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VUKILE PROPERTY FUND LIMITED - Results of annual general meeting

Release Date: 31/08/2021 16:35
Code(s): VKE VKE10 VKE17 VKE14 VKE18 VKE11 VKE16 VKE15     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)

RESULTS OF ANNUAL GENERAL MEETING

Shareholders are advised that at the annual general meeting of shareholders held on Tuesday, 31 August 2021 (in terms
of the notice of annual general meeting published on Friday, 30 July 2021), all of the resolutions tabled thereat, were
passed by the requisite majority of Vukile shareholders, except Special Resolution 1.11. in respect of the payment of
life insurance premiums for Dr GS Moseneke and Ordinary Resolution 7.1. which is the non-binding advisory vote in
respect of the remuneration policy that received 72.79% support.

As previously communicated, Ordinary Resolution 4.1 – the election of Dr Steve Booysen as a member of the audit and
risk committee was withdrawn following his recent resignation from the audit and risk committee.

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: 818 979 849 being
      85.65% of the total number of Vukile shares that could have been voted at the annual general meeting.

Special resolution 1.1: Non-executive director remuneration – Retainer: Non-executive director

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    786 938 129, being 96.79%    26 064 226, being 3.21%        5 977 494, being 0.00%

Special resolution 1.2: Non-executive director remuneration – Retainer: Chairman of the board (all-inclusive fee)

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    614 419 250, being 75.57%    198 583 105, being 24.43%      5 977 494, being 0.00%

Special resolution 1.3: Non-executive director remuneration – Retainer: Chairman of the audit and risk committee

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    784 928 079, being 96.55%    28 074 276, being 3.45%        5 977 494, being 0.00%

Special resolution 1.4: Non-executive director remuneration – Retainer: Chairman of the social, ethics and human
resources committee

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    784 928 079, being 96.55%    28 074 276, being 3.45%        5 977 494, being 0.00%

Special resolution 1.5: Non-executive director remuneration – Retainer: Chairman of the property and investment
committee

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    784 928 079, being 96.55%    28 074 276, being 3.45%        5 977 494, being 0.00%

Special resolution 1.6: Non-executive director remuneration – Retainer: Lead independent director

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    784 588 214, being 96.51%    28 414 141, being 3.49%        5 977 494, being 0.00%

Special resolution 1.7: Non-executive director remuneration – Attendance fee: board (except chairman)

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    786 937 429, being 96.79%    26 064 926, being 3.21%        5 977 494, being 0.00%

Special resolution 1.8: Non-executive director remuneration – Attendance fee: audit and risk committee

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    786 937 429, being 96.79%    26 064 926, being 3.21%        5 977 494, being 0.00%

Special resolution 1.9: Non-executive director remuneration – Attendance fee: social, ethics and human resources
committee

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    704 354 655, being 86.64%    108 647 700, being 13.36%      5 977 494, being 0.00%

Special resolution 1.10: Non-executive director remuneration – Attendance fee: property and investment committee

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    785 309 084, being 96.59%    27 693 271, being 3.41%        5 977 494, being 0.00%

Special resolution 1.11: Non-executive director remuneration – Life insurance premiums – Dr GS Moseneke

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    505 002 037, being 62.12%    308 000 318, being 37.88%      5 977 494, being 0.00%

Special resolution 2: Repurchase of shares

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    748 089 084, being 92.02%    64 913 271, being 7.98%        5 977 494, being 0.00%

Ordinary resolution 1: Adoption of annual financial statements

Shares voted*                For                          Against                        Abstentions^
812 381 611, being 84.96%    812 381 611, being 100.00%   -                              6 598 238, being 0.00%

Ordinary resolution 2: Reappointment of auditors

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    809 671 010, being 99.59%    3 331 345, being 0.41%         5 977 494, being 0.00%

Ordinary resolution 3.1: Re-election of directors - SF Booysen

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    443 237 045, being 54.52%    369 765 310, being 45.48%      5 977 494, being 0.00%

Ordinary resolution 3.2: Re-election of directors - GS Moseneke

Shares voted*                For                          Against                        Abstentions^
809 671 010, being 84.67%    808 384 639, being 99.84%    1 286 371, being 0.16%         9 308 839, being 0.00%

Ordinary resolution 3.3: Re-election of directors - NG Payne

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    715 869 428, being 88.05%    97 132 927, being 11.95%       5 977 494, being 0.00%

Ordinary resolution 3.4: Re-election of directors - IU Mothibeli

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    809 705 934, being 99.59%    3 296 421, being 0.41%         5 977 494, being 0.00%

Ordinary resolution 4.1: Election of members to audit and risk committee - SF Booysen

Withdrawn

Ordinary resolution 4.2: Election of members to audit and risk committee - RD Mokate

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    659 212 392, being 81.08%    153 789 963, being 18.92%      5 977 494, being 0.00%

Ordinary resolution 4.3: Election of members to audit and risk committee - B Ngonyama

Shares voted*                For                          Against                        Abstentions^
808 017 240, being 84.50%    780 029 571, being 96.54%    27 987 669, being 3.46%        10 962 609, being 0.00%

Ordinary resolution 5: Unissued shares

Shares voted*                For                          Against                        Abstentions^
809 671 010, being 84.67%    609 309 434, being 75.25%    200 361 576, being 24.75%      9 308 839, being 0.00%

Ordinary resolution 6: General authority to issue shares for cash

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    610 640 250, being 75.11%    202 362 105, being 24.89%      5 977 494, being 0.00%

Ordinary resolution 7.1: Remuneration: policy (advisory vote)

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    591 796 452, being 72.79%    221 205 903, being 27.21%      5 977 494, being 0.00%

Ordinary resolution 7.2: Remuneration: policy implementation (advisory vote)

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    646 996 341, being 79.58%    166 006 014, being 20.42%      5 977 494, being 0.00%

Ordinary resolution 8: Implementation of resolutions

Shares voted*                For                          Against                        Abstentions^
813 002 355, being 85.02%    813 002 355, being 100.00%   -                              5 977 494, being 0.00%

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

As a result of 27.21% of shareholders voting against ordinary resolution 7.1 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 policy. Shareholders are invited to provide their reasons for voting
against ordinary resolution 7.1, as well as their concerns with the remuneration policy, 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 14 September 2021. Vukile will consider all concerns and, where appropriate, take steps to address
any legitimate and reasonable concerns raised by the shareholders.

31 August 2021

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

Date: 31-08-2021 04:35:00
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