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CLIENTELE LIMITED - Results of annual general meeting

Release Date: 30/10/2019 14:00
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 2019, 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 297,071,850 or 88.59% of the issued shares (335 313 532) 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
297 069 302    0              2 548            297 069 302
100.00%        0.00%          0.000%           100.00%

2. Ordinary resolution number 2: To re-elect Mrs. Bonge Yandiswa Mkhondo as a
director.

For            Against        Abstain          Shares voted
295 729 296    1 340 006      2 548            297 069 302
99.55%         0.45%          0.000%           100.00%

3. Ordinary resolution number 3: To re-elect Ms. Pheladi Raesibe Gwangwa as a
director.

For            Against        Abstain          Shares voted
295 729 296    1 340 006      2 548            297 069 302
99.55%         0.45%          0.000%           100.00%

4. Ordinary resolution number 4: To re-elect Mr. Iain Bruce Hume as a
director.

For            Against        Abstain          Shares voted
297 069 302    0              2 548            297 069 302
100.00%        0.00%          0.000%           100.00%

5. Ordinary resolution number 5: To re-elect Mr. Phethedi Gideon Nkadimeng as
a director.

For            Against        Abstain          Shares voted
295 729 296    1 340 006      2 548            297 069 302
99.55%         0.45%          0.000%           100.00%

6. Ordinary resolution number 6: To elect the external auditors (PWC), with
Mr. Francois Johannes Kruger being the designated audit partner, to hold
office until the conclusion of the next annual general meeting.

For            Against        Abstain        Shares voted
294 872 478    2,196,824      2 548          297 069 302
99.26%         0.74%          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
297 069 302    0              2 548          297 069 302
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
297 069 302    0              2 548          297 069 302
100.00%        0.00%          0.000%         100.00%

9. Ordinary resolution number 9: To elect Mr. Gavin Routledge as a group
audit committee member.

For            Against        Abstain        Shares voted
294 369 351    2 699 951      2 548          297 069 302
99.09%         0.91%          0.000%         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
287 496 844    9 572 458      2 548          297 069 302
96.78%         3.22%          0.00 %         100.00%

11. Ordinary resolution number 11: To approve the directors to issue shares
under the Clientele Bonus Rights Scheme.

For            Against        Abstain        Shares voted
287 516 154    9 553 148      2 548          297 069 302
96.78%         3.22%          0.00%          100.00%

12. Endorsement number 1: To endorse on a non-binding advisory basis the
company’s remuneration policy as set out on pages 36 to 45 of the integrated
annual report.

For            Against        Abstain        Shares voted
286 956 030    10 113 272     2 548          297 069 302
96.60%         3.40%          0.00%          100.00%

13. Endorsement number 2: To endorse on a non-binding advisory basis the
implementation of the company’s remuneration policy as set out on pages 46 to
51 of the integrated annual report.
For               Against      Abstain       Shares voted
286 956 030       10 113 272   2 548         297 069 302
96.60%            3.40%        0.00%         100.00%

14. Special resolution number 1: To consider and approve the remuneration of
the non-executive directors for the 2020 and 2021 financial years.

For               Against      Abstain       Shares voted
290 196 795       6 872 507    2 548         297 069 302
97.69%            2.31%        0.00%         100.00%

15. Special resolution number 2: 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
295 729 296       1 340 006    2 548         297 069 302
99.55%            0.45%        0.00%         100.00%

16. Special resolution number 3: To consider and approve the general
authority to repurchase up to 20% of the share capital of the company.

For               Against      Abstain       Shares voted
295 709 986       1 359 316    2 548         297 069 302
99.54%            0.46 %       0.00%         100.00%

17. Special resolution number 4: To consider and approve the financial
assistance to provide funding to Yellowwoods Trust Investments (Pty) Ltd to
acquire R89.5 million worth of ordinary shares, in terms of section 44 of the
Companies Act 2008.

For               Against      Abstain       Shares voted
295 729 296       1 340 006    2 548         297 069 302
99.55%            0.45%        0.00%         100.00%


30 October 2019

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

Date: 30/10/2019 02:00:00
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