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Results of Annual General Meeting
Karooooo Ltd.
(a public company incorporated and registered in the Republic of Singapore)
(Unique Entity Number: 201817157Z)
JSE share code: KRO NASDAQ share code: KARO
ISIN: SGXZ19450089
("Karooooo" or "Company")
RESULTS OF THE ANNUAL GENERAL MEETING OF KAROOOOO LTD. HELD ON JULY 28, 2026 (the "AGM")
There were 30,893,300 ordinary shares in issue as at the date of the AGM. In accordance with the
constitution of the Company, two members present or represented at the AGM, constitutes a quorum. We
confirm that a quorum was present at the AGM.
Shareholders voted on all the resolutions relating to the ordinary business and all the resolutions relating to the
special business as set out in the notice of the AGM, dated July 3, 2026. All resolutions were duly passed.
Each ordinary share carries one vote. Details of all votes validly cast at the AGM are set out below:
Resolution number and details For (1) Against(1) Abstentions(1) Shares
Routine Business Number of shares Number of shares Number of shares Voted %(2)
% % %
1. To re-appoint Mrs K White, who 26,130,722 116,695 974
retires pursuant to Regulation 89
of the Constitution of the 99.56 0.44 0.00 84.58
Company, as a Director of the
Company.
2. To receive and adopt the 26,191,386 2,003 55,002
Directors' Statement, the
Auditors' Report and the 99.78 0.01 0.21 84.77
Audited Financial Statements of
the Company for the financial
year ended February 28, 2026.
3. To approve the remuneration of 26,193,205 18,361 36,825
Non-executive Directors of the
Company from time to time 99.79 0.07 0.14 84.78
during the year ending February
28, 2026 in accordance with the
following annual fee rates as may
be relevant to each Non-
executive Director: (i)
Chairman's/Lead Independent
Directors' fee of SGD62,500; (ii)
Director's fee of SGD42,000; (iii)
Audit Committee Chairman's fee
of SGD31,000; (iv) Compensation
Committee Chairman's fee of
SGD17,000; (v) Audit Committee
member's fee of SGD20,500; and
(vi) Compensation Committee
member's fee of SGD11,500.
4. To re-appoint Deloitte & Touche 26,234,457 12,806 1,128
LLP (located in Singapore) and
Deloitte & Touche (located in 99.95 0.05 0.00 84.92
South Africa) as the auditors of
the Company for the financial
year ending February 28, 2026
and to empower the Directors to
fix the auditors' remuneration in
their absolute discretion.
Special business
5. To authorize the Directors to 25,516,128 694,679 37,584
purchase or otherwise acquire
issued ordinary shares in the 97.21 2.65 0.14 82.59
capital of the Company.
6. To authorize the Directors to 25,369,942 841,319 37,130
issue and allot shares.
96.65 3.21 0.14 82.12
Notes:
(1) The calculation of the percentage of votes cast in favour of, or against, the resolution includes abstained
votes.
(2) Shares Voted is calculated as all the votes cast for, divided by the total eligible votes.
Johannesburg
Tuesday, 28 July 2026
Sponsor
Merrill Lynch South Africa Proprietary Limited
t/a BofA Securities
Date: 28-07-2026 05:30:00
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