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Results of annual general meeting

Published: 2023-03-08 11:35:20 ET
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INDLUPLACE PROPERTIES LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2013/226082/06)
JSE share code: ILU ISIN: ZAE000201125
(Approved as a REIT by the JSE)
(“Indluplace” or “the company”)


RESULTS OF ANNUAL GENERAL MEETING


Shareholders are advised that at the annual general meeting of shareholders held on Tuesday, 7 March 2023 (in terms
of the notice of annual general meeting dispatched to shareholders on Monday, 30 January 2023), all the resolutions
tabled thereat were passed by the requisite majority of Indluplace shareholders, with the exception of (i) ordinary
resolution 4 relating to the general authority to issue shares for cash; (ii) ordinary resolutions 5.1 and 5.2 relating the
remuneration policy and remuneration implementation report respectively; and (iii) special resolution 1 relating to the
authority to repurchase shares.

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

- total number of Indluplace shares in issue and which could have been voted at the annual general meeting:
  337 037 384 and
- total number of Indluplace shares that were present/represented at the annual general meeting: 300 894 660, being
  89.28% of the total number of Indluplace shares that could have been voted at the annual general meeting.

 Ordinary resolution 1.1: Re-election of G. Harris as director

 Shares voted*                  For                              Against                     Abstentions^
 300 864 660, being 89.27%      282 877 834, being 94.02%        17 986 826, being 5.98%     30 000, being 0.01%

 Ordinary resolution 1.2: Re-election of N. Tetyana as a director

 Shares voted*                  For                              Against                     Abstentions^
 300 864 660, being 89.27%      300 864 660, being 100%          -                           30 000, being 0.01%

 Ordinary resolution 1.3: The vacancy created by the retirement as a director of A. Rehman will not be filled

 Shares voted*                  For                              Against                     Abstentions^
 300 864 660, being 89.27%      300 864 660, being 100%          -                           30 000, being 0.01%

 Ordinary resolution 2.1: Re-appointment of C. Abrams as chairman and as a member of the audit and risk committee

 Shares voted*                  For                              Against                     Abstentions^
 300 864 660, being 89.27%      300 864 660, being 100%          -                           30 000, being 0.01%

 Ordinary resolution 2.2: Re-appointment of N. Tetyana as a member of the audit and risk committee

 Shares voted*                  For                              Against                     Abstentions^
 300 864 660, being 89.27%      300 864 660, being 100%          -                           30 000, being 0.01%

 Ordinary resolution 3: Re-appointment of BDO South Africa Incorporated as auditors

 Shares voted*                  For                              Against                     Abstentions^
 300 864 660, being 89.27%      300 864 660, being 100%          -                           30 000, being 0.01%
 Ordinary resolution 4: General authority to issue shares for cash

 Shares voted**                 For                              Against                   Abstentions^
 259 917 665, being 77.12%      44 848 382, being 17.25%         215 069 283, being        35 500, being 0.01%
                                                                 82.75%

 Ordinary resolution 5.1: Non-binding advisory vote on remuneration policy

 Shares voted*                  For                              Against                   Abstentions^
 300 859 160, being 89.27%      84 798 377, being 28.19%         216 060 783, being        35 500, being 0.01%
                                                                 71.81%

 Ordinary resolution 5.2: Non-binding advisory vote on remuneration implementation report

 Shares voted*                  For                              Against                   Abstentions^
 300 859 160, being 89.27%      65 387 931, being 21.73%         235 471 229, being        35 500, being 0.01%
                                                                 78.27%

 Ordinary resolution 6: Specific authority to issue shares pursuant to a reinvestment option

 Shares voted**                 For                              Against                   Abstentions^
 259 923 165, being 77.12%      259 908 165, being 99.99%        15 000, being 0.01%       30 000, being 0.01%

 Special resolution 1: Share repurchases

 Shares voted**                 For                              Against                   Abstentions^
 259 923 165, being 77.12%      67 300 508, being 25.89%         192 622 657, being        30 000, being 0.01%
                                                                 74.11%

 Special resolution 2: Financial assistance to related and inter-related parties

 Shares voted*                  For                              Against                   Abstentions^
 300 864 660, being 89.27%      300 864 660, being 100%          -                         30 000, being 0.01%

 Special resolution 3: Approval of fees payable to non-executive directors

 Shares voted*                  For                              Against                   Abstentions^
 300 864 660, being 89.27%      300 864 660, being 100%          -                         30 000, being 0.01%
* shares voted (excluding abstentions) in relation to total shares in issue
** shares voted (excluding abstentions and shares issued in terms of the Indluplace Share Purchase and Option
   Scheme)
^ in relation to total shares in issue

As ordinary resolutions 5.1 and 5.2 were voted against by more than 25% of votes exercised in respect of these
resolutions, Indluplace extends an invitation to all dissenting shareholders to engage with the company in order to
address their concerns on the remuneration policy and remuneration implementation report. Shareholders are invited to
address their concerns in writing to the remuneration committee by emailing the company secretary at
mosa.matlosa@computershare.co.za, by 31 March 2023. A member of the remuneration committee will in turn contact
dissenting shareholders to engage further with them on their concerns.
8 March 2023


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