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Results of Annual General Meeting

Published: 2023-06-08 13:05:27 ET
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Sanlam Limited
(Incorporated in the Republic of South Africa)
Registration number 1959/001562/06
JSE share code: SLM
NSX share code: SLA
A2X share code: SLM
ISIN: ZAE000070660
(“Sanlam” or the “Company”)


Sanlam Life Insurance Limited
(Incorporated in the Republic of South Africa)
(Registration No. 1998/021121/06)
Bond Issuer Code: BISLI
(“Sanlam Life”)

Results of the Sanlam Annual General Meeting - 2023

Shareholders are advised that the special and ordinary resolutions proposed in the notice to shareholders
dated 31 March 2023 were passed by the requisite majority of votes of shareholders in attendance or
represented by proxy at the 25th annual general meeting held on Wednesday, 07 June 2023 at 14:00
(“Annual General Meeting”).

As at Friday, 26 May 2023, being the Annual General Meeting record date (“Voting Record Date”), the total
number of Sanlam ordinary shares of 1 cent each in issue was 2,226,974,408 (“Sanlam Issued Ordinary
Shares”).

The Sanlam ordinary shares eligible to vote by being present in person or by submitting proxies was
1,701,520,515, being 76,41% of Sanlam Issued Ordinary Shares.

The voting details with respect to the proposed resolutions were as follows:

1.   Ordinary Resolution No 1 – Presenting the Sanlam Annual Reporting Suite (incorporating the
     Integrated Report, Corporate Governance Report, Remuneration Report, Sustainability Report
     and Annual Financial Statements) for the year ended 31 December 2022


                                                                                       Ordinary Shares
                          Total Ordinary Shares voted
                                                                                             abstained
     For (%)(1)        Against (%)(1)            Number                  %(2)             %(2)
     100.00%               0.00%              1,698,350,901             76.26%            0.14%


2.   Ordinary Resolution No 2 – Reappointment of KPMG Inc. as independent auditors for the 2023
     financial year with Mr P Fourie as the individual and designated auditor


                                                                                       Ordinary Shares
                        Total Ordinary Shares voted
                                                                                             abstained
     For (%)(1)        Against (%)(1)            Number                 %(2)             %(2)
     99.82%                0.18%              1,699,352,908           76.31%           0.10%
3.   Ordinary Resolution No 3 – Reappointment of PricewaterhouseCoopers Inc. as joint
     independent auditors with for the 2023 financial year with Mrs A du Preez as the individual and
     designed auditor


                                                                                           Ordinary Shares
                       Total Ordinary Shares voted
                                                                                                 abstained
     For (%)(1)        Against (%)(1)            Number                %(2)                 %(2)
     99.81%               0.19%             1,699,351,058           76.31%                 0.10%



4.   Ordinary Resolution No 4 - Appointment of director


                                                                                               Ordinary
                                          Total Ordinary Shares voted                           Shares
                                                                                               abstained
     Director                 For        Against
                                                              Number              %(2)               %(2)
                             (%)(1)       (%)(1)
 Thembisa Skweyiya      99.99%           0.01%            1,699,349,372       76.31%                0.10%


5.   Ordinary Resolution No 5 – Re‑election of non-executive directors

                                                                                                   Ordinary
                                           Total Ordinary Shares voted                              Shares
                                                                                                   abstained
     Director                             Against
                             For                               Number               %(2)             %(2)
                                           (%)(1)
                             (%)(1)
 5.1 Elias Masilela      97.26%          2.74%            1,682,263,136       75.54%          0.86%

 5.2 Andrew Birrell      99.06%          0.94%            1,682,264,436       75.54%          0.86%

 5.3 Mathukana Mokoka 97.63%             2.37%            1,682,263,136       75.54%          0.86%

 5.4 Nicolaas Kruger     98.98%          1.02%            1,699,351,257       76.31%          0.10%


6.   Ordinary Resolution No 6 – Re-election of executive directors

                                                                                                   Ordinary
                                          Total Ordinary Shares voted                               Shares
                                                                                                   abstained
     Director                              Against
                            For (%)(1)                         Number             %(2)               %(2)
                                            (%)(1)
 Heinie Werth            99.66%          0.34%        1,699,351,581           76.31%          0.10%
 7. Ordinary Resolution No 7 – Election of the members of Sanlam Audit Committee

                                                                                                   Ordinary
                                                   Total Ordinary Shares voted                      Shares
                                                                                                   abstained
       Directors                                   Against
                                  For (%)(1)                        Number                %(2)           %(2)
                                                    (%)(1)
     7.1 Andrew Birrell        99.74%           0.26%         1,682,264,136        75.54%         0.86%

