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Report on Annual General Meeting proceedings and Changes to the Board
Phumelela Gaming &Leisure Limited
(Incorporated in the Republic of South Africa)
(Registration number 1997/016610/06)
Share code: PHM
ISIN: ZAE000039269
(“Phumelela” or “the Company”)
REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS AND CHANGES TO THE BOARD
Phumelela shareholders are advised that at the Annual General Meeting of members held on
21 January 2020, the ordinary and special resolutions proposed in the Notice of Annual
General Meeting were passed with the requisite majority votes, except for Ordinary Resolutions
7 and 8 as well as Special Resolution 3.
In this regard, Phumelela confirms the voting statistics from the Annual General Meeting as
follows:
% Number
Total number of shares that could be voted at meeting 100% 99 969 347
Total number of shares present/represented including proxies at 80% 79 481 790
meeting (including shares abstained from voting)
Votes in % Votes % Abstention %
favour against s
Ordinary resolution 1: To 78 911 790 99.82% 140 000 0,18% 430 000 0,43%
receive and adopt the annual
financial statement for the year
ended 31 July 2019
Ordinary resolution 2: Re- 63 415 300 80,22% 15 636 490 19,78% 430 000 0,43%
election of the following
Director: Mr. JB Walters
Ordinary resolution 3: Re- 71 700 231 90,70% 7 351 577 9,30% 430 000 0,43%
election of the following
Director: Dr. E Nkosi
Ordinary resolution 4: Reelection of 71 495 928 90,44% 7 555 862 9,56% 430 000 0,43%
the following Director: Mrs. NJ
Mboweni
Ordinary resolution 5.1: To elect 78 911 790 99,82% 140 000 0,18% 430 000 0,43%
the following Risk and Audit
committee member: Mr. S Muller
Ordinary resolution 5.2: To elect 63 292 283 80,06% 15 759 507 19,94% 430 000 0,43%
the following Risk and Audit
committee member: Mr. JB
Walters
Ordinary resolution 5.3: To elect 74 067 597 93,70% 4 984 193 6,30% 430 000 0,43%
the following Risk and Audit
committee member: Mr. SA
Mahlalela
Ordinary resolution 5.4: To elect 71 372 911 90,29% 7 678 879 9,71% 430 000 0,43%
the following Risk and Audit
committee member- Ms. NJ
Mboweni
Ordinary resolution 6: 75 887 428 96,00% 3 164 362 4,00% 430 000 0,43%
Reappointment of KPMG Inc. as
independent auditors for the
ensuing year
Ordinary resolution 7: Placement of 26 210 297 33,16% 52 841 009 66,84% 430 484 0,43%
shares under the control of the
directors
Ordinary resolution 8: General 25 902 309 32,77% 53 149 481 67,23% 430 000 0,43%
authority to issue shares for cash
Ordinary resolution 9: To endorse 63 292 283 80,06% 15 759 507 19,94% 430 000 0,43%
non-binding advisory vote on
Remuneration Policy
Ordinary resolution 10: To endorse 63 292 283 80,06% 15 759 507 19,94% 430 000 0,43%
non-binding advisory vote on
Remuneration implementation
report
Special resolution 1: To approve 65 268 520 82,57% 13 782 441 17,43% 430 829 0,43%
the non-executive directors'
remuneration for the ensuing year
Special resolution 2: To enable 69 219 982 90,96% 6 882 495 9,04% 3 382 313 3,38%
the provision of financial
assistance to related or
interrelated companies or
corporations or directors and
prescribed officers
Special resolution 3: A general 39 703 648 50,23% 39 347 313 49,77% 430 829 0,43%
approval for the Company to
acquire Phumelela Gaming and
Leisure Limited Shares
CHANGES TO THE BOARD
Shareholders are advised that Mr Bernard Kantor has retired with effect from 21 January 2020
after serving the Board for the past 20 years. Mr Moses Tembe, currently serving as Lead
Independent Director, has been appointed chairman of the Board with immediate effect.
The Board would like to thank Mr Kantor for his contribution and leadership as chairman and
welcomes Mr Tembe in his new role. The Board also wishes Mr Kantor every success in his future
endevours.
Johannesburg
21 January 2020
Sponsor
Investec Bank Limited
Date: 22-01-2020 07:05:00
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