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VODACOM GROUP LIMITED - Result of annual general meeting

Release Date: 23/07/2019 14:19
Code(s): VOD     PDF:  
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Result of annual general meeting

Vodacom Group Limited
(Incorporated in the Republic of South Africa)
(Registration number 1993/005461/06)
(Share code: VOD ISIN: ZAE000132577)
(ADR code: VDMCY ISIN: US92858D2009)
(“Vodacom Group” or “the Company”)

Result of annual general meeting

Shareholders are advised that at the twenty-fourth annual general meeting of Vodacom Group held
today, Tuesday 23 July 2019, the ordinary and special resolutions as set out in the notice of
annual general meeting were passed by the requisite majorities. The number of shares present and
outcome of the voting are set out as follows:

72 shareholders holding 1 707 447 556 ordinary shares were present in person or represented by proxy.
This represented 93.01% of the issued ordinary shares.

Ordinary resolution number 1 – adoption of audited consolidated annual financial statements
Number of shares voted:            1 704 241 871
Number of shares for:              1 704 236 141           100.00%
Number shares against:                     5 730             0.00%
Number of shares abstained:            3 205 696             0.17%

Ordinary resolution number 2 – election of Ms P Mahanyele Dabengwa as a director
Number of shares voted:              1 705 346 360
Number of shares for:                1 704 996 030          99.98%
Number shares against:                     350 330           0.02%
Number of shares abstained:              2 101 183           0.11%

Ordinary resolution number 3 – election of Mr S Sood as a director
Number of shares voted:              1 705 997 101
Number of shares for:                1 692 477 409          99.21%
Number shares against:                  13 519 692           0.79%
Number of shares abstained:              1 280 584           0.07%

Ordinary resolution number 4 – election of Mr T Reisten as a director
Number of shares voted:              1 706 001 051
Number of shares for:                1 692 463 209          99.21%
Number shares against:                  13 537 842           0.79%
Number of shares abstained:              1 280 610           0.07%

Ordinary resolution number 5 – re-election of Mr PJ Moleketi as a director
Number of shares voted:              1 705 017 318
Number of shares for:                1 666 509 938          97.74%
Number shares against:                  38 507 380           2.26%
Number of shares abstained:              2 430 179           0.13%

Ordinary resolution number 6 – re-election of Mr JWL Otty as a director
Number of shares voted:              1 706 167 009
Number of shares for:                1 692 359 240          99.19%
Number shares against:                  13 807 769           0.81%
Number of shares abstained:              1 280 584           0.07%


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Ordinary resolution number 7 – appointment of Ernst and Young Inc. as auditors of the Company
Number of shares voted:            1 706 169 764
Number of shares for:              1 706 160 052           100.00%
Number shares against:                     9 712             0.00%
Number of shares abstained:            1 277 829             0.07%

Ordinary resolution number 8 – approval of remuneration policy
Number of shares voted:             1 706 170 955
Number of shares for:               1 687 522 212           98.91%
Number shares against:                 18 648 743            1.09%
Number of shares abstained:             1 276 638            0.07%

Ordinary resolution number 9 – approval of implementation remuneration policy
Number of shares voted:             1 706 054 105
Number of shares for:               1 687 414 312           98.91%
Number shares against:                 18 639 793            1.09%
Number of shares abstained:             1 393 488            0.08%

Ordinary resolution number 10 – re-election of Mr DH Brown as a member of the Audit, Risk and
Compliance Committee
Number of shares voted:           1 706 161 540
Number of shares for:             1 700 220 914             99.65%
Number shares against:                5 940 626              0.35%
Number of shares abstained:           1 286 053              0.07%

Ordinary resolution number 11 – election of Mr SJ Macozoma as a member of the Audit, Risk and
Compliance Committee
Number of shares voted:            1 706 163 750
Number of shares for:              1 704 070 444            99.88%
Number shares against:                 2 093 306             0.12%
Number of shares abstained:            1 283 843             0.07%

Ordinary resolution number 12 – re-election of Ms BP Mabelane as a member of the Audit, Risk and
Compliance Committee
Number of shares voted:            1 706 168 974
Number of shares for:              1 704 069 309            99.88%
Number shares against:                 2 099 665             0.12%
Number of shares abstained:            1 278 619             0.07%

Special resolution 1 – general authority to repurchase shares in the Company
Number of shares voted:              1 706 184 448
Number of shares for:                1 691 247 066          99.12%
Number shares against:                    14 937 382         0.88%
Number of shares abstained:                1 263 145         0.07%

Special resolution 2 – increase in non-executive directors’ fees
Number of shares voted:               1 706 085 160
Number of shares for:                 1 701 935 337          99.76%
Number shares against:                    4 149 823           0.24%
Number of shares abstained:               1 362 433           0.07%




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Special resolution 3 – Section 45 – financial assistance to related and inter-related companies
Number of shares voted:               1 706 184 581
Number of shares for:                 1 699 212 664           99.59%
Number shares against:                    6 971 917            0.41%
Number of shares abstained:               1 263 012            0.07%


Midrand
23 July 2019

Sponsor: UBS South Africa (Pty) Limited
ADR depository bank: Deutsche Bank Trust Company Americas




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Date: 23/07/2019 02:19:00
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