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ASPEN PHARMACARE HOLDINGS LIMITED - Report on Annual General Meeting proceedings

Release Date: 09/12/2021 14:30
Code(s): APN     PDF:  
Wrap Text
Report on Annual General Meeting proceedings

ASPEN PHARMACARE HOLDINGS LIMITED
(Incorporated in the Republic of South Africa) (“Aspen Holdings”)
Registration number: 1985/002935/06
Share code: APN
ISIN: ZAE000066692
LEI: 635400ZYSN1IRD5QWQ94
and its subsidiaries (collectively “Aspen” or “the Group”)

REPORT ON ANNUAL GENERAL MEETING PROCEEDINGS

Shareholders are advised that, at the Annual General Meeting (AGM”) of members held on Thursday,
9 December 2021, a total of 348 001 960 or 76,24% of issued shares (456 451 541) were voted. All ordinary,
non-binding advisory votes, and special resolutions were passed by the requisite majority votes. The full
voting statistics from this AGM are confirmed to be as follows:

1       Ordinary resolution number 1: Presentation and adoption of Annual Financial Statements

               For                   Against                  Abstain                  Shares voted
       346 020 117                 1 213 443                  768 400                   347 233 560
            99,65%                     0,35%                    0,17%                        76,07%

2       Ordinary resolution number 2: Presentation and noting of the Social & Ethics Committee
        Report

               For                   Against                  Abstain                  Shares voted
        347 228 945                    3 254                  769 761                   347 232 199
            99,999%                   0,001%                    0,17%                        76,07%

3       Ordinary resolution number 3.1: Re-election of Kuseni Dlamini retiring by rotation and available
        for re-election

               For                  Against                  Abstain                  Shares voted
       321 890 226               25 885 174                  226 560                   347 775 400
            92,56%                    7,44%                    0,05%                        76,19%

4       Ordinary resolution number 3.2: Re-election of Ben Kruger retiring by rotation and available for
        re-election

               For                  Against                  Abstain                  Shares voted
       343 533 163                4 243 060                  225 737                   347 776 223
            98,78%                    1,22%                    0,05%                        76,19%

5       Ordinary resolution number 3.3: Re-election of Themba Mkhwanazi retiring by rotation and
        available for re-election

               For                 Against                    Abstain                  Shares voted
       346 055 695               1 720 407                    225 858                   347 776 102
            99,51%                   0,49%                      0,05%                        76,19%
6    Ordinary resolution number 3.4: Re-election of Babalwa Ngonyama retiring by rotation and
     available for re-election

            For                    Against                    Abstain                   Shares voted
    344 200 016                  3 576 086                    225 858                    347 776 102
         98,97%                      1,03%                      0,05%                         76,19%

7    Ordinary resolution number 4: Reappointment of Ernst & Young Inc. as independent external
     auditors

            For                    Against                  Abstain                    Shares voted
    347 632 688                    143 475                  225 797                     347 776 163
         99,96%                      0,04%                    0,05%                          76,19%

8    Ordinary resolution number 5.1: Election of Linda de Beer as a member of the Audit & Risk
     Committee

            For                    Against                  Abstain                    Shares voted
    344 286 692                  3 489 313                  225 955                     347 776 005
         99,00%                      1,00%                    0,05%                          76,19%

9    Ordinary resolution number 5.2: Election of Ben Kruger as a member of the Audit & Risk
     Committee

            For                    Against                  Abstain                    Shares voted
    344 432 357                  3 343 866                  225 737                     347 776 223
         99,04%                      0,96%                    0,05%                          76,19%

10   Ordinary resolution number 5.3: Election of Babalwa Ngonyama as a member of the Audit &
     Risk Committee

            For                    Against                  Abstain                    Shares voted
    340 234 969                  7 541 133                  225 858                     347 776 102
         97,83%                      2,17%                    0,05%                          76,19%

