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VUKILE PROPERTY FUND LIMITED - Results of annual general meeting

Release Date: 02/10/2020 16:55
Code(s): VKE VKE16 VKE15 VKE14 VKE13 VKE10 VKE11 VKE12     PDF:  
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Results of annual general meeting

VUKILE PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2002/027194/06)
JSE share code: VKE NSX share code: VKN
ISIN: ZAE000180865
Bond company code: VKEI 
(Granted REIT status with the JSE)
(“Vukile” or “the company”)


RESULTS OF ANNUAL GENERAL MEETING


Shareholders are advised that at the annual general meeting of shareholders held on Friday, 2 October 2020 (in terms
of the notice of annual general meeting published on Monday, 31 August 2020), all of the resolutions tabled thereat,
were passed by the requisite majority of Vukile shareholders, except for Ordinary Resolution 7.2. which is the non-
binding advisory vote in respect of the Remuneration Implementation Report that received 73,51% support.

Details of the results of voting at the annual general meeting are as follows:

-   total number of Vukile shares that could have been voted at the annual general meeting: 956 226 628
-   total number of Vukile shares that were present/represented at the annual general meeting: 748 112 179 being
    78.24% of the total number of Vukile shares that could have been voted at the annual general meeting.

Special resolution number 1: Financial assistance to related or inter-related companies

Shares voted*                   For                             Against                     Abstentions^
740 212 388, being 77.41%       737 915 610, being 99.69%       2 296 778, being 0.31%      7 899 791, being 0.83%

Special resolution number 2: Financial assistance for subscription of securities

Shares voted*                   For                             Against                     Abstentions^
742 419 836, being 77.64%       575 936 781, being 77.58%       166 483 055, being 22.42%   5 692 343, being 0.60%

Special resolution number 3.1: Non-executive director remuneration: Retainer – Non-executive director

Shares voted*                   For                             Against                     Abstentions^
742 154 984, being 77.61%       738 021 484, being 99.44%       4 133 500, being 0.56%      5 957 195, being 0.62%

Special resolution number 3.2: Non-executive director remuneration: Retainer – Chairman of the board

Shares voted*                   For                             Against                     Abstentions^
742 153 444, being 77.61%       613 935 081, being 82.72%       128 218 363, being 17.28%   5 958 735, being 0.62%

Special resolution number 3.3: Non-executive director remuneration: Retainer – Chairman of the audit and risk
committee

Shares voted*                   For                             Against                     Abstentions^
742 154 984, being 77.61%       740 233 072, being 99.74%       1 921 912, being 0.26%      5 957 195, being 0.62%

Special resolution number 3.4: Non-executive director remuneration: Retainer – Chairman of the social, ethics and
human resources committee

Shares voted*                   For                             Against                     Abstentions^
742 154 984, being 77.61%       740 233 072, being 99.74%       1 921 912, being 0.26%      5 957 195, being 0.62%

Special resolution number 3.5: Non-executive director remuneration: Retainer – Chairman of the property and
investment committee

Shares voted*                   For                             Against                     Abstentions^
742 213 638, being 77.62%       740 233 072, being 99.73%       1 980 566, being 0.27%      5 898 541, being 0.62%

Special resolution number 3.6: Non-executive director remuneration: Retainer – Lead independent director

Shares voted*                   For                             Against                     Abstentions^
742 154 984, being 77.61%       740 234 274, being 99.74%       1 920 710, being 0.26%      5 957 195, being 0.62%

Special resolution number 3.7: Non-executive director remuneration: Attendance fee – Board

Shares voted*                   For                             Against                     Abstentions^
742 249 642, being 77.62%       740 474 645, being 99.76%       1 774 997, being 0.24%      5 862 537, being 0.61%

Special resolution number 3.8: Non-executive director remuneration: Attendance fee – Audit and risk committee

Shares voted*                   For                             Against                     Abstentions^
742 249 641, being 77.62%       740 473 443, being 99.76%       1 776 198, being 0.24%      5 862 538, being 0.61%

Special resolution number 3.9: Non-executive director remuneration: Attendance fee – Social, ethics and human
resources committee

Shares voted*                   For                             Against                     Abstentions^
742 249 641, being 77.62%       740 473 443, being 99.76%       1 776 198, being 0.24%      5 862 538, being 0.61%

Special resolution number 3.10: Non-executive director remuneration: Attendance fee – Property and investment
committee

Shares voted*                   For                             Against                     Abstentions^
742 249 641, being 77.62%       740 473 443, being 99.76%       1 776 198, being 0.24%      5 862 538, being 0.61%

