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Results of annual general meeting

Published: 2023-09-01 16:30:27 ET
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VUKILE PROPERTY FUND LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2002/027194/06)
JSE share code: VKE NSX share code: VKN
ISIN: ZAE000180865
Bond company code: VKEI
(Granted REIT status with the JSE)
(“Vukile” or the “company”)


RESULTS OF ANNUAL GENERAL MEETING


Shareholders are advised that at the annual general meeting of shareholders held on Friday, 1 September 2023 (in
terms of the notice dispatched on 31 July 2023), all of the resolutions tabled thereat were passed by the requisite
majority of Vukile shareholders, except ordinary resolution 7.2 in respect of the non-binding advisory vote on the
remuneration policy implementation, which received 72.82% support.

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

-     total number of Vukile share in issue as at the date of the annual general meeting: 1 036 226 624
-     total number of Vukile shares that were present/represented at the annual general meeting: 836 665 615, being
      80.74% of the total number of Vukile shares that could have been voted at the annual general meeting.

Special resolution 1.1: Non-executive director remuneration – Non-executive director

Shares voted*             For                       Against                            Abstentions^
829 068 651, being 80.01% 827 166 893, being 99.77% 1 901 758, being 0.23%             7 596 964, being 0.73%

Special resolution 1.2: Non-executive director remuneration – Chairman of the board (all-inclusive fee)

Shares voted*             For                       Against                            Abstentions^
829 068 651, being 80.01% 827 164 893, being 99.77% 1 903 758, being 0.23%             7 596 964, being 0.73%

Special resolution 1.3: Non-executive director remuneration – Chairman of the audit and risk committee

Shares voted*             For                       Against                            Abstentions^
829 068 651, being 80.01% 776 644 091, being 93.68% 52 424 560, being 6.32%            7 596 964, being 0.73%

Special resolution 1.4: Non-executive director remuneration – Chairman of the social, ethics and human resources
committee

Shares voted*             For                       Against                            Abstentions^
829 068 651, being 80.01% 827 167 893, being 99.77% 1 900 758, being 0.23%             7 596 964, being 0.73%

Special resolution 1.5: Non-executive director remuneration – Chairman of the property and investment committee

Shares voted*             For                       Against                            Abstentions^
829 068 651, being 80.01% 827 166 893, being 99.77% 1 901 758, being 0.23%             7 596 964, being 0.73%

Special resolution 1.6: Non-executive director remuneration – Lead independent director

Shares voted*             For                       Against                            Abstentions^
829 068 651, being 80.01% 827 246 893, being 99.78% 1 821 758, being 0.22%             7 596 964, being 0.73%
Special resolution 1.7: Non-executive director remuneration – Attendance fee: board (excluding the chairman)

Shares voted*             For                       Against                           Abstentions^
829 068 651, being 80.01% 827 244 893, being 99.78% 1 823 758, being 0.22%            7 596 964, being 0.73%

Special resolution 1.8: Non-executive director remuneration - Attendance fee: audit and risk committee

Shares voted*             For                       Against                           Abstentions^
829 068 651, being 80.01% 827 244 893, being 99.78% 1 823 758, being 0.22%            7 596 964, being 0.73%

Special resolution 1.9: Non-executive director remuneration - Attendance fee: social, ethics and human resources
committee

Shares voted*             For                       Against                           Abstentions^
829 068 651, being 80.01% 827 306 893, being 99.79% 1 761 758, being 0.21%            7 596 964, being 0.73%

Special resolution 1.10: Non-executive director remuneration - Attendance fee: property and investment committee

Shares voted*             For                       Against                           Abstentions^
829 068 651, being 80.01% 827 306 893, being 99.79% 1 761 758, being 0.21%            7 596 964, being 0.73%

Special resolution 2: Repurchase of shares

Shares voted*             For                       Against                           Abstentions^
829 094 208, being 80.01% 800 691 670, being 96.57% 28 402 538, being 3.43%           7 571 407, being 0.73%

Ordinary resolution 1: Adoption of annual financial statements

Shares voted*             For                        Against                          Abstentions^
828 556 085, being 79.96% 828 556 085, being 100.00% -                                8 109 530, being 0.78%

