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TIGER BRANDS LIMITED - Results of AGM

Release Date: 19/02/2020 10:38
Code(s): TBS     PDF:  
Wrap Text
Results of AGM

TIGER BRANDS LIMITED

“Tiger Brands” or “the Company”
(Incorporated in the Republic of South Africa)
(Registration number 1944/017881/06)
Share code: TBS
ISIN: ZAE000071080


RESULTS OF THE 75 th ANNUAL GENERAL MEETING AND APPOINTMENT TO
BOARD COMMITTEE

Shareholders are advised of the details of the results of the
business conducted at the Company’s Annual General Meeting
held on Tuesday, 18 February 2020, at 3010 William Nicol
Drive, Bryanston, Johannesburg, South Africa. All resolutions
tabled were passed by the requisite majority of votes cast by
shareholders’ present in person or represented by proxy.

-   As at Friday, 7 February 2020, being the record date on
    which shareholders must be recorded in the Company’s
    register of shareholders for the purposes of being entitled
    to attend and vote at the Annual General Meeting, the total
    number of the Company’s shares in issue was 189 818 926;

-   The total number of shares eligible to vote was 179 492 168
    (excluding treasury shares) (“Total Voteable Shares”);

-   The total number of shares voted in person or by proxy at
    the Company’s Annual General Meeting was 150 944 760,
    representing 80% of Tiger Brands issued share capital and
    84% of the Total Voteable Shares.

-   Abstentions are reflected as a percentage of 189 818 926
    shares in issue as at the record date of Friday, 7 February
    2020.

-   Details of the voting results are as set out below:

1. Ordinary resolution number 1.1: Election of MP Fandeso as a
   director

    Resolution withdrawn

2. Ordinary resolution number 1.2: Election of HC Fernandez as
   a director
        For         Against        Abstain    Shares Voted
    150 761 390      7 188         176 182     150 768 578
      100.00%        0.00%          0.09%         84.00%
3. Ordinary resolution number 1.3: Election of M Sello as a
   director
        For         Against       Abstain    Shares Voted
    150 761 157      7 421        176 182     150 768 578
      100.00%        0.00%         0.09%         84.00%


4. Ordinary resolution number 1.4: Election of DG Wilson as a
   director

         For              Against    Abstain      Shares Voted
    150 482 450           286 128    176 182       150 768 578
       99.81%              0.19%      0.09%           84.00%


5. Ordinary resolution number 2.1: Re-election of MO Ajukwu as
   a director
         For        Against        Abstain    Shares Voted
    142 535 591    8 232 987       176 182     150 768 578
       94.54%        5.46%          0.09%         84.00%

6. Ordinary resolution number 2.2: Re-election of MJ Bowman as
   a director
         For         Against       Abstain    Shares Voted
    123 310 613    26 995 022      639 125     150 305 635
       82.04%         17.96%        0.34%         83.74%

7. Ordinary resolution number       2.3:   Re-election   of   LC   Mac
   Dougall as a director

   Resolution withdrawn

8. Ordinary resolution number 2.4: Re-election of KDK Mokhele
   as a director
         For         Against      Abstain     Shares Voted
    103 426 640    47 279 959     238 161      150 706 599
       68.63%         31.37%       0.13%          83.96%

9. Ordinary resolution number 3.1: Election of HC Fernandez as
   a member of the audit committee
        For         Against        Abstain    Shares Voted
    150 761 207      7 371         176 182     150 768 578
      100.00%        0.00%          0.09%         84.00%

10. Ordinary resolution number 3.2: Election of TE Mashilwane
    as a member of the audit committee
          For         Against       Abstain   Shares Voted
     126 194 990    24 573 588      176 182    150 768 578
        83.70%         16.30%        0.09%        84.00%
11. Ordinary resolution number 3.3: Election of DG Wilson as a
    member of the audit committee
          For        Against       Abstain     Shares Voted
     150 482 397     286 181       176 182      150 768 578
        99.81%        0.19%         0.09%          84.00%

12. Ordinary resolution number 4: Re-appointment of external
    Auditors - Ernst & Young Inc.
          For         Against       Abstain    Shares Voted
     123 068 209    27 700 469      176 082     150 768 678
        81.63%         18.37%        0.09%         84.00%

   13.  Ordinary resolution number 5: General authority
         For         Against       Abstain     Shares Voted
    150 752 582       16 096       176 082      150 768 678
       99.99%          0.01%        0.09%          84.00%

14. Ordinary resolution number 6: Endorsement of the company’s
    remuneration policy, by way of non-binding advisory vote
         For          Against       Abstain    Shares Voted
     96 670 978     29 610 975    24 662 807    126 281 953
       76.55%          23.45%        12.99%        70.36%

15. Ordinary   resolution    number    7:   Endorsement    of  the
    implementation report of the company’s remuneration policy
    by way of non-binding advisory vote
          For         Against         Abstain     Shares Voted
      99 396 196    26 885 082      24 663 482     126 281 278
        78.71%         21.29%          12.99%         70.35%

16. Special   resolution  number  1:     Authority   to   provide
    financial assistance to related and inter-related companies
          For         Against       Abstain     Shares Voted
     150 400 914      367 039       176 807      150 767 953
        99.76%         0.24%         0.09%          84.00%

17. Special resolution number 2 (2.1): Remuneration payable to
    non-executive directors
          For        Against       Abstain     Shares Voted
     149 276 958    1 491 836      175 966      150 768 794
        99.01%        0.99%         0.09%          84.00%

18. Special resolution number 2 (2.2): Remuneration payable to
    the chairman of the board
          For        Against       Abstain     Shares Voted
     150 098 307     670 487       175 966      150 768 794
        99.56%        0.44%         0.09%          84.00%
19. Special resolution number 3: Remuneration payable to non-
    executive directors participating in sub-committees
          For        Against        Abstain    Shares Voted
    149 276 958     1 491 836       175 966     150 768 794
        99.01%        0.99%          0.09%         84.00%

20. Special resolution number 4: Remuneration payable to non-
    executive directors who attend unscheduled/extraordinary
    meetings
          For        Against      Abstain     Shares Voted
     136 743 027   14 025 767     175 966      150 768 794
        90.70%        9.30%        0.09%          84.00%

21. Special resolution number 5: Remuneration payable to non-
    executive directors in respect of ad hoc meetings of the
    investment committee
          For         Against     Abstain     Shares Voted
     135 800 395    14 968 399    175 966      150 768 794
        90.07%         9.93%       0.09%          84.00%


22. Special resolution number 6: Remuneration payable to non-
    resident directors
          For        Against      Abstain     Shares Voted
     144 951 511    5 817 014     176 235      150 768 525
        96.14%         3.86%       0.09%          84.00%

23. Special    resolution   number 7:   General    authority   to
    repurchase shares in the Company
          For          Against      Abstain     Shares Voted
     148 507 127      2 147 238     290 395      150 654 365
        98.57%          1.43%        0.15%          83.93%


In compliance with paragraph 3.59 of the JSE Listings
Requirements, shareholders are further advised that Mr Donald
Wilson has been appointed as a member of the Nomination and
Governance Committee with effect from 19 February 2020.


Bryanston
19 February 2020


Sponsor:
J.P. Morgan Equities South Africa Proprietary Limited

Date: 19-02-2020 10:38:00
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