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PRIMESERV GROUP LIMITED - CANCELLATION OF S454431 Results of Annual General Meeting

Release Date: 26/11/2021 17:34
Code(s): PMV
Wrap Text
CANCELLATION OF S454431 Results of Annual General Meeting

Primeserv Group Limited
Incorporated in the Republic of South Africa
(Registration number 1997/013448/06)
Share code: PMV
ISIN: ZAE000039277
(“Primeserv” or “the company”)

RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that, at the annual general meeting of the
company held on Friday, 26 November 2021, nine of the ten proposed
ordinary resolutions and all the special resolutions were passed by
the requisite majority of shareholders present and voting, in person
or by proxy. Ordinary resolution 4 and Non-binding Resolutions 1
and 2 were not passed by the requisite majority of shareholders.

Details of the results of voting at the annual general meeting are
as follows:
- total number of issued ordinary shares: 122 967 031
- Total number of issued ordinary shares net of treasury shares
(“Total Votable Ordinary Shares”): 85 580 966
- total number of issued ordinary shares which were
present/represented at the annual general meeting: 53 689 597
being 62.74% of the Total Votable Ordinary Shares.

Ordinary Resolutions
Ordinary resolution 1.1: Reappointment of Mazars as independent
auditors
 For (1)          Against (1)    Abstentions (2) Shares voted
                                                 (3)
 53 689 597       0 being 0%     0 being 0%      53 689 597
 being 100%                                      being 62.74%

Ordinary resolution 1.2: Appointment of S Ranchhoojee as designated
audit partner
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 689 597       0 being 0%       0 being 0%       53 689 597
 being 100%                                         being 62.74%

Ordinary resolution 1.3: Board to confirm auditors’ remuneration
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 679 597       10 000 being     0 being 0%       53 689 597
 being 99.98%     0.02%                             being 62.74%
Ordinary resolution 2.1: Re-election of non-executive director –
LM Maisela
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 679 597       10 000 being     0 being 0%       53 689 597
 being 99.98%     0.02%                             being 62.74%

Ordinary resolution 2.2: Re-election of non-executive director –
DL Rose
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 689 597       0 being 0%       0 being 0%       53 689 597
 being 100%                                         being 62.74%

Ordinary resolution 3.1: Re-election of the members of the Audit,
Governance and Risk Committee: B Kali
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 689 597       0 being 0%       0 being 0%       53 689 597
 being 100%                                         being 62.74%

Ordinary resolution 3.2: Re-election of the members of the Audit,
Governance and Risk Committee: LM Maisela
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 679 597       10 000 being     0 being 0%       53 689 597
 being 99.98%     0.02%                             being 62.74%

Ordinary resolution 3.3: Re-election of the members of the Audit,
Governance and Risk Committee: DL Rose
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 689 597       0 being 0%       0 being 0%       53 689 597
 being 100%                                         being 62.74%

Ordinary resolution 4: General authority to directors to issue
shares for cash
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 29 276 593       24 003 004       410 000 being    53 279 597
 being 54.95%     being 45.05%     0.48%            being 62.26%
*Required a 75% majority vote

Ordinary resolution 5: Authorisation to implement the resolutions
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 679 597       0 being 0%       10 000 being     53 679 597
 being 100%                        0.01%            being 62.72%
Non-binding advisory resolutions
Non-binding advisory resolution 1: Advisory endorsement of
Remuneration Policy
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 29 735 593       23 954 004       0 being 0%       53 689 597
 being 55.38%     being 44.62%                      being 62.74%

Non-binding advisory resolution 2: Advisory endorsement of
Implementation Report
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 29 735 593       23 954 004       0 being 0%       53 689 597
 being 55.38%     being 44.62%                      being 62.74%

Special resolutions
Special resolution 1: Remuneration of non-executive directors
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 679 597       10 000 being     0 being 0%       53 689 597
 being 99.98%     0.02%                             being 62.74%

Special resolution 2: Financial assistance to subsidiaries
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 679 597       10 000 being     0 being 0%       53 689 597
 being 99.98%     0.02%                             being 62.74%

Special resolution 3: General authority to repurchase shares
 For (1)          Against (1)      Abstentions (2) Shares voted
                                                    (3)
 53 298 597       0 being 0%       400 000 being    53 298 597
 being 100%                        0.47%            being 62.27%

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 Votable 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 Votable Ordinary Shares.
Non-binding Advisory resolutions
As a result of more than 25% of the total votes cast being against
Non-binding Resolutions 1 and 2, the company will engage directly
with the dissenting shareholders within the next 45 business days.

Illovo
26 November 2021

Sponsor
Grindrod Bank Limited

Date: 26-11-2021 05:34:59
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