Special resolution number 4: Repurchase of shares

Shares voted*                   For                             Against                     Abstentions^
742 361 182, being 77.63%       685 430 245, being 92.33%       56 930 937, being 7.67%     5 750 997, being 0.60%

Ordinary resolution number 1: Adoption of annual financial statements

Shares voted*                   For                             Against                     Abstentions^
742 251 182, being 77.62%       742 165 265, being 99.99%       85 917, being 0.01%         5 860 997, being 0.61%

Ordinary resolution number 2: Reappointment of auditors

Shares voted*                   For                             Against                     Abstentions^
742 251 182, being 77.62%       742 172 630, being 99.99%       78 552, being 0.01%         5 860 997, being 0.61%

Ordinary resolution number 3.1: Re-election of Dr RD Mokate as a director of the company

Shares voted*                   For                             Against                     Abstentions^
742 291 638, being 77.63%       703 009 195, being 94.71%       39 282 443, being 5.29%     5 820 541, being 0.61%

Ordinary resolution number 3.2: Re-election of Ms B Ngonyama as a director of the company

Shares voted*                   For                             Against                     Abstentions^
742 291 638, being 77.63%       671 054 014, being 90.40%       71 237 624, being 9.60%     5 820 541, being 0.61%

Ordinary resolution number 3.3: Re-election of Mr H Ntene as a director of the company

Shares voted*                   For                             Against                     Abstentions^
742 291 638, being 77.63%       741 459 107, being 99.89%       832 531, being 0.11%        5 820 541, being 0.61%

Ordinary resolution number 3.4: Re-election of Mr LG Rapp as a director of the company

Shares voted*                   For                             Against                     Abstentions^
742 323 638, being 77.63%       741 459 017, being 99.88%       864 621, being 0.12%        5 788 541, being 0.61%

Ordinary resolution number 4.1: Election of members to audit and risk committee – Dr SF Booysen

Shares voted*                   For                             Against                     Abstentions^
740 689 537, being 77.46%       394 947 142, being 53.32%       345 742 395, being 46.68%   7 422 642, being 0.78%

Ordinary resolution number 4.2: Election of members to audit and risk committee – Dr RD Mokate

Shares voted*                   For                             Against                     Abstentions^
742 263 444, being 77.62%       585 668 565, being 78.90%       156 594 879, being 21.10%   5 848 735, being 0.61%

Ordinary resolution number 4.3: Election of members to audit and risk committee – Ms B Ngonyama

Shares voted*                   For                             Against                     Abstentions^
742 263 444, being 77.62%       692 456 745, being 93.29%       49 806 699, being 6.71%     5 848 735, being 0.61%

Ordinary resolution number 5: Unissued shares

Shares voted*                   For                             Against                     Abstentions^
741 925 965, being 77.59%       680 205 003, being 91.68%       61 720 962, being 8.32%     6 186 214, being 0.65%

Ordinary resolution number 6: General authority to issue shares for cash

Shares voted*                   For                             Against                     Abstentions^
742 094 619, being 77.61%       644 216 454, being 86.81%       97 878 165, being 13.19%    6 017 560, being 0.63%

Ordinary resolution number 7.1: Remuneration policy (advisory vote)

Shares voted*                   For                             Against                     Abstentions^
742 249 773, being 77.62%       585 658 001, being 78.90%       156 591 772, being 21.10%   5 862 406, being 0.61%

Ordinary resolution number 7.2: Remuneration implementation report (advisory vote)

Shares voted*                   For                             Against                     Abstentions^
742 249 773, being 77.62%       545 599 618, being 73.51%       196 650 155, being 26.49%   5 862 406, being 0.61%

Ordinary resolution number 8: Implementation of resolutions

Shares voted*                   For                             Against                     Abstentions^
740 043 734, being 77.39%       739 956 478, being 99.99%       87 256, being 0.01%         8 068 445, being 0.84%

*in relation to total shares in issue (excluding abstentions)
^ in relation to total shares in issue

As a result of 26.49% of shareholders voting against ordinary resolution 7.2 at our annual general meeting, Vukile
extends an invitation to all dissenting shareholders, as well as shareholders who have not yet engaged with the
company, in order to address their concerns on the remuneration implementation report. Shareholders are invited to
provide their reasons for voting against ordinary resolution 7.2, as well as their concerns with the implementation
report, in writing to the chairperson of the remuneration committee, Steve Booysen by emailing the company secretary
at johann.neethling@vukile.co.za by close of business on 9 October 2020 . Vukile will consider all concerns and,
where appropriate, take steps to address any legitimate and reasonable concerns raised by the shareholders.

2 October 2020


JSE sponsor                                                     NSX sponsor
Java Capital                                                    IJG Securities (Pty) Ltd

Date: 02-10-2020 04:55:00
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