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CLIENTELE LIMITED - Results of Annual General Meeting

Release Date: 30/10/2018 16:00
Code(s): CLI     PDF:  
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Results of Annual General Meeting

CLIENTELE LIMITED
Incorporated in the Republic of South Africa
Registration Number: 2007/023806/06
Share code: CLI
ISIN: ZAE000117438
("Clientele")

RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that at the Annual General Meeting held today, 30
October 2018, all ordinary resolutions, endorsements and special resolutions,
as specified in the notice of the meeting, were passed by the requisite
majority of shareholders.

A total of 294,580,517 or 87.95% of the issued shares (334 945 804) were
voted at this AGM (including abstentions). The votes carried for and against
each resolution are disclosed as percentages in relation to the total number
of shares voted, excluding abstained votes. Voting statistics from this AGM
are confirmed to be as follows:

1. Ordinary resolution number 1: Presentation and adoption of the annual
financial statements

For            Against        Abstain          Shares voted
294 579 617    900            0                294 580 517
100.00%        0.00%          0.000%           100.00%

2. Ordinary resolution number 2: To re-elect Mr. Basil William Reekie as a
director

For            Against        Abstain          Shares voted
294 579 131    1 386          0                294 580 517
100.00%        0.00%          0.000%           100.00%

3. Ordinary resolution number 3: To re-elect Mr. Barry Anthony Stott as a
director

For            Against        Abstain          Shares voted
294 579 131    1 386          0                294 580 517
100.00%        0.00%          0.000%           100.00%

4. Ordinary resolution number 4: To re-elect Mr. Robert Donald Williams as a
director

For            Against        Abstain          Shares voted
294 579 131    1 386          0                294 580 517
0.00%          0.00%          0.000%           100.00%

5. Ordinary resolution number 5: To re-elect Mrs. Brenda-Lee du Toit as a
director

For            Against        Abstain          Shares voted
294 579 131    1 386          0                294 580 517
100.00%        0.00%          0.000%           100.00%
6. Ordinary resolution number 6: To elect the external auditors (PWC), with
Mrs Alsue du Preez being the designated audit partner, to hold office until
the conclusion of the next annual general meeting

For            Against        Abstain        Shares voted
294 579 131    1 386          0              294 580 517
100.00%        0.00%          0.000%         100.00%

7. Ordinary resolution number 7: To elect Mr. Robert Donald Williams as a
group audit committee member

For            Against        Abstain        Shares voted
294 579 131    1 386          0              294 580 517
100.00%        0.00%          0.000%         100.00%

8. Ordinary resolution number 8: To elect Mr. Barry Anthony Stott as a group
audit committee member

For            Against        Abstain        Shares voted
294 579 131    1 386          0              294 580 517
100.00%        0.00%          0.00032%       100.00%

9. Ordinary resolution number 9: To elect Mrs. Dineo Molefe as a group audit
committee member

For            Against        Abstain        Shares voted
294 579 131    1 386          0              294 580 517
100.00%        0.00%          0.00032%       100.00%

10. Ordinary resolution number 10: To place the unissued shares of the
company under the control of the directors of the company until the next
annual general meeting with the authority to allot and issue shares in the
capital of the company

For            Against        Abstain        Shares voted
281 446 705    13 133 812     0              294 580 517
95.54%         4.46%          0.00%          100.00%

11. Ordinary resolution number 11: To approve the directors to issue shares
under the Clientele Share Appreciation Rights (SAR) Scheme

For            Against        Abstain        Shares voted
291 385 358    2 935 879      259 280        294 321 237
99.00%         1.00%          0.00%          100.00%

12. Ordinary resolution number 12: To approve the directors to issue shares
under the Clientele Bonus Rights Scheme

For            Against        Abstain        Shares voted
291 385 358    2 935 879      259 280        294 321 237
99.00%         1.00%          0.00%          100.00%


13. Endorsement number 1: To endorse on a non-binding advisory basis the
company’s remuneration policy as set out on pages 34 to 42 of the integrated
annual report
For               Against     Abstain        Shares voted
291 385 358       2 935 879   259 280        294 321 237
99.00%            1.00%       0.00%          100.00%

14. Endorsement number 2: To endorse on a non-binding advisory basis the
implementation of the company’s remuneration policy as set out on pages 43 to
47 of the integrated annual report

For               Against     Abstain        Shares voted
291 385 358       2 935 879   259 280        294 321 237
99.00%            1.00%       0.00%          100.00%

15. Special resolution number 1: To ratify the remuneration of the non-
executive directors for the year ended June 2018 to take account of the
amendments made to the remuneration subsequent to the approval obtained at
the previous Annual General Meeting

For               Against     Abstain        Shares voted
292 620 908       1 959 609   0              294 580 517
99.33%            0.67%       0.00%          100.00%

16. Special resolution number 2: To consider and approve the remuneration of
the non-executive directors for the 2019 financial year

For               Against     Abstain        Shares voted
286 387 783       8 192 734   0              294 580 517
97.22%            2.78%       0.00%          100.00%

17. Special resolution number 3: To consider and approve the financial
assistance, up to a maximum of R200m in aggregate, to inter-related parties
and directors as per section 45 of the Companies Act 2008

For               Against     Abstain        Shares voted
294 319 351       1 886       259 280        294 321 237
100.00%           0.00%       0.00%          100.00%

18. Special resolution number 4: To consider and approve the general
authority to repurchase up to 20% of the share capital of the company

For               Against     Abstain        Shares voted
294 493 735       86 782      0              294 580 517
99.97%            0.03%       0.00%          100.00%

30 October 2018

Sponsor
PricewaterhouseCoopers Corporate Finance (Pty) Ltd
Registration number 1970/003711/07

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