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CAPITEC BANK HOLDINGS LIMITED - Results of the Annual General Meeting

Release Date: 31/05/2021 12:10
Code(s): CPI CPIP     PDF:  
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Results of the Annual General Meeting

CAPITEC BANK HOLDINGS LIMITED
Registration number: 1999/025903/06
Incorporated in the Republic of South Africa
Registered bank controlling company
JSE share code: CPI ISIN: ZAE000035861
JSE preference share code: CPIP ISIN: ZAE000083838
“Capitec” or “the Company”

RESULTS OF THE ANNUAL GENERAL MEETING

Shareholders are advised that the results of the annual general
meeting of the Company held entirely by electronic means at 2.30 pm
on Friday, 28 May 2021 (“AGM”), are as follows:

                               Votes
                  Votes for    against
                  resolution   resolution
                  as a         as a                      Number of    Number of
                  percentage   percentage                shares       shares
                  of total     of total                  voted at     abstained
                  number of    number of    Number of    AGM as a     as a
Resolutions       shares       shares       shares       percentage   percentage
proposed at the   voted at     voted at     voted at     of shares    of shares
AGM               AGM          AGM          AGM          in issue     in issue

Ordinary          96.31%       3.69%        96,935,851   83.83%       0.09%
resolution
number 1:
Re-election of
Mr DP Meintjes
as an
independent
non-executive
Director

Ordinary          93.35%       6.65%        96,531,185   83.48%       0.44%
resolution
number 2:
Re-election of
Mr PJ Mouton as
a non-executive
Director

Ordinary          98.35%       1.65%        96,936,219   83.84%       0.09%
resolution
number 3:
Re-election of
Mr JP Verster
as an
independent
non-executive
Director

Ordinary          99.46%       0.54%        96,865,568   83.77%       0.15%
resolution
number 4:
Confirmation of
appointment of
Ms CH Fernandez
as an
independent
non-executive
Director

Ordinary          99.28%       0.72%        96,909,226    83.81%       0.11%
resolution
number 5:
Confirmation of
appointment of
Prof SA du
Plessis as an
independent
non-executive
Director

Ordinary          99.26%       0.74%        96,883,220   83.79%        0.14%
resolution
number 6:
Confirmation of
appointment of
Mr V Mahlangu
as an
independent
non-executive
Director

Ordinary          79.82%       20.18%       96,909,211   83.81%        0.11%
resolution
number 7:
Re-appointment
of
Pricewaterhouse
Coopers Inc. as
auditor

Ordinary          98.39%        1.61%       96,883,226   83.79%        0.14%
resolution
number 8:
Re-appointment
of Deloitte &
Touche as
auditor

Ordinary          97.93%        2.07%       96,908,668    83.81%       0.11%
resolution
number 9:
Approval to
issue (i) the
relevant Loss
Absorbent
Capital
Securities and
(ii) ordinary
shares of the
Company upon
the occurrence
of a Trigger
Event in
respect of the
relevant Loss
Absorbent
Capital
Securities

Ordinary          97.12%        2.88%       96,935,841    83.83%       0.09%
resolution
number 10:
General
authority to
issue ordinary
shares of the
Company for
cash

Ordinary          79.16%        20.84%      96,934,917    83.83%       0.09%
resolution
number 11:
Non-binding
endorsement of
remuneration
policy

Ordinary          48.75%       51.25%      93,486,483     80.85%       3.07%
resolution
number 12:
Non-binding
endorsement of
implementation
report on the
remuneration
policy

Ordinary          99.44%       0.56%      96,936,076      83.84%       0.09%
resolution
number 13:
Authority to
amend the
definition of
employee in the
Capitec Bank
Holdings Share
Trust Deed

Special           99.41%       0.59%      96,896,181      83.80%       0.12%
resolution
number 1:
Approval of the
Directors’
remuneration
for the
financial year
ending on 28
February 2022

Special           99.26%       0.74%     96,910,965      83.81%        0.11%
resolution
number 2:
General
approval for
the Company and
any subsidiary
company to
purchase
ordinary shares
issued by the
Company

Special           99.56%       0.44%     96,935,776      83.83%        0.09%
resolution
number 3:
Authority for
the Board to
authorise the
Company to
provide
financial
assistance to
related
companies and
corporations

Special           99.43%       0.57%     96,712,426      83.64%       0.28%
resolution
number 4:
Authority for
the Board to
authorise the
Company to
provide
financial
assistance for
the acquisition
of ordinary
shares of the
Company in
respect of a
Restricted
Share Plan for
senior managers

Note:
Total number of shares in issue as at the date of the AGM was
115 626 991.

All the resolutions were passed by the requisite majority of votes
present at the meeting in person or by proxy, except for the non-
binding endorsement of the implementation report on the remuneration
policy as tabled under ordinary resolution number 12.

Shareholders who voted against ordinary resolution number 12 are
invited to engage with the Company by submitting written questions or
comments    to    the    Company     Secretary    via    e-mail    at
CapitecAGM2021@capitecbank.co.za by no later than 5 pm on Monday, 7
June 2021. These shareholders will be granted time on 17 June 2021
when the Remuneration Committee will engage with them via electronic
means on the matters raised.

Stellenbosch
31 May 2021

Sponsor
PSG Capital

Date: 31-05-2021 12:10:00
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