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PBT GROUP LIMITED - Results of annual general meeting

Release Date: 21/08/2020 13:30
Code(s): PBG     PDF:  
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Results of annual general meeting

      PBT Group Limited

      (Incorporated in the Republic of South Africa)

      (Registration number: 1936/008278/06)

      JSE Share code: PBG

      ISIN: ZAE000256319

      (“PBT Group” or “the Company”)


      RESULTS OF ANNUAL GENERAL MEETING

      PBT Group shareholders are advised that at the annual general meeting (“AGM”) of shareholders
      held today, Friday, 21 August 2020, all the ordinary and special resolutions as set out in the notice
      of AGM dated 17 July 2020, were approved by the requisite majority of shareholders present or
      represented by proxy.


      The total number of shares in issue (excluding treasury shares) that could have voted at the AGM
      was 99 179 908 and the total number of shares present at the AGM in person or by proxy was
      45 969 307, representing 46.35% of the total shares in issue that could have voted.


      All resolutions proposed at the AGM, the total number of ordinary shares voted in person or by proxy
      (in total and as a percentage of total issued share capital of the Company), the percentage of shares
      abstained and the percentage of votes carried for and against each resolution are as follows:


            Resolution               Number of     % of      % of       % of votes % of votes
                                     shares       shares    shares      carried for   against
                                     voted in     voted in   abstained2    the         the
                                     person or    person or             resolution3 resolution3
                                     by proxy     by proxy1
Ordinary Resolutions

1     Re-appointment of BDO          45 954 907     46.33%    0.01%    100.00%     0.00%
      South Africa Inc. as
      independent auditor and
      Imtiaaz Hashim as the
      designated auditor
2     Re-appointment of non-
      executive directors:
2.1   Cheree Dyers                      34 756 481    35.04%   11.31%   100.00%    0.00%
2.2   Tony Taylor                       45 954 907    46.33%   0.01%    100.00%    0.00%
3     Ratification of appointment
      of Executive directors:
3.1   Bianca Pieters as Chief            45 954 907   46.33%   0.01%    100.00%    0.00%
      Financial Officer
3.2   Elizna Read as Chief               45 954 907   46.33%   0.01%    100.00%    0.00%
      Executive Officer 
4     Appointment of audit and
      risk committee
4.1   Appointment of Arthur              45 968 997   46.35%   0.00%    99.97%     0.03%
      Winkler as member and
      chairman of audit
      committee
4.2   Appointment of Cheree             34 756 481   35.04%   11.31%   100.00%     0.00%
      Dyers as member of audit
      committee
4.3   Appointment of Tony Taylor        45 954 907   46.33%   0.01%    100.00%     0.00%
      as member of the audit
      committee
5     General authority to issue        45 954 907   46.33%   0.01%    100.00%     0.00%
      shares for cash
6     Directors’ or Company             45 954 907   46.33%   0.01%    100.00%     0.00%
      Secretary’s authority to
      implement resolutions
7     Endorsement of the
      Remuneration Report
7.1   Endorsement of                   44 192 249   44.56%   1.79%    100.00%     0.00%
      Remuneration Policy
7.2   Endorsement of                   44 201 374   44.57%   1.78%    100.00%     0.00%
      Implementation Report
8     General payments                 45 842 281   46.22%   0.13%    100.00%     0.00%

Special Resolutions

1     Authority to provide             44 201 374   44.57%   1.78%    99.98%      0.02%
      financial assistance in
      terms of section 45 of the
      Companies Act

2     Authority to provide             44 201 374   44.57%   1.78%    99.98%      0.02%
      financial assistance in
      terms of section 44 of the
      Companies Act

3     General authority to             44 313 980   44.68%   1.67%    100.00%   0.00%
      repurchase shares

4     Specific authority to            44 313 980   44.68%   1.67%    100.00%   0.00%
      repurchase and cancel
      treasury shares
5     Authority to pay non-            34 756 481   35.04%  11.31%    100.00%   0.00%
      executive directors’
      remuneration


    1    Calculated as the number of shares voted (for, against or abstained) in person or by proxy expressed as a
         percentage of the total shares in issue eligible to vote, being 99 179 908 (calculated as the total shares in issue less
         non-voting treasury shares (treasury shares)).

    2    Calculated as the number of shares abstained in person or by proxy expressed as a percentage of the total shares in
         issue eligible to vote.

    3    Calculated as the number of shares voted (for or against, as indicated) in person or by proxy expressed as a
         percentage of the aggregate number of shares voted in person or by proxy (excluding abstentions).



    The special resolutions, where appropriate, will be filed with the Companies and Intellectual Property
    Commission.



    Cape Town
    21 August 2020
    Sponsor: Sasfin Capital (a Member of the Sasfin Group)

Date: 21-08-2020 01:30:00
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