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ASCENDIS HEALTH LIMITED - RESULTS OF THE ANNUAL GENERAL MEETING

Release Date: 01/12/2020 14:17
Code(s): ASC     PDF:  
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RESULTS OF THE ANNUAL GENERAL MEETING

Ascendis Health Limited
(Registration number 2008/005856/06)
(Incorporated in the Republic of South Africa)
Share code: ASC
ISIN: ZAE000185005
(“Ascendis Health” or “the Company”)

RESULTS OF THE ANNUAL GENERAL MEETING

1. Introduction

Shareholders of Ascendis Health are advised that the Annual General Meeting of shareholders was held
today, 1 December 2020 (“AGM”).

Shareholders are further advised that all the ordinary and special resolutions tabled thereat were passed
by the requisite number of votes.

2. Results of the AGM

The results of the AGM are set out below:

Resolutions                                Shares voted                  Votes       Votes         Abstained
                                                                           For       Against
                                                 Number         % (1)     % (2)       % (2)          % (1)
Ordinary resolution number 1:               251 275 403         51.34   100.00         0.00           0.21
Adoption of annual financial
statements
Ordinary resolution number 2:               251 275 403         51.34    83.06        16.94           0.21
Re-appointment of auditors
Ordinary resolution number 3.1:             189 425 783         38.70    98.66         1.34          12.84
Re-election of Johannes George
Sebulela as an independent non-
executive director
Ordinary resolution number 3.2:             189 425 783         38.70    98.69         1.31          12.84
Re-election of Andrew Brian Marshall
as an independent non-executive
director
Ordinary resolution number 4.1:             189 421 055         38.70    98.68         1.32          12.84
Appointment of Sango Siviwe
Ntsaluba as an independent non-
executive director
Ordinary resolution number 4.2:             189 427 883         38.70    99.99         0.01          12.84
Appointment of Cheryl-Jane Kujenga
as an executive director
Ordinary resolution number 5.1:             189 427 883         38.70    98.68         1.32          12.84
Appointment of Sango Siviwe
Ntsaluba as the chairman of the Audit
and Risk Committee (subject to the
passing of Ordinary resolution 4.1)
Ordinary resolution number 5.2:             189 427 883         38.70    99.99         0.01          12.84
Appointment of Bharti Harie as a
member of the Audit and Risk
Committee
Ordinary resolution number 5.3:           251 114 546       51.30        66.98       33.02           0.24
Appointment of Dr Noluyolo Yoza
Jekwa as a member of the Audit and
Risk Committee
Ordinary resolution number 5.4:           189 427 883       38.70        98.69         1.31         12.84
Appointment of Johannes George
Sebulela as a member of the Audit
and Risk Committee
Special resolution number 1:              189 584 562       38.73        84.71       15.29          12.81
Approval of non-executive directors’
remuneration
Special resolution number 2:              189 587 562       38.73        98.52         1.48         12.81
Approval of financial assistance in
terms of section 45 of the Act
Ordinary resolution number 6:             251 266 005       51.33        62.24       37.76           0.21
Endorsement of Ascendis Health
Remuneration Policy
Ordinary resolution number 7:             189 585 342       38.73        92.40         7.60         12.81
Endorsement of Ascendis Health
Remuneration Implementation Report
Ordinary resolution number 8:             251 274 575       51.34        99.93         0.07          0.21
General authority to sign all
documents

Notes:
 1. As a percentage of 489 469 959 total ordinary shares in issue as at the meeting record date, being
    Friday, 20 November 2020.
 2. As a percentage of shares voted per resolution at the AGM.

3. Engagement with the dissenting shareholders

Shareholders at the AGM voted against the Company’s Remuneration Policy by more than 25% of the
votes exercised. The Company will therefore engage with the dissenting shareholders to better
understand the reasons why they voted against the non-binding advisory endorsement relating to the
Company’s Remuneration Policy, and to enable the Human Capital Committee to consider these
concerns on behalf of the board of the Company.

Accordingly, the dissenting shareholders that voted against the non-binding advisory endorsement
relating to the Company’s Remuneration Policy and who would prefer to engage further with the
Company, are requested to contact the Company Secretary, Mpeo Nkuna via email at
mpeo.nkuna@ascendishealth.com by close of business on 18 December 2020, setting out any reason
for voting against the non-binding advisory endorsement relating to the Company’s Remuneration Policy,
and indicating whether such shareholder would be interested in participating in further engagement.

Bryanston
1 December 2020

Sponsor
Questco Corporate Advisory (Pty) Ltd

Date: 01-12-2020 02:17:00
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