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Results of annual general meeting and notification in terms of section 45(5) of the Companies Act

Published: 2023-06-22 18:25:25 ET

RESILIENT REIT LIMITED
Incorporated in the Republic of South Africa
Registration number: 2002/016851/06
JSE share code: RES
ISIN: ZAE000209557
Bond company code: BIRPIF
LEI: 378900F37FF47D486C58
(Approved as a REIT by the JSE)
(“Resilient” or the “Company”)


RESULTS OF ANNUAL GENERAL MEETING AND NOTIFICATION IN TERMS OF SECTION 45(5) OF
THE COMPANIES ACT


Shareholders are advised that at the annual general meeting of shareholders held on Thursday, 22 June 2023 (in terms
of the notice dispatched on 28 April 2023) all the resolutions tabled thereat were passed by the requisite majority of
shareholders.

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

- total number of shares in issue as at the last day to trade prior to the annual general meeting: 365 204 738
- total number of shares that could have been voted at the annual general meeting, excluding 30 156 041 treasury
  shares: 335 048 697
- total number of shares that were present/represented at the annual general meeting: 271 105 049 being 80.92% of
  the total number of shares that could have been voted at the annual general meeting.

 Ordinary resolution number 1.1: Re-election of Monica Muller as a director

 Shares voted*                  For                             Against                     Abstentions^
 270 367 210, being 74.03%      270 028 672, being 99.87%       338 538, being 0.13%        737 839, being 0.22%

 Ordinary resolution number 1.2: Re-election of Protas Phili as a director

 Shares voted*                  For                             Against                     Abstentions^
 270 367 210, being 74.03%      270 220 102, being 99.95%       147 108, being 0.05%        737 839, being 0.22%

 Ordinary resolution number 1.3: Re-election of Marion Marole as a director

 Shares voted*                  For                             Against                     Abstentions^
 270 367 210, being 74.03%      269 356 443, being 99.63%       1 010 767, being 0.37%      737 839, being 0.22%

 Ordinary resolution number 2: Re-election of Barry van Wyk as a director

 Shares voted*                  For                             Against                     Abstentions^
 269 819 031, being 73.88%      189 261 300, being 70.14%       80 557 731, being 29.86% 1 286 018, being 0.38%

 Ordinary resolution number 3.1: Re-election of Protas Phili as a member of the Audit Committee

 Shares voted*                  For                             Against                     Abstentions^
 269 819 031, being 73.88%      269 314 104, being 99,81%       504 927, being 0.19%        1 286 018, being 0.38%
Ordinary resolution number 3.2: Re-election of Stuart Bird as a member of the Audit Committee

Shares voted*                 For                             Against                     Abstentions^
269 819 031, being 73.88%     269 314 104, being 99,81%       504 927, being 0.19%        1 286 018, being 0.38%

Ordinary resolution number 3.3: Re-election of Des Gordon as a member of the Audit Committee

Shares voted*                 For                             Against                     Abstentions^
270 367 210, being 74.03%     270 364 180, being 99.99%       3 030, being 0.01%          737 839, being 0.22%

Ordinary resolution number 4: Appointment of PricewaterhouseCoopers inc. as auditor of the group

Shares voted*                 For                             Against                     Abstentions^
270 367 210, being 74.03%     269 305 291, being 99.61%       1 061 919, being 0.39%      737 839, being 0.22%

Ordinary resolution number 5: General authority to issue shares for cash

Shares voted*                 For                             Against                     Abstentions^
270 367 210, being 74.03%     241 258 074, being 89.23%       29 109 136, being 10.77% 737 839, being 0.22%

Non-binding advisory vote 1: Endorsement of the Remuneration Policy

Shares voted*                 For                             Against                     Abstentions^
270 367 210, being 74.03%     239 535 343, being 88.60%       30 831 867, being 11.40% 737 839, being 0.22%

Non-binding advisory vote 2: Endorsement of the Remuneration Implementation Report

Shares voted*                 For                             Against                     Abstentions^
270 367 210, being 74.03%     220 368 690, being 81.51%       49 998 520, being 18.49% 737 839, being 0.22%

Special resolution number 1: Approval of financial assistance to related or inter-related companies

Shares voted*                 For                             Against                     Abstentions^
270 367 210, being 74.03%     270 057 107, being 99.89%       310 103, being 0.11%        737 839, being 0.22%

Special resolution number 2: Approval of the repurchase of shares

Shares voted*                 For                             Against                     Abstentions^
270 367 210, being 74.03%     231 081 697, being 85.47%       39 285 513, being 14.53% 737 839, being 0.22%

Special resolution number 3: Approval of the provision of financial assistance for the purchase of shares

Shares voted*                 For                             Against                     Abstentions^
270 366 528, being 74.03%     262 850 784, being 97.22%       7 515 744, being 2.78%      738 521, being 0.22%

Special resolution number 4.1: Authorising non-executive directors’ fees

Shares voted*                 For                             Against                     Abstentions^
270 367 210, being 74.03%     249 800 971, being 92.39%       20 566 239, being 7.61% 737 839, being 0.22%
 Special resolution number 4.2: Authorising non-executive directors’ fees for special committee meetings

  Shares voted*                   For                              Against                      Abstentions^
  270 367 210, being 74.03%       269 181 163, being 99.56%        1 186 047, being 0.44%       737 839, being 0.22%

 Ordinary resolution number 6: Authority for directors or company secretary to implement resolutions

 Shares voted*                   For                              Against                       Abstentions^
 270 367 210, being 74.03%       270 364 180, being 99.99%        3 030, being 0.01%            737 839, being 0.22%
* shares voted (excluding abstentions) in relation to total shares in issue as at the last day to trade prior to the annual
  general meeting (excluding treasury shares)
^ in relation to total shares in issue as at the last day to trade prior to the annual general meeting (excluding treasury
  shares)

NOTIFICATION IN TERMS OF SECTION 45(5) OF THE COMPANIES ACT

In terms of the provisions of section 45(5)(a) of the Companies Act 71 of 2008 and pursuant to the special resolution
passed at the annual general meeting of the Company on 22 June 2023 authorising the board of directors to provide
direct or indirect financial assistance to related and inter-related companies, notification is hereby given that the
Board adopted a resolution authorising Resilient to provide financial assistance to related and inter-related companies
of Resilient, which financial assistance exceeds one tenth of one percent of the Company’s net worth.

22 June 2023


 Sponsor                                                             Debt Sponsor

 Java Capital                                                        Rand Merchant Bank
                                                                     (a division of First Rand Bank Limited)

Enhanced Investments, Inc.
329 South Oyster Bay Road #2085
Plainview, NY 11803
team@eninvs.com

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All statements made via social media sites sponsored or maintained by Enhanced Investments and its affiliates are for informational purposes only and do not constitute a comprehensive description of Enhanced Investments' investment advisory services.
Certain investments are not suitable for all investors. Before investing, consider your investment objectives and applicable fees. The rate of return on investments can vary widely over time, especially for long term investments. Investment losses are possible, including the potential loss of all amounts invested. Information provided by Enhanced Investments is for informational and general educational purposes only and is not investment or financial advice.