VISUAL INTERNATIONAL HOLDINGS LIMITED - Results of Annual General Meetng ("AGM")

Results of Annual General Meetng ("AGM")

VISUAL INTERNATIONAL HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2006/030975/06)
ISIN code: ZAE000187407       Share code: VIS
(“Visual”) “the Company”)

RESULTS OF ANNUAL GENERAL MEETING (“AGM”)

Shareholders are advised that, at the AGM of Visual held on Wednesday, 23 August 2023, convened in
terms of the notice of AGM contained in the Annual Report for the year ended 28 February 2023, the
voting information is as follows:

Number of ordinary shares represented at the AGM                                         164 276 091
Total number of issued ordinary shares                                                   410 265 547
Percentage of ordinary shares represented at the AGM                                          40.04%

The resolutions proposed at the AGM, together with the percentage of votes carried for and against
each resolution, are set out below:

                                                                Number of votes
                                                                             Abstain
                                                                        (% of issued       Total Votes
                                                     For       Against         share        (excluding
                                                      %              %       capital)      abstentions)
 Ordinary Resolution Number 1 –             163 971 091         5 000       300 000        163 976 091
 Presentation and acceptance of                  99.81%        0.003%         0.18%             39.97%
 annual financial statements

 Ordinary Resolution Number 2 –             163 971 091         5 000       300 000        163 976 091
 Re-election of a director who retires in        99.81%        0.003%         0.18%             39.97%
 terms of the Company’s policy on
 non-executive director tenure:
 Dr RR Richards

 Ordinary Resolution Number 3 –             163 861 591         5 000       409 000        163 866 591
 Re-election of a director who retires in       99.997%        0.003%         0.10%             39.94%
 terms of the Company’s policy on
 non-executive director tenure:
 CT Vorster

 Ordinary Resolution Number 4 –             163 971 091         5 000       300 000        163 976 091
 Re-appointment and remuneration of              99.81%        0.003%         0.18%             39.97%
 auditors

 Ordinary Resolution Number 5 –             163 857 591         5 500       413 000        163 863 091
 Re-appointment of Audit and Risk               99.997%        0.003%         0.10%             39.94%
 Committee member: CT Vorster

 Ordinary Resolution Number 6 –             163 862 091         5 000       409 000        163 867 091
 Appointment of Audit and Risk                  99.997%        0.003%         0.10%             39.94%
 Committee member: LT Matlholwa
 
 Ordinary Resolution Number 7 –             163 971 091         5 000       300 000        163 976 091
 Appointment of Audit and Risk                   99.81%        0.003%         0.18%             39.97%
 Committee member: Dr R Richards

 Ordinary resolution Number 8 -             163 692 218       174 873      409 000         163 867 091
 Endorsement of Visual’s Remuneration            99.89%         0.11%        0.10%              39.94%
 Policy

 Ordinary Resolution Number 9 –             163 588 218       178 873      409 000         163 867 091
 Endorsement of the implementation of            99.89%         0.11%        0.10%              39.94%
 Visual’s Remuneration Policy

 Special Resolution Number 1 –              163 861 591        5 500       409 000         163 867 091
 General authority to allot and issue           99.997%       0.003%         0.10%              39.94%
 shares for cash

 Special Resolution Number 2 –              163 857 591        9 500       409 000         163 867 091
 Authority to issue shares, securities           99.99%        0.01%         0.10%              39.94%
 convertible into shares or rights that
 may exceed 30% of the voting power
 of the current issued share capital

 Special Resolution Number 3 –              163 692 718      174 373       409 000         163 867 091
 Non-executive directors’ remuneration           99.98%        0.11%         0.10%              39.94%

 Special Resolution Number 4 –              163 862 091        5 000       409 000         163 867 091
 General authority to provide financial         99.997%       0.003%         0.10%              39.94%
 assistance for the subscription and/or
 purchase of securities in the Company
 or in related or inter-related
 companies in terms of section 44 of
 the Companies Act

 Special resolution number 5 –              163 862 091        5 000       409 000         163 867 091
 General authority to provide financial         99.997%       0.003%         0.10%              39.94%
 assistance to related and inter-related
 companies and corporations in terms
 of section 45 of the Companies Act


By Order of the Board

CAPE TOWN
25 August 2023

Designated Advisor
AcaciaCap Advisors Proprietary Limited

Date: 25-08-2023 02:20:00
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