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CAXTON AND CTP PUBLISHERS AND PRINTERS LIMITED - Results of Annual General Meeting ("AGM")

Release Date: 07/12/2020 15:55
Code(s): CAT CATP     PDF:  
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Results of Annual General Meeting ("AGM")

CAXTON AND CTP PUBLISHERS AND PRINTERS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1947/026616/06)
Share Code: CAT                                ISIN: ZAE000043345
Preference share code: CATP                    ISIN: ZAE000043352
(“the company”)


RESULTS OF ANNUAL GENERAL MEETING (“AGM”)


Shareholders are advised that save for special resolution number 4 all the resolutions contained in the notice
convening the AGM were approved by the requisite majorities of shareholders present in person or represented by
proxy at the AGM of the company held on Monday, 7 December 2020. The company has 377 861 111 ordinary shares
in issue.

Details of the resolutions and the voting are contained in the table below.

  Resolution proposed                                  Total number             Number of      Number of       Number of
                                                     of votes cast:              votes in          votes    abstentions:
                                                        % of issued          favour: % of  against: % of     % of issued
                                                      share capital           total votes    total votes           share
                                                                                     cast           cast         capital
  Ordinary resolutions:

  Ordinary resolution 1: To adopt the annual            328,465,312           328,448,812         16,500         120,705
  financial statements for the year ended                   86,93%                99,99%          0,01%           0,03%
  30 June 2020

  Ordinary resolution 2: To place the unissued          328,569,281           186,252,625    142,316,656          16,736
  ordinary shares under the control of the                  86,96%                56,69%         43,31%           0,00%
  directors

  Ordinary resolution 3:
  3.1 To re-elect Mr. PM Jenkins as director of         328,568,847           298,425,295     30,143,552          17,170
  the company                                               86,95%                90,83%          9,17%           0.00%

  3.2 To re-elect Mr. ACG Molusi as director of         328,568,847           221,134,205    107,434,642          17,170
  the company                                               86,95%                67,30%         32,70%           0.00%

  Ordinary resolution 4: To re-appoint BDO              328,568,847           293,824,261     34,744,586          17,170
  South Africa Incorporated. as the                         86,95%                89,43%         10,57%           0.00%
  independent auditors and to register Mr. PR
  Badrick as the designated auditor

  Ordinary resolution 5:
  5.1 To elect Mr. JH Phalane as member and             327,956,940           287,439,625     40,517,315         629,077
  chairman of the Audit and Risk Committee                  86,79%                87,65%         12,35%           0,17%

  5.2 To re-elect Mr. ACG Molusi as member of           328,568,847           220,946,744    107,622,103          17,170
  the Audit and Risk Committee                              86,95%                67,25%         32,75%           0,00%

  5.3 To re-elect Mr. NA Nemukula as member             327,956,940           309,507,511     18,449,429         629,077
  of the Audit and Risk Committee                           86,79%                94,37%          5,63%           0,17%

  Ordinary resolution 6: To authorise any               328,569,281           328,569,281              -         16,736
  director or the company secretary to sign                 86,96%               100,00%           0,00%          0,00%
  documentation to give effect to ordinary and
  special resolutions

  Special resolutions:
  
  Special resolution 1: To approve the general          328,569,281           327,044,374      1,524,907         16,736
  authority for the company and/ or subsidiary              86,96%                99,54%          0,46%          0,00%
  to acquire the company’s own shares
  
  Special resolution 2: To approve the                  327,956,940           311,049,017     16,907,923        629,077
  remuneration of the non-executive directors               86,79%                94,84%          5,16%          0,17%

  Special resolution 3: To approve financial            327,957,374           327,940,440         16,934        628,643
  assistance to related or inter-related                    86,79%                99.99%          0,01%          0,17%
  companies

  Special resolution 4:                                 328,569,281           239,992,014     88,557,267         16,736
  To approve financial assistance for                       86,96%                73,04%         26,96%          0,00%
  subscription for or purchase of securities

  Non-binding advisory resolutions:
  
  Advisory resolution 1: To approve the                 327,957,374           237,858,579     90,098,795        628,643
  remuneration policy as set out in the                     86,79%                72,53%         27,47%          0,17%
  corporate governance and risk management
  report

  Advisory resolution 2:                                327,957,374           221,285,943    106,671,431        628,643
  To approve the implementation of the                      86,79%                67,47%         32,53%          0,17%
  remuneration policy as set out in the
  corporate governance and risk management
  report

The attention of shareholders is drawn to the fact that in excess of 25% (27,47%) of the votes in respect of the
advisory resolution approving the remuneration policy voted against the resolution. Dissenting shareholders are
therefore invited to contact Ms. Julie Naran at the head office of the company, Caxton House, 368 Jan Smuts Avenue,
Craighall, Johannesburg (telephone 087-087 8784 or julie.naran@caxton.co.za to arrange a suitable time and date to
meet with the Chairman and Chief Executive Officer of the company to discuss the policy and its implementation.

By order of the board.

Johannesburg
7 December 2020


Sponsor
AcaciaCap Advisors Proprietary Limited

Date: 07-12-2020 03:55:00
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