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OCTODEC INVESTMENTS LIMITED - Results of annual general meeting and change to the board of directors

Release Date: 07/02/2022 10:15
Code(s): OCT     PDF:  
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Results of annual general meeting and change to the board of directors

OCTODEC INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1956/002868/06)
JSE share code: OCT ISIN: ZAE000192258
(Approved as a REIT by the JSE)
("Octodec" or "the company")


RESULTS OF ANNUAL GENERAL MEETING AND CHANGE TO THE BOARD OF DIRECTORS


Shareholders are advised that at the annual general meeting of shareholders held on Friday, 4 February 2022 (in terms
of the notice of annual general meeting dispatched to shareholders on Wednesday, 15 December 2021), all of the
resolutions tabled thereat were passed by the requisite majority of Octodec shareholders.

Details of the results of voting at the annual general meeting are as follows:

- total number of Octodec shares that could have been voted at the annual general meeting: 266 197 535; and
- total number of Octodec shares that were present/represented at the annual general meeting: 193 360 552, being
  72.64% of the total number of Octodec shares that could have been voted at the annual general meeting.

  Special resolution 1: To approve financial assistance to related and inter-related companies

  Shares voted*                   For                             Against                    Abstentions^
  192 725 620, being 72.40%       192 861 243, being 99.98%       44 377, being 0.02%        634 932, being 0.24%

  Special resolution 2: To authorise the company and/or its subsidiaries to acquire its shares

  Shares voted*                   For                             Against                    Abstentions^
  192 725 620, being 72.40%       189 999 837, being 98.59%       2 725 783, being 1.41%     634 932, being 0.24%

  Special resolution 3: Approval of directors’ remuneration for the period 1 September 2022 to 31 August 2023

  Shares voted*                   For                             Against                    Abstentions^
  192 685 147, being 72.38%       165 557 251, being 85.92%       27 127 896, being 14.08%   675 405, being 0.25%

  Special resolution 4: Authority to issue shares to directors who elect distribution re-investment alternatives

  Shares voted*                   For                             Against                    Abstentions^
  192 725 620, being 72.40%       188 623 310, being 97.87%       4 102 310, being 2.13%     634 932, being 0.24%

  Ordinary resolution 1.1: To re-elect Myron Pollack as a director

  Shares voted*                   For                             Against                    Abstentions^
  192 711 958, being 72.39%       165 758 074, being 86.01%       26 953 884, being 13.99%   648 594, being 0.24%

  Ordinary resolution 1.2: To re-elect Nyimpini Mabunda as a director

  Shares voted*                   For                             Against                    Abstentions^
  192 720 620, being 72.40%       187 797 309, being 97.45%       4 923 311, being 2.55%     639 932, being 0.24%

  Ordinary resolution 1.3: To confirm the appointment of Anabel Vieira as a director

  Shares voted*                   For                             Against                    Abstentions^
  192 711 958, being 72.39%       192 711 839, being 99.99%       119, being 0.01%           648 594, being 0.24%

  Ordinary resolution 1.4: To confirm the appointment of Richard Buchholz as a director

  Shares voted*                   For                             Against                    Abstentions^
  192 711 958, being 72.39%       192 711 839, being 99.99%       119, being 0.01%           648 594, being 0.24%

  Ordinary resolution 2: To place the unissued shares under the directors’ control

  Shares voted*                   For                             Against                    Abstentions^
  192 725 620, being 72.40%       164 814 414, being 85.52%       27 911 206, being 14.48%   634 932, being 0.24%

  Ordinary resolution 3: To approve the issue of shares for cash

  Shares voted*                   For                             Against                    Abstentions^
  192 725 620, being 72.40%       176 588 714, being 91.63%       16 136 906, being 8.37%    634 932, being 0.24%

  Ordinary resolution 4.1: To approve the re-appointment of Louis van Breda as a member and chairman of the group
  audit committee

  Shares voted*                   For                             Against                    Abstentions^
  192 711 958, being 72.39%       192 710 659, being 99.99%       1 299, being 0.01%         648 594, being 0.24%

  Ordinary resolution 4.2: To approve the re-appointment of Richard Buchholz as a member of the group audit
  committee

  Shares voted*                   For                             Against                    Abstentions^
  192 711 958, being 72.39%       192 711 839, being 99.99%       119, being 0.01%           648 594, being 0.24%

  Ordinary resolution 4.3: To approve the re-appointment of Derek Cohen as a member of the group audit committee

  Shares voted*                   For                             Against                    Abstentions^
  192 711 958, being 72.39%       165 191 461, being 85.72%       27 520 497, being 14.28%   648 594, being 0.24%

  Ordinary resolution 4.4: To approve the re-appointment of Pieter Strydom as a member of the group audit committee

  Shares voted*                   For                             Against                    Abstentions^
  192 711 958, being 72.39%       185 086 183, being 96.04%       7 625 775, being 3.96%     648 594, being 0.24%

  Ordinary resolution 5: To approve the appointment of new independent external auditors

  Shares voted*                   For                             Against                    Abstentions^
  192 711 958, being 72.39%       191 697 296, being 99.47%       1 014 662, being 0.53%     648 594, being 0.24%
  
  Ordinary resolution 6: Specific authority to issue shares to afford shareholders distribution re-investment alternatives

  Shares voted*                   For                             Against                    Abstentions^
  192 725 620, being 72.40%       192 705 498, being 99.99%       20 122, being 0.01%        634 932, being 0.24%

  Ordinary resolution 7: To provide signing authority

  Shares voted*                   For                             Against                    Abstentions^
  192 725 610, being 72.40%       192 716 839, being 99.99%       8 771, being 0.01%         634 942, being 0.24%

  Non-binding advisory vote 1: To endorse the remuneration policy

  Shares voted*                   For                             Against                    Abstentions^
  192 605 791, being 72.35%       169 793 854, being 88.16%       22 811 937, being 11.84%   754 761, being 0.28%

  Non-binding advisory vote 2: To endorse the remuneration implementation report

  Shares voted*                   For                             Against                    Abstentions^
  192 626 261, being 72.36%       158 954 875, being 82.52%       33 671 386, being 17.48%   734 291, being 0.28%

* shares voted (excluding abstentions) in relation to total shares in issue
^ in relation to total shares in issue

In addition, shareholders are advised that Mr Gerard Kemp has stepped down from the board of directors of Octodec
(the "Board") with effect from Friday's annual general meeting. The Board thanks Mr Kemp for his invaluable
contribution to both the Board and the Company since his appointment in October 2013, in his role as an independent
non-executive director, as a member of numerous board committees and as chair of the social, ethics, remuneration and
transformation committee. The Board wishes him all of the best in his future endeavours.

7 February 2022


Sponsor
Java Capital

Date: 07-02-2022 10:15:00
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