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TEXTON PROPERTY FUND LIMITED - Results of Annual General Meeting

Release Date: 22/11/2019 17:17
Code(s): TEX     PDF:  
 
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Results of Annual General Meeting

TEXTON PROPERTY FUND LIMITED
Granted REIT status by the JSE
Incorporated in the Republic of South Africa
(Registration number 2005/019302/06)
Share code: TEX    ISIN: ZAE000190542
(“Texton” or “the Company”)


RESULTS OF ANNUAL GENERAL MEETING


Shareholders are advised that, at the Annual General Meeting of Texton held on 21 November 2019, all the
resolutions as set out in the notice of Annual General Meeting were passed by the requisite majority of
shareholders, save for ordinary resolution number 7: General authority to issue shares for cash.

The number of shares voted in person or by proxy was 266 020 613, representing 70,74% of the total issued
share capital of Texton shares.

The resolutions proposed at the meeting, together with the percentage of shares abstained, as well as the
percentage of votes carried for and against each resolution, are set out below:

                                                                 % of votes      % of votes   % of shares
                                                            carried for the     against the     abstained
Resolution                                                       resolution      resolution
Ordinary resolution 1: Re-election of M A Hannington
as a Non-executive Director                                         100.00%           0.00%         0.29%

Ordinary resolution 2: Election of Ms S Thomas as a
Non-executive Director                                              100.00%           0.00%         0.29%

Ordinary resolution 3: Re-election of Mr J Macey as a
member and Chairman of the Audit and Risk Committee                  72.93%          27.07%         0.29%

Ordinary resolution 4: Election of Ms S Thomas as a
member of the Audit and Risk Committee                              100.00%           0.00%         0.29%

Ordinary resolution 5: Re-election of Mr A Hannington
as a member of the Audit and Risk Committee                         100.00%           0.00%         0.29%


Ordinary resolution 6: Reappointment of auditor                      99.89%           0.11%         0.30%

Ordinary resolution 7: General authority to issue
shares for cash                                                      46.14%          53.86%         0.29%

Ordinary resolution 8.1: Non-binding advisory vote –
Approval of remuneration policy                                      61.03%          38.97%         0.67%

Ordinary resolution 8.2: Non-binding advisory vote –
Approval of remuneration implementation report                       72.78%          27.22%         0.67%

Special resolution 1: Non-executive Directors’
remuneration                                                        100.00%           0.00%         0.30%

Special resolution 2: Authority to repurchase ordinary
securities                                                           99.99%           0.01%         0.67%

Special resolution 3: Financial assistance for
subscription of securities                                           90.94%           9.06%         0.29%

Special resolution 4: Financial assistance to related
and inter-related parties                                            99.46%           0.54%         0.29%

 Special resolution 5: Amendments to the Company’s
 Memorandum of Incorporation

 Special resolution sub-number 5.1                                  100.00%           0.00%         0.31%

 Special resolution sub-number 5.2                                  100.00%           0.00%         0.31%

 Special resolution sub-number 5.3                                  100.00%           0.00%         0.68%

 Special resolution sub-number 5.4                                  100.00%           0.00%         0.31%

 Special resolution sub-number 5.5                                  100.00%           0.00%         0.31%

 Special resolution sub-number 5.6                                  100.00%           0.00%         0.31%

 Special resolution sub-number 5.7                                   99.46%           0.54%         0.31%

 Special resolution sub-number 5.8                                  100.00%           0.00%         0.31%

 Special resolution sub-number 5.9                                  100.00%           0.00%         0.31%

 Special resolution sub-number 5.10                                 100.00%           0.00%         0.31%

 Special resolution sub-number 5.11                                  99.46%           0.54%         0.31%

 Special resolution sub-number 5.12                                 100.00%           0.00%         0.31%

 Special resolution sub-number 5.13                                 100.00%           0.00%         0.31%

 Special resolution sub-number 5.14                                 100.00%           0.00%         0.31%

 Ordinary resolution 9: Implementation of resolutions               100.00%           0.00%         0.30%


Ordinary resolution numbers 8.1 and 8.2 were tabled at the Annual General Meeting in accordance with the
Listings Requirements of JSE Limited and the King IV recommendation that the Company obtain a non-binding
advisory vote by shareholders on the remuneration policy and the remuneration implementation report.

While the aforementioned resolutions pertaining to the non-binding advisory votes were passed by
shareholders, given that the resolutions were voted against by shareholders exercising 25% or more of the
voting rights exercised, Texton has committed to engage with shareholders with a view to obtain an
understanding of shareholders’ concerns with the remuneration policy and remuneration implementation report.

Texton extends an invitation to shareholders to engage with the Company in writing relating to the remuneration
policy and remuneration implementation report. Please send all comments and feedback to the Chief Executive
Officer at marius@texton.co.za.


Johannesburg
22 November 2019

Sponsor
Merchantec Capital

Date: 22/11/2019 05:17:00
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