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Results of Annual General Meeting and Changes to the Board
MOTUS HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number 2017/451730/06)
Share code: MTH ISIN: ZAE000261913
("Motus" or "the Company" or "the Group")
RESULTS OF ANNUAL GENERAL MEETING AND CHANGES TO THE BOARD
Shareholders are advised that, at the annual general meeting of Motus ("AGM") held today, 8 November 2023,
all the resolutions as set out in the notice of annual general meeting, were passed by the requisite majority of
shareholders, save for ordinary resolutions 1.1 and 2.2, which were withdrawn prior to the meeting as set out
below.
The total number of voting shares represented in person or by proxy was 138 763 631 representing 78,56% of
the total issued share capital of the same class of the Company's shares.
The resolutions proposed at the meeting, together with the percentage of votes carried for and against each
resolution, as well as the percentage of shares abstained, are set out below:
% of votes % of votes
carried for the against the % of shares
Resolution resolution resolution abstained
Ordinary resolution 1: Election of retiring non-executive
directors: - - -
Ordinary resolution 1.1: To elect Ms MG Mokoka as an
independent non-executive director. Withdrawn
Ordinary resolution 1.2: To elect Mr JN Potgieter as an
independent non-executive director 99,60 0,40 0,2
Ordinary resolution 1.3: To elect Mr R van Wyk as an
independent non-executive director 100,00 0 0,2
Ordinary resolution 2: Appointment of the members of the
Audit and Risk Committee: - - -
Ordinary resolution 2.1: Mr S Mayet 99,91 0,09 0,2
Ordinary resolution 2.2: Ms MG Mokoka Withdrawn
Ordinary resolution 2.3: Mr JN Potgieter 99,83 0,17 0,21
Ordinary resolution 2.4: Ms F Roji 99,88 0,12 4,37
Ordinary resolution 3: Appointment of
PricewaterhouseCoopers Inc. as external auditor for the
ensuing year, with Mr T Howatt as designated audit partner 99,77 0,23 0,01
Ordinary resolution 4: Authority to issue ordinary shares 72,65 27,35 4,17
Ordinary resolution 5: Confirmation of the Group's
remuneration policy 91,12 8,88 0,01
Ordinary resolution 6: Confirmation of the Group's
remuneration implementation report 76,70 23,30 4,24
Ordinary resolution 7: Delegation of authority 94,59 5,41 0,01
Special resolution 1: Non-executive directors'
remuneration: - - -
Special resolution 1.1: Chairman 99,71 0,29 0,01
Special resolution 1.2: Deputy Chairman 96,75 3,25 0,01
Special resolution 1.3: Board member 97,61 2,39 0,01
Special resolution 1.4: Asset and Liabilities Committee
Chairman 99,83 0,17 0,01
Special resolution 1.5: Asset and Liabilities Committee
member 99,83 0,17 0,01
Special resolution 1.6: Audit and Risk Committee
Chairman 99,83 0,17 0,01
Special resolution 1.7: Audit and Risk Committee member 99,83 0,17 0,01
Special resolution 1.8: Remuneration Committee
Chairman 99,83 0,17 0,01
Special resolution 1.9: Remuneration Committee member 99,83 0,17 0,01
Special resolution 1.10: Nomination Committee Chairman 99,78 0,22 0,01
Special resolution 1.11: Nomination Committee member 99,83 0,17 0,01
Special resolution 1.12: Social, Ethics and Sustainability
Committee Chairman 99,81 0,19 0,01
Special resolution 1.13: Social, Ethics and Sustainability
Committee member 99,83 0,17 0,01
Special resolution 2: Authority to provide financial
assistance in terms of section 44 of the Companies Act 80,77 19,23 0,07
Special resolution 3: Authority to provide financial
assistance in terms of section 45 of the Companies Act 99,33 0,67 0,01
Special resolution 4: General authority to repurchase
Company securities 97,81 2,19 0,01
Change to the Board
In compliance with paragraph 3.59 of the Listings Requirements of the JSE Limited shareholders are hereby
advised that Ms Mathukana Mokoka retired by rotation in terms of paragraph 23.4.1.1 of the Company's MOI
and being eligible for election has decided not to offer herself for election by shareholders. Accordingly, she is
no longer an independent non-executive director or a member of the Audit and Risk Committee, with effect from
today, 8 November 2023.
Bedfordview
8 November 2023
Sponsor
Merchantec Capital
Date: 08-11-2023 05:49:00
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