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Results Of The 23rd Annual General Meeting Of Shareholders Of Exxaro.
EXXARO RESOURCES LIMITED
Incorporated in the Republic of South Africa
(Registration Number: 2000/011076/06)
JSE share code: EXX
ISIN: ZAE000084992
Bond Code: EXX05
ISIN No: ZAG000160334
("Exxaro" or the "Company")
RESULTS OF THE 23rd ANNUAL GENERAL MEETING OF SHAREHOLDERS OF EXXARO
Exxaro shareholders are advised that at the annual general meeting ("AGM") of shareholders of the
Company held on Thursday, 23 May 2024, the ordinary and special resolutions proposed at the AGM
were unaltered from that reflected in the notice of AGM dated 23 April 2024 and were approved by the
requisite majority of votes.
In this regard, Exxaro confirms the voting statistics from the Annual General Meeting as follows:
Total number of shares in issue 349 305 092
Total number of shares represented (including proxies) at the AGM 281 404 152
Proportion of total voteable shares represented at the AGM 80,56%
Resolutions Votes cast disclosed as a Number of Shares voted Shares
percentage of the total number Shares Voted disclosed as abstained
of shares voted at the meeting percentage of disclosed as a
the total percentage of
issued shares the total
issued shares
For Against
Ordinary resolution number 1.1: Re- 99,95% 0,05% 281 398 532 80,56% 0,00%
election of Ms Mandlesilo Msimang as a
non-executive director
Ordinary resolution number 1.2: Re- 97,10% 2,90% 281 398 532 80,56% 0,00%
election of Mr Mvuleni Geoffrey Qhena as
an independent non-executive director
Ordinary resolution number 1.3: Election 95,45% 4,55% 281 398 532 80,56% 0,00%
of Ms Nosipho Molope as an independent
non-executive director
Ordinary resolution number 2.1: Re- 98,64% 1,36% 281 398 532 80,56% 0,00%
election of Mr Billy Mawasha as a member
of the group Audit Committee
Ordinary resolution number 2.2: Re- 98,71% 1,29% 281 398 532 80,56% 0,00%
election of Ms Nondumiso Medupe as a
member of the group Audit Committee
Resolutions Votes cast disclosed as a Number of Shares voted Shares
percentage of the total number Shares Voted disclosed as abstained
of shares voted at the meeting percentage of disclosed as a
the total percentage of
issued shares the total
issued shares
For Against
Ordinary resolution number 2.3: Election
of Ms Nosipho Molope as a member of the 95,69% 4,31% 281 398 532 80,56% 0,00%
group Audit Committee
Ordinary resolution number 2.4: Re-
election of Ms Chanda Nxumalo as a
member of the group Audit Committee 99,85% 0,15% 281 398 532 80,56% 0,00%
Ordinary resolution number 3.1: Re-
election of Dr Geraldine Fraser-Moleketi as
a member of the group social, ethics and 98,79% 1,21% 281 398 532 80,56% 0,00%
responsibility committee
Ordinary resolution number 3.2: Re-
election of Ms Karin Ireton as a member of
the group Social, ethics and responsibility 99,99% 0,01% 281 398 532 80,56% 0,00%
committee
Ordinary resolution number 3.3: Election
of Dr Phumla Mnganga as a member of the
group Social, ethics and responsibility 99,94% 0,06% 281 398 532 80,56% 0,00%
committee
Ordinary resolution number 3.4: Re-
election of Mr Peet Snyders as a member
of the group Social, ethics and 99,77% 0,23% 281 398 532 80,56% 0,00%
responsibility committee
Ordinary resolution number 3.5: Election
of Ms Nosipho Molope as a member of the
group Social, ethics and responsibility 95,75% 4,25% 281 398 532 80,56% 0,00%
committee
Ordinary resolution number 3.6: Election
of Dr Nombasa Tsengwa as a member of
the group Social, ethics and responsibility 99,98% 0,02% 281 398 532 80,56% 0,00%
committee
Ordinary resolution number 3.7: Election
of Mr Riaan Koppeschaar as a member of
the group Social, ethics and responsibility 99,83% 0,17% 281 398 532 80,56% 0,00%
committee
Ordinary resolution number 4: Resolution
to appoint KPMG Inc. as independent
external auditor for the financial year 99,98% 0,02% 281 379 156 80,55% 0,01%
ending 31 December 2024, until the
conclusion of the next AGM
Ordinary resolution number 5: Resolution
for a general authority to place authorised
but unissued ordinary shares under the 80,70% 19,30% 281 379 286 80,55% 0,01%
control of the directors
Ordinary resolution number 6: Resolution
79,46% 20,54% 281 379 285 80,55% 0,01%
for a general authority to issue shares for
cash
Ordinary resolution number 7: Resolution
to authorise director and/or group
company secretary to implement the 100,00% 0,00% 281 379 156 80,55% 0,01%
resolutions set out in the notice of the
AGM
Special resolution number 1: Special
resolution to approve non-executive
directors' fees for the period 1 June 2024 96,89% 3,11% 281 379 086 80,55% 0,01%
to the end of the month in which the next
AGM is held
Special resolution number 2: Special
84,77% 15,23% 281 378 803 80,55% 0,01%
resolution to authorise financial assistance
for the subscription of securities
Special resolution number 3: Special
resolution to authorise financial assistance 98,58% 1,42% 281 324 392 80,54% 0,02%
to related or inter-related companies
Special resolution number 4: Special
resolution for a general authority to 84,32% 15,68% 281 315 342 80,54% 0,03%
repurchase shares
Non-Binding resolution number 1:
Resolution through non-binding advisory
93,34% 6,66% 281 311 356 80,53% 0,03%
note to approve the Exxaro remuneration
policy
Non-Binding resolution number 2:
Resolution through non-binding advisory
note to endorse the implementation of the 93,30% 6,70% 281 311 356 80,53% 0,03%
Exxaro remuneration policy
M NANA
GROUP COMPANY SECRETARY
24 May 2024
Lead Equity Sponsor and Debt Sponsor to Exxaro Resources Limited
Absa Corporate and Investment Bank, a division of Absa Bank Limited
Joint Equity Sponsor to Exxaro Resources Limited
Tamela Holdings Proprietary Limited
Date: 24-05-2024 02:47:00
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