherine McIlraith as a director
Shares voted* For Against Abstentions^
88 656 544 shares 88 655 444 shares, being 100% 1 100 shares, being 0.00% 1 548 575 shares, being 1.26%
Ordinary Resolution 2.5: To re-elect Peter Todd as a director
Shares voted* For Against Abstentions^
89 861 925 shares 52 494 071 shares, being 58.42% 37 367 854 shares, being 41.58% 343 194 shares, being 0.28%
Ordinary Resolution 2.6: To re-elect Tinesh Ramprusad as a director
Shares voted* For Against Abstentions^
89 861 925 shares 52 494 071 shares, being 58.42% 37 367 854 shares, being 41.58% 343 194 shares, being 0.28%
Ordinary Resolution 2.7: To re-elect Dean Schweizer as a director
Shares voted* For Against Abstentions^
89 861 925 shares 89 860 825 shares, being 100% 1 100 shares, being 0.00% 343 194 shares, being 0.28%
Ordinary Resolution 3: To re-appoint KPMG as auditors
Shares voted* For Against Abstentions^
89 884 860 shares 89 842 805 shares, being 99.95% 42 055 shares, being 0.05% 320 259 shares, being 0.26%
Ordinary Resolution 4: To approve the remuneration of the auditors
Shares voted* For Against Abstentions^
89 861 925 shares 89 842 805 shares, being 99.98% 19 120 shares, being 0.02% 343 194 shares, being 0.28%
Ordinary Resolution 5: To approve the remuneration of non-executive directors
Shares voted* For Against Abstentions^
89 865 325 shares 89 848 433 shares, being 99.98% 16 892 shares, being 0.02% 339 794 shares, being 0.28%
Ordinary Resolution 6: To endorse the remuneration policy by way of a non-binding advisory vote
Shares voted* For Against Abstentions^
89 865 225 shares 53 624 125 shares, being 59.67% 36 241 100 shares, being 40.33% 339 894 shares, being 0.28%
Ordinary Resolution 7: To endorse the remuneration implementation report by way of a non-binding advisory vote
Shares voted* For Against Abstentions^
89 871 825 shares 52 488 279 shares, being 58.40% 37 383 546 shares, being 41.60% 333 294 shares, being 0.27%
Ordinary Resolution 8: To authorise any director and the Company Secretary to sign documentation
Shares voted* For Against Abstentions^
89 871 925 shares 89 864 225 shares, being 99.99% 7 700 shares, being 0.01% 333 194 shares, being 0.27%
*excluding abstentions
^ in relation to total shares in issue
Shareholders are advised that due to the non-binding advisory votes on the remuneration policy and the remuneration
implementation report being voted against by more than 25% of the voting rights exercised in respect of these resolutions, Astoria
extends an invitation to dissenting shareholders to engage with the company in order to address their concerns. Shareholders are
requested to address their concerns to the Chairman of the Remuneration Committee, by submitting an e-mail to Astoria's company
secretary at sameera@ocs.world by 28 June 2019. The Chairman of the Remuneration Committee will in turn contact dissenting
shareholders to engage further with them on their concerns.
Astoria has primary listings on the Stock Exchange of Mauritius and the Alternative Exchange of the JSE, and a secondary listing on
the main board of the Namibian Stock Exchange.
14 June 2019
This communique has been issued pursuant to SEM Listing Rule 11.3 and Rule 5(1) of the Securities (Disclosure Obligations of
Reporting Issuers) Rules 2007. The Board of Directors of Astoria accepts full responsibility for the accuracy of the information
contained in this announcement.
For further information:
JSE designated advisor +27 11 722 3050
Java Capital
Company secretary +230 650 4030
Osiris Corporate Solutions (Mauritius) Limited
SEM authorised representative and sponsor +230 650 4054
GB Capital
NSX sponsor
Namibian Equity Broker (Pty) Ltd +264 (0)61 256666
Date: 14/06/2019 01:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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