Ordinary resolution 2: Reappointment of auditors

Shares voted*             For                       Against                           Abstentions^
829 094 208, being 80.01% 827 734 594, being 99.84% 1 359 614, being 0.16%            7 571 407, being 0.73%

Ordinary resolution 3.1: Re-election of directors – Dr SF Booysen

Shares voted*             For                       Against                   Abstentions^
829 094 208, being 80.01% 431 634 140, being 52.06% 397 460 068, being 47.94% 7 571 407, being 0.73%

Ordinary resolution 3.2: Re-election of directors – Dr GS Moseneke

Shares voted*             For                       Against                   Abstentions^
829 094 208, being 80.01% 726 481 880, being 87.62% 102 612 328, being 12.38% 7 571 407, being 0.73%

Ordinary resolution 3.3: Re-election of directors – Mr BM Kodisang

Shares voted*             For                       Against                           Abstentions^
829 094 208, being 80.01% 828 962 047, being 99.98% 132 161, being 0.02%              7 571 407, being 0.73%

Ordinary resolution 3.4: Re-election of directors – Mr NG Payne

Shares voted*             For                       Against                   Abstentions^
829 094 208, being 80.01% 570 489 805, being 68.81% 258 604 403, being 31.19% 7 571 407, being 0.73%
Ordinary resolution 3.5: Re-election of directors – Mr LG Rapp

Shares voted*             For                       Against                              Abstentions^
829 094 208, being 80.01% 826 951 037, being 99.74% 2 143 171, being 0.26%               7 571 407, being 0.73%

Ordinary resolution 4.1: Election of members to audit and risk committee – Dr RD Mokate

Shares voted*             For                       Against                   Abstentions^
829 094 208, being 80.01% 547 009 578, being 65.98% 282 084 630, being 34.02% 7 571 407, being 0.73%

Ordinary resolution 4.2: Election of members to audit and risk committee – Ms AMSS Mokgabudi

Shares voted*             For                       Against                              Abstentions^
829 094 208, being 80.01% 826 940 416, being 99.74% 2 153 792, being 0.26%               7 571 407, being 0.73%

Ordinary resolution 4.3: Election of members to audit and risk committee – Ms B Ngonyama

Shares voted*             For                       Against                   Abstentions^
829 094 208, being 80.01% 702 748 498, being 84.76% 126 345 710, being 15.24% 7 571 407, being 0.73%

Ordinary resolution 5: Unissued shares

Shares voted*             For                       Against                   Abstentions^
829 094 208, being 80.01% 646 041 024, being 77.92% 183 053 184, being 22.08% 7 571 407, being 0.73%

Ordinary resolution 6: General authority to issue shares for cash

Shares voted*             For                       Against                   Abstentions^
829 094 208, being 80.01% 623 045 177, being 75.15% 206 049 031, being 24.85% 7 571 407, being 0.73%

Ordinary resolution 7.1: Remuneration policy (advisory vote)

Shares voted*             For                       Against                   Abstentions^
829 066 951, being 80.01% 669 344 334, being 80.73% 159 722 617, being 19.27% 7 598 664, being 0.73%

Ordinary resolution 7.2: Remuneration policy implementation (advisory vote)

Shares voted*             For                       Against                   Abstentions^
829 066 951, being 80.01% 603 735 119, being 72.82% 225 331 832, being 27.18% 7 598 664, being 0.73%

Ordinary resolution 8: Implementation of resolutions

Shares voted*                   For                          Against                     Abstentions^
829 094 208, being 80.01% 829 084 208, being 99.99% 10 000, being 0.01%                  7 571 407, being 0.73%
* shares voted (excluding abstentions) in relation to total shares in issue
^ in relation to total shares in issue

As a result of 27.18% of shareholders voting against ordinary resolution 7.2 at the annual general meeting, Vukile
extends an invitation to all dissenting shareholders, as well as shareholders who have not yet engaged with the
company, to address their concerns on the remuneration policy implementation. Shareholders are invited to provide
their reasons for voting against ordinary resolution 7.2 in writing to the chairperson of the social, ethics and human
resources committee, Dr. Steve Booysen, by emailing the company secretary at johann.neethling@vukile.co.za, by
close of business on 15 September 2023. Vukile will consider all concerns and, where appropriate, take steps to address
any legitimate and reasonable concerns raised by shareholders.
1 September 2023


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