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Results of the Annual General Meeting
HULAMIN LIMITED
Incorporated in the Republic of South Africa
(Registration number 1940/013924/06)
ISIN: ZAE000096210
JSE Code: HLM
(“Hulamin” or “the Company”)
RESULTS OF THE ANNUAL GENERAL MEETING
Hulamin shareholders are advised that, at the annual general meeting of the Company held on Thursday, 27 May 2021 (“AGM”), all the ordinary and special resolutions,
excluding the non-binding advisory votes proposed thereat were approved by the requisite majority of votes as set out below.
As at Friday, 21 May 2021, being the AGM record date (“Voting Record Date”), Hulamin had 324 318 436 listed ordinary shares, 31 477 333 unlisted ordinary “A” shares
and 36 072 000 unlisted ordinary “B” shares in issue.
The total number of listed ordinary shares, unlisted ordinary “A” shares and unlisted ordinary “B” shares voted in person or by proxy at the AGM were 195 285 771,
31 477 333 and 36 072 000, respectively, representing 60.21%, 100% and 100% of the Hulamin issued listed ordinary shares, unlisted ordinary “A” shares and unlisted
ordinary “B” shares, respectively.
Ordinary resolution number 1
To authorise the directors to appoint Ernst & Young as the independent registered auditors of the Company who will undertake the audit of the Company for the ensuing
year, with Mr Sifiso Sithebe as the individual designated auditor of the Company.
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number and (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number and (%) (%) (%)4
%1) and %2) and %3) %4)
194 824 946 193 499 746 1 325 460 825 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 374 279 261 049 079 1 325 460 825
60.07% 99.32% 200 0.14% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.95% 99.49% 200 0.12%
0.68% 0.51%
Ordinary resolution number 2.1
To re-elect Mr RG Jacob as an executive director who retires in accordance with Article 33.11 of the Company’s Memorandum of Incorporation
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number and (%) (%) (%)4
and %1) and %2) and %3) %4)
194 927 946 188 005 941 6 922 357 825 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 477 279 255 555 274 6 922 357 825
60.10% 96.45% 005 0.11% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.98% 97.36% 005 0.09%
3.55% 2.64%
Ordinary resolution number 2.2
To re-elect Mr VN Khumalo as a non-executive director who retires in accordance with Article 33.11 of the Company’s Memorandum of Incorporation
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number and (%) (%) (%)4
and %1) and %2) and %3) %4)
194 927 946 189 328 425 5 599 521 357 825 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 477 279 256 877 758 5 599 357 825
60.10% 97.13% 2.87% 0.11% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.98% 97.87% 521 0.09%
2.13%
Ordinary resolution number 2.3
To re-elect Mr N Maharajh as an independent non-executive director who retires in accordance with Article 33.11 of the Company’s Memorandum of Incorporation
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number and (%) (%) (%)4
and %1) and %2) and %3) %4)
191 604 141 191 502 266 101 875 3 681 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 259 153 474 259 051 599 101 875 3 681
59.08% 99.95% 0.05% 630 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.13% 99.96% 0.04% 630
1.14% 0.94%
Ordinary resolution number 2.4
To re-elect Mr SP Ngwenya as a non-executive director who retires in accordance with Article 33.11 of the Company’s Memorandum of Incorporation
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number and (%) (%) (%)4
and %1) and %2) and %3) %4)
191 604 141 191 501 425 102 716 3 681 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 259 153 474 259 050 758 102 716 3 681
59.08% 99.95% 0.05% 630 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.13% 99.96% 0.04% 630
1.14% 0.94%
Ordinary resolution number 3.1
To elect Mr N Maharajh as a member and the chairman of the group Audit Committee
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number and (%) (%) (%)4
and %1) and %2) and %3) %4)
191 604 141 191 504 141 100 000 3 681 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 259 153 474 259 053 474 100 000 3 681
59.08% 99.95% 0.05% 630 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.13% 99.96% 0.04% 630
1.14% 0.94%
Ordinary resolution number 3.2
To elect Mr CA Boles as a member of the group Audit Committee
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number and (%) (%) (%)1 (Number and (%) (%) (%)2 (Number (%) (%) (%)3 (Number (%) (%) (%)4
%1) %2) and %3) and %4)
194 927 946 194 826 332 101 614 357 825 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 477 279 262 375 665 101 614 357 825
60.10% 99.95% 0.05% 0.11% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.98% 99.96% 0.04% 0.09%
Ordinary resolution number 3.3
To elect Dr B Mehlomakulu as a member of the group Audit Committee
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number and (%) (%) (%)4
