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Report on proceedings at the annual general meeting

Published: 2023-06-01 18:45:29 ET
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Mpact Limited
(Incorporated in the Republic of South Africa)
(Registration number 2004/025229/06)
JSE share code: MPT ISIN: ZAE000156501
(“Mpact” or “the Company”)


REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING

At the Annual General Meeting ("AGM") of the Shareholders of Mpact held on
Thursday, 01 June 2023, all the Ordinary resolutions proposed were approved by
the requisite majority of votes. All the Special resolutions and the Non-binding
advisory votes 1 and 2 did not obtain the requisite number of votes.

Mpact confirms the voting statistics from the AGM as follows:


                              Votes cast                        Shares       Shares
                              disclosed as a                    voted        abstained
                              percentage in                     disclosed    disclosed
                              relation to the                   as a         as a
                              total number of     Number of     percentage   percentage
 Resolutions                  shares voted at     shares        in           in
                              the AGM             voted         relation     relation
                                                                to the       to the
                                                                total        total
                                                                issued       issued
                              For       Against                 shares*      shares*
 Ordinary resolution 1.1.
 Re-election of ABA Conrad     99.23%     0.77%   69,024,740        46.18%       41.34%
 Ordinary resolution 1.2.
 Re-election of AJ Phillips    61.19%    38.81%   130,575,701       87.37%        0.16%
 Ordinary resolution 1.3.
 Re-election of PCS Luthuli   100.00%     0.00%   80,273,758        53.71%       33.82%
 Ordinary resolution 2.1.
 Election of TDA Ross as
 Audit and Risk Committee
 member                        55.87%    44.13%   130,575,701       87.37%        0.16%
 Ordinary resolution 2.2.
 Election of PCS Luthuli as
 Audit and Risk Committee
 member                       100.00%     0.00%   80,273,758        53.71%       33.82%
 Ordinary resolution 2.3.
 Election of DG Wilson as
 Audit and Risk Committee
 member                        99.75%     0.25%   130,575,701       87.37%        0.16%
 Ordinary   resolution   3:
 Appointment of PWC as
 auditors                     100.00%     0.00%   130,575,701       87.37%        0.16%
 Non-binding advisory vote
 1: Remuneration policy        58.29%    41.71%   130,573,350       87.37%        0.16%
 Non-binding advisory vote
 2: Implementation report      58.29%    41.71%   130,573,350       87.37%        0.16%
 Special   resolution    1:
 General    authority    to
 repurchase shares             61.32%    38.68%   130,575,701       87.37%        0.16%
 Special    resolution   2:
 General    authority    to
 provide          financial
 assistance                        60.56%     39.44%   130,575,701     87.37%       0.16%
 Special resolution 3: Non-
 executive       directors’
 remuneration                      60.59%     39.41%   130,560,350     87.36%       0.17%


     •     *Total number of shares in issue                                  149,453,688

     •     Total number of shares represented (including
           proxies) at the Annual General Meeting                            130,814,303

     •     Proportion    of   total    voteable   shares
           represented at the Annual General Meeting                              87.53%


Notes:

Shareholders are advised that the Non-binding advisory votes 1 and 2 (the
Remuneration Policy and the Implementation Report, respectively), and all the
Special Resolutions did not receive the required 75% approval from Mpact's
shareholders present in person or represented by proxy at the AGM.

The Board is committed to engaging with shareholders on the Remuneration Policy
and the Implementation Report and invites shareholders to engage with the Company
in the following manner:

1.       Shareholders are invited to forward their questions on the Remuneration Policy
         and the Implementation Report to the Group Company Secretary in writing to
         cosec@mpact.co.za by close of business on Monday, 12 June 2023.

2.       We value the opportunity to engage with shareholders to understand and address
         their questions and will schedule a meeting with these shareholders at a
         suitable date and time.

Melrose Arch
01 June 2023


Sponsor
The Standard Bank of South Africa Limited