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Results of annual general meeting
Finbond Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2001/015761/06)
Share code: FGL ISIN: ZAE000138095
('Finbond' or 'the Company')
RESULTS OF ANNUAL GENERAL MEETING
Shareholders are hereby advised that at the annual general meeting of
shareholders of the company held on Monday, 29 July 2019, all the proposed
ordinary and special resolutions, as set out in the notice of annual
general meeting contained in the integrated report for the year ended 28
February 2019, were passed by the requisite majority of shareholders
present and voting, in person or by proxy.
Details of the results of voting at the annual general meeting are as
follows:
- Total number of issued ordinary shares: 954 012 017
- Total number of issued ordinary shares which were present/represented at
the annual general meeting: 892 531 249 being 93.56% of the total number
of issued ordinary shares
Ordinary Resolutions
Resolution to consider the audited annual financial statements
For (1) Against (1) Abstentions (2) Shares voted (3)
892 513 864, 0, being 0% 17 385, being 0% 892 513 864,
being 100% being 93.55%
Ordinary resolution number 1: Control over unissued share capital
For (1) Against (1) Abstentions (2) Shares voted (3)
892 462 649, 51 215, being 17 385, being 0% 892 513 864,
being 99.99% 0.01% being 93.55%
Ordinary resolution number 2: General authority to issue shares for cash
For (1) Against (1) Abstentions (2) Shares voted (3)
892 462 349, 51 515, being 17 385, being 0% 892 513 864,
being 99.99% 0.01% being 93.55%
Ordinary resolution number 3: Re-election of Adv N Melville to the board
of directors
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 0, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Ordinary resolution number 4: Re-election of Dr M Motlatla to the board
of directors
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 0, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Ordinary resolution number 5: Re-election of Mrs R Xaba to the board of
directors
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 0, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Ordinary resolution number 6: Re-election of Ms H Wilken-Jonker to the
board of directors
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 0, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Ordinary resolution number 7: Re-election of Mr DJ Brits to the board of
directors
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 0, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Ordinary resolution number 8: Re-election of Mr H Kotze to the board of
directors
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 0, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Ordinary resolution number 9: Re-election of Mr PA Naude to the board of
directors
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 0, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Ordinary resolution 10: Re-election of Mr DJ Brits to the audit committee
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 300, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Ordinary resolution 11: Re-election of Adv N Melville to the audit
committee
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 0, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Ordinary resolution 12: Re-election of Ms R Xaba to the audit committee
For (1) Against (1) Abstentions (2) Shares voted (3)
892 509 264, 0, being 0% 21 985, being 0% 892 509 264,
being 100% being 93.55%
Special resolutions
Special resolution 1: Non-executive remuneration
For (1) Against (1) Abstentions (2) Shares voted (3)
892 513 564, 300, being 0% 17 385, being 0% 892 513 864,
being 100% being 93.55%
Special resolution 2: Remuneration policy
For (1) Against (1) Abstentions (2) Shares voted (3)
892 513 564, 300, being 0% 17 385, being 0% 892 513 864,
being 100% being 93.55%
Special resolution 3: Remuneration implementation report
For (1) Against (1) Abstentions (2) Shares voted (3)
892 513 663, 201, being 0% 17 385, being 0% 892 513 864,
being 100% being 93.55%
Special resolution 4: Ratification of the inter-group loans
For (1) Against (1) Abstentions (2) Shares voted (3)
892 513 864, 0, being 0% 17 385, being 0% 892 513 864,
being 100% being 93.55%
Special resolution 5: General authority to repurchase shares
For (1) Against (1) Abstentions (2) Shares voted (3)
892 513 864, 0, being 0% 17 385, being 0% 892 513 864,
being 100% being 93.55%
Special resolution 6: Increase in authorised share capital
For (1) Against (1) Abstentions (2) Shares voted (3)
892 458 049, 51 215, being 21 985, being 0% 892 509 264,
being 99.99% 0.01% being 93.55%
The chairman proposed that the Group’s external auditors, SNG Grant
Thornton, be automatically re-appointed as recommended by the Audit
Committee. All shareholders present and by proxy unanimously approved the
automatic re-appointment of SNG Grant Thornton.
Notes:
(1) The votes carried for and against each individual resolution are
disclosed as a percentage in relation to the total number of ordinary
shares voted (whether in person or by proxy) in respect of such individual
resolution at the annual general meeting.
(2) The total number of ordinary shares abstained in respect of each
individual resolution (whether in person or by proxy) is disclosed as a
percentage in relation to the total number of issued ordinary shares.
(3) The total number of ordinary shares voted (whether in person or by
proxy) at the annual general meeting in respect of each individual
resolution is disclosed as a percentage in relation to the total number
of issued ordinary shares.
The relevant special resolutions will be lodged with the Companies and
Intellectual Property Commission in due course.
Pretoria
29 July 2019
Sponsor: Grindrod Bank Limited
Date: 29/07/2019 05:00:00
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