STELLAR CAPITAL PARTNERS LIMITED - Report on proceedings at the annual general meeting and change in designated auditor

Report on proceedings at the annual general meeting and change in designated auditor

STELLAR CAPITAL PARTNERS LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1998/015580/06)
Share code: SCP     ISIN: ZAE000198586
("Stellar Capital" or “the Company")

REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING AND CHANGE IN DESIGNATED AUDITOR
The Company is pleased to advise shareholders that all the resolutions contained in the notice of annual
general meeting (“AGM” or “the meeting”) were passed by the required majority of votes by shareholders
present or represented by proxy at the AGM held at 09h30 today entirely through electronic
communication(other than Special resolution number 1 in respect of a general authority to repurchase
shares, which was withdrawn at the commencement of the AGM pursuant to the announcement released on the
Stock Exchange News Service on 18 November 2020).

                                          Votes cast                     Shares voted      Shares abstained
                                       disclosed as a                    disclosed as a    disclosed as a
                                        percentage in                    percentage in     percentage in
                                       relation to the                   relation to the   relation to the
                                       total number of                   total issued      total issued
Resolutions                            shares voted at    Number of      shares eligible   shares eligible
                                         the meeting      shares voted   to vote*          to vote*
                                      For       Against
Ordinary resolution number 1
Adoption of annual financial
statements                            100.00%    0.00%    649 984 982    79.01%            0.22%
Ordinary resolution number 2
Director re-election
(DD Tabata)                           99.99%     0.01%    648 901 293    78.88%            0.35%
Ordinary resolution number 3
Director re-election
(PJ Bishop)                           100.00%    0.00%    648 901 293    78.88%            0.35%
Ordinary resolution number 4
Appointment and remuneration of
Auditors and change in designated
auditor                               100.00%    0.00%    649 936 982    79.01%            0.22%
Ordinary resolution number 5
Appointment of Audit and Risk
Committee member – L Potgieter        100.00%    0.00%    648 901 293    78.88%            0.35%
Ordinary resolution number 6
Appointment of Audit and Risk
Committee member – MVZ Wentzel        100.00%    0.00%    648 901 293    78.88%            0.35%
Ordinary resolution number 7
Appointment of Audit and Risk
Committee member – DD Tabata          99.99%     0.01%    648 901 293    78.88%            0.35%
Ordinary resolution number 8
Appointment of Social and Ethics
Committee member – DD Tabata          99.99%     0.01%    648 901 293    78.88%            0.35%
Ordinary resolution number 9
Appointment of Social and Ethics
Committee member – MVZ Wentzel        100.00%    0.00%    648 901 293    78.88%            0.35%
Ordinary resolution number 10
Appointment of Social and Ethics
Committee member – PJ van Zyl         99.38%     0.62%    648 901 293    78.88%            0.35%
Ordinary resolution number 11
General authority to issue shares
for cash                              91.08%     8.92%    649 937 757    79.01%            0.22%
Ordinary resolution number 12
Approval of the remuneration policy   97.65%     2.35%    641 776 498    78.02%            1.21%
Ordinary resolution number 13
Approval of the remuneration
implementation report                 97.66%     2.34%    641 775 723    78.02%            1.21%
Ordinary resolution number 14
Renewal of Management Agreement       97.28%     2.72%    549 478 349    66.80%            12.43%
Ordinary resolution number 15
Authorising resolution                98.34%     1.66%    649 928 982    79.01%            0.22%
Special resolution number 1
General authority to repurchase
shares - WITHDRAWN                    n/a        n/a      n/a            n/a               n/a
Special resolution number 2
Non-executive directors’              98.28%     1.72%    641 661 273    78.00%            1.23%
remuneration
Special resolution number 3
General authority to provide
financial assistance                  97.07%     2.93%    648 893 293    78.88%            0.35%
Special resolution number 4 
General authority to provide
financial assistance for the
subscription of securities            93.62%     6.38%    648 893 293    78.88%            0.35%

*Total number of ordinary shares entitled to vote is 822 616 841 (issued share capital of 912 616 841
shares excluding 90 000 000 treasury shares).

The total number of ordinary shares that were present/represented at the meeting: 651 767 878, being
79.23% of total number of Stellar Capital ordinary shares that could have been voted at the meeting.

The special resolutions will, where necessary, be lodged for registration with the Companies and
Intellectual Property Commission in due course.

CHANGE IN DESIGNATED INDIVIDUAL AUDITOR

Shareholders are advised that, as a result of the requirements of audit partner rotation, the Company's
independent auditors, BDO South Africa Incorporated, have recommended Mr. Imtiaaz Hashim, as the new
designated individual auditor, replacing Mr. Bernard van der Walt. The Board and shareholders have
accepted this recommendation (refer Ordinary Resolution number 4 above). The appointment of Mr. Imtiaaz
Hashim as the Company’s designated individual auditor will take effect immediately.


Cape Town
24 November 2020

Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)

Date: 24-11-2020 02:57:00
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