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NINETY1P:  4,612   -158 (-3.31%)  22/07/2026 19:00

NINETY ONE PLC - Results of Annual General Meetings of Ninety One plc and Ninety One Limited (the "Annual General Meetings" or AGMs

Release Date: 22/07/2026 17:09
Code(s): N91 NY1     PDF:  
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Results of Annual General Meetings of Ninety One plc and Ninety One Limited (the "Annual General Meetings" or “AGMs

       Ninety One plc                                                  Ninety One Limited
       Incorporated in England and Wales                               Incorporated in the Republic of South Africa
       Registration number: 12245293                                   Registration number: 2019/526481/06
       Date of registration: 4 October 2019                            Date of registration: 18 October 2019
       LSE share code: N91                                             JSE share code: NY1
       JSE share code: N91                                             ISIN: ZAE000282356
       ISIN: GB00BJHPLV88
       LEI: 549300G0TJCT3K15ZG14



        As part of the dual-listed companies' structure, Ninety One plc and Ninety One Limited notify both the LSE and
        the JSE of matters which are required to be disclosed under the Disclosure Guidance and Transparency Rules
        and Listing Rules of the FCA and/or the Listings Requirements of the JSE.


                         Results of Annual General Meetings of Ninety One plc and Ninety One Limited
                                         (the "Annual General Meetings" or "AGMs")

        The AGMs were held on 22 July 2026 physically and electronically by audiocast. As required by the companies'
        dual-listed structure, all resolutions were treated as Joint Electorate Actions and were decided on a poll. All
        resolutions at both meetings were passed by the required majority.

        The voting results of the Joint Electorate Actions are identical and are given below:


                                                                                                                                       Total
                                                                                                                                      Votes
                                                                                                                                     Cast as a
                                                                       Votes                   Votes                   Total Votes
              Resolution                    Votes For        %                      %                        %                       % of the
                                                                      Against                 Withheld                    Cast
                                                                                                                                     Ordinary
                                                                                                                                     Shares in
                                                                                                                                      Issue

                                              Common business: Ninety One plc and Ninety One Limited
     To re-elect Hendrik du Toit as a
1
     director.                             769,180,952    99.76%    1,861,198    0.24%      571,991       0.07%       771,042,150    77.43%
     To re-elect Kim McFarland as a
2
     director.                             770,198,421    99.89%    841,236      0.11%      574,484       0.07%       771,039,657    77.43%
     To re-elect Gareth Penny as a
3
     director.                             767,540,984    99.55%    3,497,660    0.45%      575,497       0.07%       771,038,644    77.43%
     To re-elect Idoya Basterrechea
4
     Aranda as a director.                 768,557,085    99.88%    938,129      0.12%      2,118,927     0.27%       769,495,214    77.28%
     To re-elect Busisiwe Mabuza as a
5
     director.                             764,631,059    99.37%    4,858,920    0.63%      2,124,162     0.28%       769,489,979    77.28%
     To re-elect Victoria Cochrane as a
6
     director.                             769,277,237    99.97%    218,989      0.03%      2,117,915     0.27%       769,496,226    77.28%
     To re-elect Khumo Shuenyane as
7
     a director.                           767,475,386    99.76%    1,868,364    0.24%      2,270,391     0.29%       769,343,750    77.26%
     To elect Charles Harman as a
8
     director.                             768,936,219    99.93%    539,417      0.07%      2,138,505     0.28%       769,475,636    77.28%
     To approve the directors'
9    remuneration report, for the year
     ended 31 March 2026.                  755,586,767    98.12%    14,503,557   1.88%      1,523,723     0.20%       770,090,324    77.34%
     To approve the directors'
10
     remuneration policy.                  720,220,670    95.54%    33,601,425   4.46%      17,792,046    2.31%       753,822,095    75.70%
     To approve Ninety One's climate
11
     strategy.                             657,985,749    96.85%    21,418,542   3.15%      92,209,850    11.95%      679,404,291    68.23%
Ordinary business: Ninety One plc
     To receive and adopt the audited
     annual financial statements of
     Ninety One plc for the year ended
12
     31 March 2026, together with the
     reports of the directors and of the
     auditor of Ninety One plc.            770,232,744    99.97%    203,319      0.03%      1,178,078     0.15%       770,436,063    77.37%
     Subject to the passing of
     resolution 22, to declare a final
13
     dividend on the ordinary shares for
     the year ended 31 March 2026.         771,020,647    100.00%   21,955       0.00%      571,539       0.07%       771,042,602    77.43%
     To re-appoint
     PricewaterhouseCoopers LLP of 7
     More London Riverside, London,
     SE1 2RT, as auditor of Ninety One
     plc in place of the retiring auditor
14
     to hold office until the conclusion
     of the Annual General Meeting of
     Ninety One plc to be held in 2027,
     with the designated audit partner
     being Allan McGrath.                   770,453,690      99.93%   571,752       0.07%    588,699     0.08%   771,025,442   77.43%
     To authorise the Audit and Risk
15   Committee to set the remuneration
     of Ninety One plc's auditors.          765,414,290      99.27%   5,607,942     0.73%    591,909     0.08%   771,022,232   77.43%
Special business: Ninety One plc
     Ordinary resolution: Directors'
16 authority to allot shares and other
     securities.                            743,260,032      96.40%   27,767,495    3.60%    586,614     0.08%   771,027,527   77.43%