and %1) and %2) and %3) %4)
191 604 141 191 501 425 102 716 3 681 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 259 153 474 259 050 758 102 716 3 681
59.08% 99.95% 0.05% 630 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.13% 99.96% 0.04% 630
1.14% 0.94%
Special resolution number 1
Approval of the non-executive directors’ fees
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number (%) (%) (%)4
and %1) and %2) and %3) and %4)
194 927 946 178 299 932 16 628 014 357 825 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 477 279 245 849 265 16 628 014 357 825
60.10% 91.47% 8.53% 0.11% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.98% 93.66% 6.34% 0.09%
Special resolution number 2
Provision of financial assistance in terms of section 45 of the Companies Act
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number (%) (%) (%)4
and %1) and %2) and %3) and %4)
194 927 946 192 643 969 2 283 977 357 825 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 477 279 260 193 302 2 283 977 357 825
60.10% 98.83% 1.17% 0.11% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.98% 99.13% 0.87% 0.09%
Special resolution number 3
General authority to repurchase shares in the Company
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number and (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number (%) (%) (%)4
%1) and %2) and %3) and %4)
194 927 946 192 753 071 2 174 357 825 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 477 279 260 302 404 2 174 875 357 825
60.10% 98.88% 875 0.11% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.98% 99.17% 0.83% 0.09%
1.12%
Special resolution number 4.1
Amendments to the Memorandum of Incorporation – Odd-lot offers
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number (%) (%) (%)4
and %1) and %2) and %3) and %4)
194 927 685 192 656 969 2 270 716 358 086 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 477 018 260 206 302 2 270 716 358 086
60.10% 98.84% 1.16% 0.11% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.98% 99.13% 0.87% 0.09%
Special resolution number 4.2
Amendments to the Memorandum of Incorporation – Amendments to Schedule B – Rights, Limitations and Other Terms of A1, A2, A3, B1, B2 and B3 Ordinary Shares
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number and (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number (%) (%) (%)4
%1) and %2) and %3) and %4)
191 603 880 189 328 164 2 275 3 681 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 259 153 213 256 877 497 2 275 716 3 681
59.08% 98.81% 716 891 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.13% 99.12% 0.88% 891
1.19% 1.14% 0.94%
Non-binding advisory vote – Remuneration policy
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number and (%) (%) (%)1 (Number (%) (%) (%)2 (Number (%) (%) (%)3 (Number (%) (%) (%)4
%1) and % 2) and %3) and %4)
194 927 946 85 731 708 109 196 238 357 825 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 477 279 153 281 041 109 196 357 825
60.10% 43.98% 56.02% 0.11% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.98% 58.40% 238 0.09%
41.60%
Non-binding advisory vote – Implementation report
Listed Ordinary Shares Unlisted Ordinary “A” Shares Unlisted Ordinary “B” Shares Combined All Classes of Shares
Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain Voted For Against Abstain
(Number and (%) (%) (%)1 (Number and (%) (%) (%)2 (Number (%) (%) (%)3 (Number (%) (%) (%)4
%1) %2) and % 3) and % 4)
194 927 946 76 662 639 118 265 357 825 31 477 333 31 477 333 0 0 36 072 000 36 072 000 0 0 262 477 279 144 211 972 118 265 357 825
60.10% 39.33% 307 0.11% 100.00% 100.00% 0.00% 0.00% 100.00% 100.00% 0.00% 0.00% 66.98% 54.94% 307 0.09%
60.67% 45.06%
Notes:
1. Expressed as a percentage of 324 318 436 Hulamin listed ordinary shares in issue as at the Voting Record Date.
2. Expressed as a percentage of 31 477 333 Hulamin unlisted ordinary “A” shares in issue as at the Voting Record Date.
3. Expressed as a percentage of 36 072 000 Hulamin unlisted ordinary “B” shares in issue as at the Voting Record Date.
4. Expressed as a percentage of 391 867 769 Hulamin total shares in issue (all classes combined) as at the Voting Record Date.
Engagement with Dissenting Shareholders
In light of the outcome of the non-binding advisory votes on the remuneration policy and remuneration implementation report, Hulamin invites those shareholders
who voted against the remuneration policy and implementation report tabled at the AGM (“Dissenting Shareholders”) to forward written submissions on the
remuneration policy and implementation report to the company secretary (sharon.ramoetlo@hulamin.co.za) by close of business on Thursday, 3 June 2021.
Meetings will be arranged with individual Dissenting Shareholders to ascertain the reasons for their votes, should this be required.
Pietermaritzburg
28 May 2021
Sponsor
Questco Corporate Advisory Proprietary Limited
Date: 28-05-2021 10:49:00
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