Bell Equipment Limited
(Incorporated in the Republic of South Africa)
Registration number: 1968/013656/06
Share code: BEL
ISIN: ZAE000028304
(“Bell” or “the Company”)

RESULTS OF THE ANNUAL GENERAL MEETING OF BELL EQUIPMENT LIMITED HELD ON 31 MAY 2022



Shareholders are advised that the results of the business conducted at the 54th annual general meeting held virtually on Tuesday 31 May 2022 are as follows:

 Total number of shares in issue                                                                                              95 629 385
 Treasury shares (excluded from voting)                                                                                           32 233
 Total number of shares (“voteable shares”)                                                                                   95 597 152
 Total number of shares represented (including proxies) at the General Meeting                                                77 535 769
 Proportion of total voteable shares represented at the General Meeting                                                           81,11%


Annual financial statements
The annual financial statements of the Company, incorporating the external auditor, audit committee and directors’ reports for the year ended 31 December 2021,
were presented.

Details of the results of voting at the annual general meeting are as follows:
                                                        Votes cast disclosed as a                                        Shares
                                                                                                   Shares voted
                                                        percentage of the total                                        abstained
                                                                                                   disclosed as a
                                                        number of shares voted       Number of                       disclosed as a
                     Resolution                                                                    percentage of
                                                            at the meeting          Shares Voted                     percentage of
                                                                                                      the total
                                                                                                                    the total issued
                                                                                                   issued shares
                                                        For              Against                                         shares
Ordinary Resolution Number 1.1: To elect U Maharaj
as a director                                                  99,99%      0,01% 77 485 159               81,03%             0,05%
Ordinary Resolution Number 1.2: To elect M Geyer as
a director                                                     99,99%      0,01% 77 485 159               81,03%             0,05%
Ordinary Resolution Number 2.1: To re-elect directors
who retire by rotation - D Lawrance                            99,99%      0,01% 77 485 159               81,03%             0,05%
Ordinary Resolution Number 2.2: To re-elect directors
who retire by rotation - H van der Merwe                       99,99%      0,01% 77 485 159               81,03%             0,05%
Ordinary Resolution Number 3.1: Election of D
Lawrance, an independent non-executive director, as
a member of the audit committee until the conclusion
of the AGM to be held in 2023                                  99,99%      0,01% 77 485 159               81,03%             0,05%
Ordinary Resolution Number 3.2: Election of R Naidu,
an independent non-executive director, as a member
of the audit committee until the conclusion of the
annual general meeting to be held in 2023                      99,94%      0,06% 77 485 159               81,03%             0,05%
Ordinary Resolution Number 3.3: Election of M
Ramathe, an independent non-executive director, as a
member of the audit committee until the conclusion
of the annual general meeting to be held in 2023               99,99%      0,01% 77 485 159               81,03%             0,05%
Ordinary Resolution Number 3.4: Election of U
Maharaj, an independent non-executive director, as a
member of the audit committee until the conclusion
of the annual general meeting to be held in 2023               99,99%      0,01% 77 485 159               81,03%             0,05%
Ordinary Resolution Number 4: Appointment of
Deloitte & Touche as the independent auditors of the
company until the conclusion of the AGM to be held in
2023                                                           99,82%      0,18% 77 485 359               81,03%             0,05%
Ordinary Resolution Number 5: Placement of certain
of the authorised but unissued shares under the
control of the directors                                93,66%   6,34% 77 515 391   81,06%   0,02%
Non-binding Resolution Number 1: Non-binding
advisory vote on the company’s remuneration policy      94,23%   5,77% 77 485 359   81,03%   0,05%
Non-binding Resolution Number 2: Non-binding
advisory vote on the company’s remuneration
implementation report                                   99,67%   0,33% 77 484 904   81,03%   0,05%
Special Resolution Number 1: General authority for
the provision of financial assistance in terms of
Section 44 of the Companies Act                         99,68%   0,32% 77 485 359   81,03%   0,05%
Special Resolution Number 2: General authority for
the provision of financial assistance in terms of
Section 45 of the Companies Act                         99,74%   0,26% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.1: Approval of the basis