     Special resolution: Disapplication
17
     of pre-emption rights.
                                            604,177,383      78.36%   166,840,548   21.64%   596,210     0.08%   771,017,931   77.43%

     Special resolution: Authority to
18
     purchase own ordinary shares.
                                            767,030,685      99.51%   3,743,104     0.49%    840,352     0.11%   770,773,789   77.41%
     Special resolution: Authority to
     purchase own ordinary shares on
19
     the Johannesburg Stock
     Exchange.                              765,523,866      99.31%   5,348,606     0.69%    741,669     0.10%   770,872,472   77.42%
     Special resolution: Consent to
20
     short notice.                          738,432,418      95.77%   32,595,213    4.23%    586,510     0.08%   771,027,631   77.43%
Ordinary business: Ninety One Limited
     To present the audited financial
     statements of Ninety One Limited
     for the year ended 31 March 2026,
     together with the reports of the
21   directors, the auditor, the chair of   Non-voting resolution
     the Audit and Risk Committee and
     the chair of the Sustainability,
     Social and Ethics Committee to
     the shareholders.

     Subject to the passing of
     resolution 13, to declare a final
22
     dividend on the ordinary shares for
     the year ended 31 March 2026.
                                            770,912,442      99.99%   104,982       0.01%    596,717     0.08%   771,017,424   77.43%
     To re-appoint
     PricewaterhouseCoopers Inc. of 5
     Silo Square, V&A Waterfront,
     Cape Town, 8002, South Africa,
     as auditor of Ninety One Limited,
23   to hold office until the conclusion
     of the Annual General Meeting of
     Ninety One Limited to be held in
     2027, with the designated audit
     partner being Nicolette Jacobs.
                                            770,687,709      99.96%   322,702       0.04%    603,730     0.08%   771,010,411   77.43%

     Election of Audit       and    Risk
     Committee members.

      i. Victoria Cochrane
24                                          768,950,250      99.93%   516,854       0.07%    2,147,037   0.28%   769,467,104   77.28%
      ii. Khumo Shuenyane
                                            762,808,845      99.13%   6,658,247     0.87%    2,147,049   0.28%   769,467,092   77.28%
     iii. Charles Harman
                                            769,104,227      99.95%   362,877       0.05%    2,147,037   0.28%   769,467,104   77.28%
     Election of Sustainability, Social
25
     and Ethics Committee members

     i.    Khumo Shuenyane
                                            767,287,198      99.74%   2,026,625     0.26%    2,300,318   0.30%   769,313,823   77.26%

     ii.   Gareth Penny
                                            768,914,635      99.73%   2,095,328     0.27%    604,178     0.08%   771,009,963   77.43%
     iii. Hendrik du Toit
                                            769,147,599      99.39%   4,749,969     0.61%    607,650     0.08%   773,897,568   77.72%

Special business: Ninety One Limited
     Authorising the directors to issue
26   up to 5% of the issued ordinary
     shares in Ninety One Limited.         753,295,584   92.77%   58,727,822   7.23%   611,885   0.08%     812,023,406    81.55%
     General authority to issue ordinary
27
     shares for cash.                      694,662,736   95.63%   31,722,456   4.37%   608,185   0.08%     726,385,192    72.95%
     Authority to acquire ordinary
28
     shares of Ninety One Limited.         766,856,151   99.50%   3,855,671    0.50%   866,563   0.11%     770,711,822    77.40%
     Special resolution 1 - Financial
29
     Assistance.                           767,262,170   99.50%   3,823,529    0.50%   601,505   0.08%     771,085,699    77.44%
     Special resolution 2 - Non-
30
     executive directors' remuneration.    770,445,686   99.97%   225,070      0.03%   686,104   0.09%     770,670,756    77.40%

       Votes withheld are not votes in law and have not been counted in the calculation of the proportion of votes 'for' or
       'against' a resolution. Proxy appointments which gave discretion to the Chairman have been included in the 'for' total.

       The Board notes that special resolution 17 passed with the required majority, there were a significant number of
       votes cast against it (21.64%). The Board will continue its ongoing dialogue with Shareholders and consult as
       appropriate to fully understand any concerns in relation to this resolution. In accordance with provision 4 of the 2024
       UK Corporate Governance Code, the Board shall provide an update on these engagements within six months of the
       AGM.

       Other information

       As at the date of the AGM, Ninety One plc's issued capital consists of 662,783,436 ordinary shares
       of GBP0.0001 each and Ninety One Limited's issued capital consists of 332,961,027 ordinary shares of no par value.
       In accordance with the dual-listed companies' structure, the aggregate number of voting rights which may be
       exercised at the AGM was 995,744,463.

       Resolutions 17, 18, 19, 20, 29 and 30 were passed as special resolutions. Copies of resolutions 16, 17,18 19 and 20
       will be filed with Companies House in the United Kingdom.

       In accordance with UK Listing Rule 6.4.2R, a copy of the resolutions passed at today's AGM, other than resolutions
       concerning ordinary business, will be submitted to the National Storage Mechanism and will be available for
       inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.


       22 July 2026



       JSE Sponsor:
       J.P. Morgan Equities South Africa (Pty) Limited
       +27 (0) 115 070 300

Date: 22-07-2026 05:09:00
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