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Report on proceedings at the annual general meeting
Life Healthcare Group Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 2003/002733/06)
Share code: LHC
ISIN: ZAE000145892
(“Life Healthcare” or “the Company”)
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING
At the 17th annual general meeting (“AGM”) of the shareholders of Life Healthcare held on 26 January 2022 all the ordinary and special resolutions proposed at the AGM
were approved by the requisite majority of votes, except for the non-binding advisory votes relating to the Company’s remuneration policy and implementation report.
In this regard, Life Healthcare confirms the voting statistics from the AGM as follows:
Votes cast disclosed as a Shares voted Shares abstained
percentage in relation to disclosed as a disclosed as a
the total number of shares Number of percentage in percentage in
Resolutions voted at the meeting shares voted relation to the relation to the
total issued total issued
For Against shares* shares*
Ordinary Resolution Number 1:
Appointment of independent external auditors 97.77% 2.23% 1 192 751 635 81.29% 0.00%
Ordinary Resolution Number 2.1:
Re-election of director – P Golesworthy 92.35% 7.65% 1 192 751 488 81.29% 0.00%
Ordinary Resolution Number 2.2:
Re-election of director – J Netshitenzhe 92.41% 7.59% 1 192 751 853 81.29% 0.00%
Ordinary Resolution Number 2.3:
Re-election of director – M Ngatane 92.05% 7.95% 1 192 752 553 81.29% 0.00%
Ordinary Resolution Number 2.4:
Re-election of director – G Solomon 88.00% 12.00% 1 192 751 488 81.29% 0.00%
Ordinary Resolution Number 2.5:
Re-election of director – R Vice 95.13% 4.87% 1 192 751 635 81.29% 0.00%
Ordinary Resolution Number 2.6: 99.99% 0.01% 1 192 750 935 81.29% 0.00%
Re-election of director – M Jacobs
Ordinary Resolution Number 2.7:
Re-election of director – C Henry 100.00% 0.00% 1 192 751 488 81.29% 0.00%
Ordinary Resolution Number 3.1:
Re-election of audit committee member – P Golesworthy
(Chairman) (subject to re-election as per 2.1) 91.94% 8.06% 1 192 751 488 81.29% 0.00%
Ordinary Resolution Number 3.2:
Re-election of audit committee member – C Henry (subject to
re-election as per 2.7) 100.00% 0.00% 1 192 751 488 81.29% 0.00%
Ordinary Resolution Number 3.3:
Re-election of audit committee member – A Mothupi 97.46% 2.54% 1 192 751 853 81.29% 0.00%
Ordinary Resolution Number 3.4:
Re-election of audit committee member – R Vice (subject to re-
election as per 2.5) 98.88% 1.12% 1 192 751 488 81.29% 0.00%
Ordinary Resolution Number 4:
Authority to sign documents to give effect to resolutions 100.00% 0.00% 1 192 752 700 81.29% 0.00%
Non-binding Advisory Endorsement number 5.1:
Non-binding advisory vote on the remuneration policy** 62.06% 37.94% 1 191 765 892 81.22% 0.07%
Non-binding Advisory Endorsement number 5.2:
Non-binding advisory vote on the implementation report** 46.87% 53.13% 1 191 765 192 81.22% 0.07%
Special Resolution Number 1.1:
Approval of the Chairman’s’ board fees and the board
members’ fees 96.38% 3.62% 1 192 745 780 81.29% 0.00%
Special Resolution Number 1.2:
Approval of the Lead Independent Board member board fees 100.00% 0.00% 1 192 745 780 81.29% 0.00%
Special Resolution Number 1.3:
Approval of the Audit Committee Chairman’s fees and the
Committee members’ fees 100.00% 0.00% 1 192 745 780 81.29% 0.00%
Special Resolution Number 1.4:
Approval of the Human Resources and Remuneration
Committee Chairman’s fees and the Committee members’ fees 98.61% 1.39% 1 192 745 080 81.29% 0.00%
Special Resolution Number 1.5:
Approval of the Nominations and Governance Committee
Chairman’s fees and the Committee members’ fees 100.00% 0.00% 1 192 725 780 81.28% 0.00%
Special Resolution Number 1.6:
Approval of the Risk, Compliance and IT Governance Committee
Chairman’s fees and the Committee members’ fees 100.00% 0.00% 1 192 725 780 81.28% 0.00%
Special Resolution Number 1.7:
Approval of the Investment Committee Chairman’s fees and the
Committee members’ fees 100.00% 0.00% 1 192 725 780 81.28% 0.00%
Special Resolution Number 1.8:
Approval of the Clinical Committee Chairman’s fees and the
Committee members’ fees 100.00% 0.00% 1 192 725 080 81.28% 0.00%
Special Resolution Number 1.9:
Approval of the Social, Ethics and Transformation Committee
Chairman’s fees and the Committee members’ fees 100.00% 0.00% 1 192 725 780 81.28% 0.00%
Special Resolution Number 1.10:
Approval of the ad hoc material Board and Committee meeting
fees 99.99% 0.01% 1 192 725 780 81.28% 0.00%
Special Resolution Number 2:
General authority to provide financial assistance 95.52% 4.48% 1 192 745 980 81.29% 0.00%
Special Resolution Number 3:
General authority to repurchase Company shares 98.52% 1.48% 1 192 687 633 81.28% 0.01%
*Total issued shares is 1 467 349 162
**Shareholders are further advised that as a result of more than 25% of the votes cast against the non-binding advisory votes number 5.1 and 5.2, and in accordance
with the King IV Report on Corporate Governance for South Africa, 2016 and paragraph 3.84(j) of the Listings Requirements of the JSE Limited, the Company will invite
dissenting shareholders who voted against the non-binding advisory votes number 5.1 and 5.2 to engage with the Company regarding their views on Life Healthcare's
remuneration policy. A date and time for this engagement will be communicated to shareholders in due course. In the interim, shareholders may forward their concerns/
questions regarding Life Healthcare's remuneration policy to the Company Secretary via email at joshilar@life.co.za.
The special resolution/s will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course.
Dunkeld
27 January 2022
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 27-01-2022 03:00:00
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