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Results of the Annual General Meeting and Changes in Transfer Secretaries

Published: 2023-11-24 11:00:28 ET
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WILSON BAYLY HOLMES - OVCON LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1982/011014/06)
JSE AND A2X Code: WBO
ISIN: ZAE000009932
(“WBHO” or “Company”)


RESULTS OF THE ANNUAL GENERAL MEETING AND CHANGES IN TRANSFER SECRETARIES


Shareholders of WBHO (“Shareholders”) are hereby advised that the ordinary and special resolutions contained
in the Notice of Annual General Meeting (“AGM”) dated 30 October 2023 that were tabled at the Company’s AGM
held on Thursday, 23 November 2023 at 11:00 were passed by the requisite majority of votes cast by the
Shareholders. WBHO confirms the voting statistics from the AGM as follows:

                                                                                          %           Number

Total number of shares that could be voted at the meeting                                             67 146 637
Total number of shares present or represented including proxies at the meeting as a %
of voteable shares                                                                        66.04%      44 345 138
Total number of shares present or represented including proxies at the meeting as a %
of issued shares                                                                          62.44%    44 345 138
Issued shares                                                                                       71 018 425




                                                                  SHARES VOTED                           SHARES
                                                                                                        ABSTAINED
                                                 VOTES        VOTES
                                                  FOR        AGAINST


                                                                                          Total no       Total no of
      RESOLUTIONS PROPOSED AT                                                             of shares        shares
              THE AGM                                                                      voted at     abstained at
                                                 as a % of
                                                              as a % of    Total no of    the AGM       the AGM as
                                                  total no
                                                             total no of     shares       as a % of     a % of total
                                                     of
                                                               shares      voted at the       total        issued
                                                   shares
                                                              voted at        AGM           issued          share
                                                 voted at
                                                              the AGM                        share        Capital
                                                 the AGM
                                                                                            capital


 Ordinary resolution number 1.1                  100,00%       0,00%       44 340 926      62,44%          0,01%
 Re- election of Ms KM Forbay as a director
 Ordinary resolution number 1.2                  99,98%        0,02%       44 340 926      62,44%          0,01%
 Re-election of Mr AJ Bester as a director
 Ordinary resolution number 1.3                  99,80%        0,20%       44 340 926      62,44%          0,01%
 Re-election of Mr RW Gardiner as a
 director
 Ordinary resolution number 1.4                  100,00%       0,00%       44 340 926      62,44%          0,01%
 Election of Ms NN Sonqushu as a director
 Ordinary resolution number 1.5                  99,89%        0,11%       44 340 926      62,44%          0,01%
 Election of Mr AC Logan as a director
 Ordinary resolution number 2                    100,00%       0,00%       44 340 926      62,44%          0,01%
 Appointment of independent auditor
 Ordinary resolution number 3.1                  100,00%       0,00%       44 340 926      62,44%          0,01%
 Appointment of Mr AJ Bester as Audit
 committee member and Chairperson
 Ordinary resolution number 3.2                  96,54%        3,46%        44 340 926      62,44%         0,01%
 Appointment of Mr RW Gardiner as Audit
 committee member

 Ordinary resolution number 3.3                 100,00%        0,00%        44 340 926      62,44%         0,01%
 Appointment of Ms KM Forbay as Audit
 committee member
 Ordinary resolution number 3.4                  99,61%        0,39%        44 340 926      62,44%         0,01%
 Appointment of Ms NN Sonqushu as Audit
 committee member
 Ordinary resolution number 4                    79,87%        20,13%       44 340 926      62,44%         0,01%
 Non-binding advisory vote on WBHO's
 Remuneration policy

 Ordinary resolution number 5                    83,50%        16,50%       44 340 021      62,43%         0,01%
 Non-binding advisory vote on WBHO's
 Implementation report on the
 Remuneration policy

 Ordinary resolution number 6                    80,16%        19,84%       44 340 926      62,44%         0,01%
 Placing unissued shares under the control
 of the directors

 Ordinary resolution number 7                   100,00%        0,00%        44 340 926      62,44%         0,01%
 Directors’ and/or Company Secretary
 authority to implement special and ordinary
 resolutions
 Special resolution number 1                     93,56%        6,44%        44 340 926      62,44%         0,01%
 Approval of directors’ fees for 2024/2025
 financial year

 Special resolution number 2                     90,65%        9,35%        44 340 021      62,43%         0,01%

 Authority to provide financial assistance in
 terms of section 44 and 45 of the Act.
 Special resolution number 3                    100,00%        0,00%        44 340 926      62,44%         0,01%
 General authority to repurchase company
 shares


CHANGE OF TRANSFER SECRETARIES

Shareholders are further advised that JSE Investor Services Proprietary Limited will replace Computershare Investor
Services Proprietary Limited as transfer secretary to WBHO effective 1 December 2023.

Contact details for JSE Investor Services Proprietary Limited are as follows:
5th Floor
One Exchange Gwen Lane
Sandown
Sandton
2196

P.O. Box 4844, Johannesburg, 2000
Telephone: 011 713 0800
E-mail: info@jseinvestorservices.co.za



24 November 2023
Johannesburg
Sponsor: Investec Bank Limited