     7.2 Nicolaas Kruger       99.64%           0.36%         1,699,350,957        76.31%         0.10%

     7.3 Mathukana Mokoka 99.48%                0.52%         1,682,262,836        75.54%         0.86%

     7.4 Kobus Möller          89.92%           10.08%        1,699,350,957        76.31%         0.10%

     7.5 Karabo Nondumo        97.84%           2.16%         1,699,347,632        76.31%         0.10%


 8. Ordinary Resolution No 8 – Advisory vote on the Company’s Remuneration Policy and the
    Remuneration Implementation Report


                                                                                                  Ordinary
                                               Total Ordinary Shares voted                         Shares
                                                                                                  abstained
                                     For            Against
                                                                     Number               %(2)       %(2)
                                    (%)(1)           (%)(1)
     8.1 Remuneration policy    93.84%           6.16%         1,699,319,930       76.31%        0.10%

     8.2 Remuneration           96.04%           3.96%         1,699,320,577       76.31%        0.10%
        implementation
        report

9.    Ordinary Resolution No 10 – To place unissued ordinary shares under the control of the directors


                                                                                                  Ordinary
                                  Total Ordinary Shares voted                                      Shares
                                                                                                  abstained
           For (%)(1)          Against (%)(1)            Number                    %(2)             %(2)
        94.88%                 5.12%               1,699,349,885               76.31%            0.10%



10. Ordinary Resolution No 11 – General authority to issue shares for cash


                                                                                                  Ordinary
                                  Total Ordinary Shares voted                                      Shares
                                                                                                  abstained
           For (%)(1)          Against (%)(1)            Number                    %(2)             %(2)
        94.25%                 5.75%               1,699,350,309               76.31%            0.10%
11. Ordinary Resolution No 12 – To authorise any director of the Company and, where applicable, the
    secretary of the Company, to implement the aforesaid ordinary resolutions and the
    undermentioned special resolutions


                                                                                       Ordinary
                           Total Ordinary Shares voted                                  Shares
                                                                                       abstained
       For (%)(1)        Against (%)(1)             Number               %(2)             %(2)
    99.63%               0.37%                1,699,349,261          76.31%          0.10%


12. Special Resolution No 1 – Approval of the non-executive directors’ remuneration for their
    services as directors


                                                                                       Ordinary
                            Total Ordinary Shares voted                                 Shares
                                                                                       abstained
         For (%)(1)          Against (%)(1)             Number                %(2)         %(2)
          98.89%                 1.11%               1,699,275,597        76.30%         0.10%


13. Special Resolution No 2 – Authority to the Company or a subsidiary of the Company to acquire
    the Company’s securities


                                                                                       Ordinary
                            Total Ordinary Shares voted                                 Shares
                                                                                       abstained
         For (%)(1)          Against (%)(1)             Number                %(2)         %(2)
          98.96%                 1.04%               1,699,258,864        76.30%         0.10%


14. Special Resolution No 3 – General authority to provide financial assistance in terms of section
    44 the Companies Act

                                                                                       Ordinary
                            Total Ordinary Shares voted                                 Shares
                                                                                       abstained
         For (%)(1)          Against (%)(1)             Number                %(2)         %(2)
          98.10%                 1.90%               1,699,159,353        76.30%         0.11%
15. Special Resolution No 4 – General authority to provide financial assistance in terms of section
    45 of the Companies Act

                                                                                         Ordinary
                            Total Ordinary Shares voted                                   Shares
                                                                                         abstained
         For (%)(1)          Against (%)(1)          Number                %(2)             %(2)
          98.71%                1.29%             1,699,159,677          76.30%            0.11%



16. Special Resolution No 5 – Proposed amendment to clause 27.1.12 of the Memorandum of
    Incorporation of the Company

                                                                                         Ordinary
                            Total Ordinary Shares voted                                   Shares
                                                                                         abstained
         For (%)(1)          Against (%)(1)          Number                %(2)             %(2)
          99.97%                0.03%             1,699,157,964          76.30%            0.11%



17. Special Resolution No 6 – Proposed amendment of the Memorandum of Incorporation of the
    Company by insertion of clause 42.

                                                                                         Ordinary
                            Total Ordinary Shares voted                                   Shares
                                                                                         abstained
         For (%)(1)          Against (%)(1)          Number                %(2)             %(2)
          99.88%                0.12%             1,699,157,490          76.30%            0.11%




  (1)    Expressed as a percentage of Sanlam voteable ordinary shares for each resolution.
  (2)    Expressed as a percentage of 2,226,974,408 Sanlam ordinary shares in issued as at the Voting
         Record Date.

Group Company Secretary
Adela Fortune
Adela.Fortune@sanlam.co.za

Tygervalley
8 June 2023

Equity Sponsor to Sanlam
The Standard Bank of South Africa Limited

Debt Sponsor to Sanlam Life Insurance Limited
Absa Bank Limited, acting through its Corporate and Investment Banking division