11   Ordinary resolution number 6: Unissued shares placed under the control of directors (5%)

            For                    Against                  Abstain                    Shares voted
    285 558 552                 62 217 045                  226 363                     347 775 597
         82,11%                     17,89%                    0,05%                          76,19%

12   Ordinary resolution number 7: General but restricted authority for the directors to issue shares
     for cash (5%)

            For                    Against                  Abstain                    Shares voted
    287 130 562                 60 645 655                  225 743                     347 776 217
         82,56%                     17,44%                    0,05%                          76,19%
13   Ordinary resolution number 8: Authorisation for an Executive Director to sign necessary
     documents

            For                   Against                  Abstain                    Shares voted
    347 776 026                      939                   224 995                     347 776 965
       99,9997%                   0,0003%                    0,05%                          76,19%

14   Non-binding advisory vote number 1: Endorsement of the remuneration policy by way of a
     non-binding advisory vote

            For                   Against                  Abstain                    Shares voted
    333 327 182                14 263 088                  411 690                     347 590 270
         95,90%                    4,10%                     0,09%                          76,15%

15   Non-binding advisory vote number 2: Remuneration implementation report

            For                   Against                  Abstain                    Shares voted
    329 507 509                18 082 056                  412 395                     347 589 565
         94,80%                    5,20%                     0,09%                           76,15%

16   Special resolution number 1.1a: Remuneration of non-executive directors – Chairman

            For                   Against                  Abstain                    Shares voted
    347 312 814                   463 091                  226 055                     347 775 905
         99,87%                    0,13%                     0,05%                          76,19%

17   Special resolution number 1.1b: Remuneration of non-executive directors – Board Member

            For                   Against                  Abstain                    Shares voted
    347 313 686                   462 219                  226 055                     347 775 905
         99,87%                     0,13%                     0,05%                         76,19%

18   Special resolution number 1.2a: Remuneration of non-executive directors – Audit & Risk
     Committee Chairman

            For                   Against                  Abstain                    Shares voted
    347 312 984                  462 921                   226 055                     347 775 905
         99,87%                    0,13%                     0,05%                          76,19%

19   Special resolution number 1.2b: Remuneration of non-executive directors – Audit & Risk
     Committee Member

            For                   Against                  Abstain                    Shares voted
    347 313 084                   462 219                  226 657                     347 775 303
         99,87%                     0,13%                    0,05%                          76,19%
20     Special resolution number 1.3a: Remuneration of non-executive directors – Remuneration &
       Nomination Committee Chairman

               For                Against                  Abstain                    Shares voted
       347 096 419                 679 586                 225 955                     347 776 005
            99,80%                   0,20%                   0,05%                          76,19%

21     Special resolution number 1.3b: Remuneration of non-executive directors – Remuneration &
       Nomination Committee Member

               For                Against                  Abstain                    Shares voted
       347 097 281                678 724                  225 955                     347 776 005
            99,80%                  0,20%                    0,05%                          76,19%

22     Special resolution number 1.4a: Remuneration of non-executive directors – Social & Ethics
       Committee Chairman

               For                Against                  Abstain                    Shares voted
       347 313 144                462 861                  225 955                     347 776 005
            99,87%                  0,13%                    0,05%                          76,19%

23     Special resolution number 1.4b: Remuneration of non-executive directors – Social & Ethics
       Committee Member

               For                Against                  Abstain                    Shares voted
       347 313 144                462 159                  226 657                     347 775 303
            99,87%                  0,13%                    0,05%                          76,19%

24     Special resolution number 2: Financial assistance to related or inter-related company

               For                Against                  Abstain                     Shares voted
       334 632 698             13 142 796                  226 466                      347 775 494
            96,22%                  3,78%                    0,05%                           76,19%

25     Special resolution number 3: General authority to repurchase shares

               For                 Against                  Abstain                    Shares voted
       340 746 256               7 012 699                  243 005                     347 758 955
            97,98%                   2,02%                    0,05%                          76,19%



Durban
09 December 2021

Sponsor
Investec Bank Limited

Date: 09-12-2021 02:30:00
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