Results of the Annual General Meeting
ADCORP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1974/001804/06
Share code: ADR & ISIN: ZAE000000139
("Adcorp" or "the Company")
RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that at the annual general meeting of the Company held
electronically at 09:00 today, Thursday, 29 July 2021 (“AGM”), all of the resolutions were
passed by the requisite majorities of the Company’s shareholders.
Details of the results of the voting at the AGM are as follows:
Ordinary Shares
Votes
against
resolution
as a Number of Number of
percentag ordinary ordinary
Votes for e of total shares shares
resolution as a number of voted at abstained
percentage of ordinary Number of AGM as a as a
Resolutions total number of shares ordinary percentage percentage
proposed at the ordinary shares voted at shares voted of shares in of shares
AGM voted at AGM AGM at AGM issue in issue
Ordinary
resolution
number 1.1:
Election and re-
election of
director – J
Wentzel 100.00% 0.00% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 1.2:
Election and re-
election of
director – N
Prendergast 100.00% 0.00% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 1.3:
Election and re-
election of
director – T
Mokgabudi 100.00% 0.00% 93 024 444 84.60% 0.01%
Ordinary
resolution 97.84% 2.16% 93 024 444 84.60% 0.01%
number 1.4:
Election and re-
election of
director – P
Mnganga
Ordinary
resolution
number 1.5:
Election and re-
election of
director – H Singh 100.00% 0.00% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 1.6:
Election and re-
election of
director – R van
Dijk 100.00% 0.00% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 2.1:
Election of Audit
and Risk
Committee
Chairperson – T
Mokgabudi 100.00% 0.00% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 2.2:
Election of Audit
and Risk
Committee
member - H
Singh 97.88% 2.12% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 2.3:
Election of Audit
and Risk
Committee
member - MW
Spicer 97.88% 2.12% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 2.4:
Election of Audit
and Risk
Committee
member - R van
Dijk 100.00% 0.00% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 2.5:
Election of Audit
and Risk
Committee
member - M
Lubega 100.00% 0.00% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 3: Re-
appointment of
independent
external auditor 94.85% 5.15% 92 276 567 83.92% 0.69%
Ordinary
resolution
number 4: Place
2 000 000 of the
authorised but
unissued ordinary
shares under the
control of the
directors 97.86% 2.14% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 5: Non-
binding advisory
vote on the
remuneration
policy 74.07% 25.93% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 6: Non-
binding advisory
vote on the
remuneration
implementation
report 73.45% 26.55% 93 024 444 84.60% 0.01%
Ordinary
resolution
number 7:
Authority to
implement
resolutions
passed at the
AGM 100.00% 0.00% 93 024 444 84.60% 0.01%
Special resolution
number 1:
Remuneration
payable to non- 99.99% 0.01% 93 024 444 84.60% 0.01%
executive
directors
Special resolution
number 2:
Repurchase of
the Company’s
shares 100.00% 0.00% 93 024 444 84.60% 0.01%
Special resolution
number 3:
Financial
assistance for the
provision of loans
or other financial
assistance to
present or future
related and inter-
related
companies 96.64% 3.36% 93 024 444 84.60% 0.01%
B Shares
Votes
against Number
resolution of B
Votes for as a shares Number of
resolution as percentage voted at B shares
a percentage of total AGM as a abstained
of total number of percentag as a
Resolutions number of B B shares Number of B e of percentage
proposed at the shares voted voted at shares voted at shares in of shares
AGM at AGM AGM AGM issue in issue
Ordinary resolution
number 1.1: Election
and re-election of
director – Dr. J
Wentzel 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 1.2: Election
and re-election of
director – N
Prendergast 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 1.3: Election
and re-election of
director – T
Mokgabudi 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 1.4: Election
and re-election of
director – P
Mnganga 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 1.5: Election
and re-election of
director – H Singh 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 1.6: Election
and re-election of
director – R van Dijk 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 2.1: Election
of Audit and Risk
Committee
Chairperson – T
Mokgabudi 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 2.2: Election
of Audit and Risk
Committee member
- H Singh 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 2.3: Election
of Audit and Risk
Committee member
- MW Spicer 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 2.4: Election
of Audit and Risk
Committee member
- R van Dijk 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 2.5: Election
of Audit and Risk
Committee member
- M Lubega 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 3: Re-
appointment of
independent
external auditor 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 4: Place 2
000 000 of the
authorised but
unissued ordinary
shares under the
control of the
directors 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 5: Non-
binding advisory 100.00% 0.00% 6 729 140 100.00% 0.00%
vote on the
remuneration policy
Ordinary resolution
number 6: Non-
binding advisory
vote on the
remuneration
implementation
report 100.00% 0.00% 6 729 140 100.00% 0.00%
Ordinary resolution
number 7: Authority
to implement
resolutions passed
at the AGM 100.00% 0.00% 6 729 140 100.00% 0.00%
Special resolution
number 1:
Remuneration
payable to non-
executive directors 100.00% 0.00% 6 729 140 100.00% 0.00%
Special resolution
number 2:
Repurchase of the
Company’s shares 100.00% 0.00% 6 729 140 100.00% 0.00%
Special resolution
number 3: Financial
assistance for the
provision of loans or
other financial
assistance to
present or future
related and inter-
related companies 100.00% 0.00% 6 729 140 100.00% 0.00%
Note:
Total number of shares in issue as at the date of the AGM was 116 683 815 of which
109 954 675 were ordinary shares and 6 729 140 were B ordinary shares. The ordinary shares
and the B ordinary shares rank in pari passu for voting rights.
Management notes that just under 25% of the shareholders present or represented by proxy
at the AGM voted against resolution numbers 5 and 6, and an invitation will be extended to
such dissenting shareholders to engage with the Company.
Johannesburg
29 July 2021
Sponsor
PSG Capital
Date: 29-07-2021 04:47:00
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