of the remuneration payable to non-executive
directors: Annual retainer fee: Non-executive
chairman                                                99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.2: Approval of the basis
of the remuneration payable to non-executive
directors: Annual retainer fee - Lead independent
non-executive director                                  99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.3: Approval of the basis
of the remuneration payable to non-executive
directors: Annual retainer fee - Non-executive
directors                                               99,74%   0,26% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.4: Approval of the basis
of the remuneration payable to non-executive
directors: Fees paid per meeting to the chairman of
the board and the chairmen of the board committees
- Board                                                 99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.5: Approval of the basis
of the remuneration payable to non-executive
directors: Fees paid per meeting to the chairman of
the board and the chairmen of the board committees
- Audit committee                                       99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.6: Approval of the basis
of the remuneration payable to non-executive
directors: Fees paid per meeting to the chairman of
the board and the chairmen of the board committees
- Risk and sustainability committee                     99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.7: Approval of the basis
of the remuneration payable to non-executive
directors: Fees paid per meeting to the chairman of
the board and the chairmen of the board committees
- Nominations committee                                 99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.8: Approval of the basis
of the remuneration payable to non-executive
directors: Fees paid per meeting to the chairman of
the board and the chairmen of the board committees
- Remuneration committee                                99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.9: Approval of the basis
of the remuneration payable to non-executive
directors: Fees paid per meeting to the chairman of
the board and the chairmen of the board committees
- Social, ethics and transformation committee           99,93%   0,07% 77 492 859   81,03%   0,04%
 Special Resolution Number 3.10: Approval of the
basis of the remuneration payable to non-executive
directors: Fees paid per meeting to the chairman of
the board and the chairmen of the board committees
- Fees paid per meeting to the lead independent non-
executive director per board meeting                    99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.11: Approval of the
basis of the remuneration payable to non-executive
directors: Fees paid to non-executive directors
including the chairman of the board and the chairmen
of the board committees per meeting - Board             99,74%   0,26% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.12: Approval of the
basis of the remuneration payable to non-executive
directors: Fees paid to non-executive directors
including the chairman of the board and the chairmen
of the board committees per meeting - Audit
committee                                               99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.13: Approval of the
basis of the remuneration payable to non-executive
directors: Fees paid to non-executive directors
including the chairman of the board and the chairmen
of the board committees per meeting - Risk and
sustainability committee                               99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.14: Approval of the
basis of the remuneration payable to non-executive
directors: Fees paid to non-executive directors
including the chairman of the board and the chairmen
of the board committees per meeting - Nominations
committee                                              99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.15: Approval of the
basis of the remuneration payable to non-executive
directors: Fees paid to non-executive directors
including the chairman of the board and the chairmen
of the board committees per meeting - Remuneration
committee                                              99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.16: Approval of the
basis of the remuneration payable to non-executive
directors: Fees paid to non-executive directors
including the chairman of the board and the chairmen
of the board committees per meeting - Social, ethics
and transformation committee                           99,93%   0,07% 77 492 859   81,03%   0,04%
 Special Resolution Number 3.17: Approval of the
basis of the remuneration payable to non-executive
directors: Fees paid to non-executive directors
including the chairman of the board and the chairmen
of the board committees per meeting - Bell Equipment
audit services committee                               99,94%   0,06% 77 485 359   81,03%   0,05%
 Special Resolution Number 3.18: Approval of the
basis of the remuneration payable to non-executive
directors: Fees paid to non-executive directors
including the chairman of the board and the chairmen
of the board committees per meeting - Ad hoc
committees                                             99,89%   0,11% 77 485 359   81,03%   0,05%
 Special Resolution Number 4: General authority to
repurchase shares                                      00,67%   0,33% 77 515 391   81,06%   0,02%
Accordingly, all the resolutions as set out in the notice of annual general meeting, were passed by the requisite majority of votes.

The special resolutions will, to the extent necessary, be filed and registered with the Companies and Intellectual Property Commission.



Richards Bay
31 May 2022

Sponsor: Investec Bank Limited