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Results of annual general meeting

Published: 2023-12-12 16:30:36 ET
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REX TRUEFORM GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1937/009839/06)
JSE share code: RTO      ISIN: ZAE000250387
JSE share code: RTN      ISIN: ZAE000250395
JSE share code: RTOP ISIN: ZAE000250403
 (“Rex Trueform” or “the company”)


RESULTS OF ANNUAL GENERAL MEETING


Shareholders are advised that at the annual general meeting of shareholders held on Monday, 11 December 2023
(in terms of the notice dispatched on 6 November 2023) all the resolutions tabled thereat were passed (by way of a poll)
by the requisite majority of Rex Trueform shareholders.

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

-      total number of Rex Trueform ordinary and “N” ordinary shares (collectively, the “shares”) that could have been
       voted at the annual general meeting: 21 690 661 shares (being the aggregate amount of 3 763 017 ordinary shares
       and 17 927 644 “N” ordinary shares;
-      total number of shares that were present/represented at the annual general meeting: 20 832 720 shares (being in
       aggregate, 96.04% of the total number of shares that could have been voted at the annual general meeting and
       constituting 96.04% of the aggregate voting rights that could have been exercised at the annual general meeting;
-      total number of ordinary shares that were present/represented at the annual general meeting: 3 502 631 ordinary
       shares (being 93.08% of the total number of ordinary shares that could have been voted at the annual general
       meeting) with each ordinary share entitling the holder thereof to 200 votes; and
-      total number of “N” ordinary shares that were present at the annual general meeting: 17 330 089 “N” ordinary
       shares (being 96.67% of the total number of “N” ordinary shares that could have been voted at the annual general
       meeting) with each “N” ordinary share entitling the holder thereof to 1 vote.


    Ordinary resolution 1: Approval of annual financial statements

    Ordinary shares voted*           Votes for                       Votes against           Abstentions#
    3 502 631, being 93.08%          700 526 200, being 100%         0, being 0.00%          0, being 0.00%
    “N” ordinary shares voted*       Votes for                       Votes against           Abstentions#
    17 330 089, being 96.67%         17 330 089, being 100%          0, being 0.00%          0, being 0.00%
    Total shares voted*              Votes for                       Votes against           Abstentions#
    20 832 720, being 96.04%         717 856 289, being 100%         0, being 0.00%          0, being 0.00%

    Ordinary resolution 2.1: Re-election of HB Roberts as a director of the company

    Ordinary shares voted*           Votes for                       Votes against           Abstentions#
    3 502 631, being 93.08%          700 526 200, being 100%         0, being 0.00%          0, being 0.00%
    “N” ordinary shares voted*       Votes for                       Votes against           Abstentions#
    17 330 089, being 96.67%         17 330 089, being 100%          0, being 0.00%          0, being 0.00%
    Total shares voted*              Votes for                       Votes against           Abstentions#
    20 832 720, being 96.04%         717 856 289, being 100%         0, being 0.00%          0, being 0.00%

    Ordinary resolution 2.2: Re-election of MR Molosiwa as a director of the company

    Ordinary shares voted*           Votes for                       Votes against           Abstentions#
    3 502 631, being 93.08%          700 526 200, being 100%         0, being 0.00%          0, being 0.00%
    “N” ordinary shares voted*       Votes for                       Votes against           Abstentions#
    17 330 089, being 96.67%         17 330 089, being 100%          0, being 0.00%          0, being 0.00%
    Total shares voted*              Votes for                       Votes against           Abstentions#
    20 832 720, being 96.04%         717 856 289, being 100%         0, being 0.00%          0, being 0.00%
Ordinary resolution 3.1: Election of HB Roberts as a member of the audit committee

Ordinary shares voted*            Votes for                      Votes against            Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%        0, being 0.00%           0, being 0.00%
“N” ordinary shares voted*        Votes for                      Votes against            Abstentions#
17 330 089, being 96.67%          17 330 089, being 100%         0, being 0.00%           0, being 0.00%
Total shares voted*               Votes for                      Votes against            Abstentions#
20 832 720, being 96.04%          717 856 289, being 100%        0, being 0.00%           0, being 0.00%

Ordinary resolution 3.2: Election of LJ Sebatane as a member of the audit committee

Ordinary shares voted*            Votes for                      Votes against            Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%        0, being 0.00%           0, being 0.00%
“N” ordinary shares voted*        Votes for                      Votes against            Abstentions#
17 330 089, being 96.67%          17 330 089, being 100%         0, being 0.00%           0, being 0.00%
Total shares voted*               Votes for                      Votes against            Abstentions#
20 832 720, being 96.04%          717 856 289, being 100%        0, being 0.00%           0, being 0.00%

Ordinary resolution 3.3: Election of MR Molosiwa as a member of the audit committee

Ordinary shares voted*            Votes for                      Votes against            Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%        0, being 0.00%           0, being 0.00%
“N” ordinary shares voted*        Votes for                      Votes against            Abstentions#
17 330 089, being 96.67%          17 330 089, being 100%         0, being 0.00%           0, being 0.00%
Total shares voted*               Votes for                      Votes against            Abstentions#
20 832 720, being 96.04%          717 856 289, being 100%        0, being 0.00%           0, being 0.00%

Ordinary resolution 4: Re-appointment of auditors

Ordinary shares voted*            Votes for                      Votes against            Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%        0, being 0.00%           0, being 0.00%
“N” ordinary shares voted*        Votes for                      Votes against            Abstentions#
17 330 089, being 96.67%          17 330 089, being 100%         0, being 0.00%           0, being 0.00%
Total shares voted*               Votes for                      Votes against            Abstentions#
20 832 720, being 96.04%          717 856 289, being 100%        0, being 0.00%           0, being 0.00%

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

Ordinary shares voted*            Votes for                      Votes against            Abstentions#
3 502 631, being 93.08%           694 226 200, being 99.10%      6 300 000, being 0.90%   0, being 0.00%
“N” ordinary shares voted*        Votes for                      Votes against            Abstentions#
17 330 089, being 96.67%          17 256 000, being 99.57%       74 089, being 0.43%      0, being 0.00%
Total shares voted*               Votes for                      Votes against            Abstentions#
20 832 720, being 96.04%          711 482 200, being 99.49%      6 374 089, being 0.51%   0, being 0.00%

Ordinary resolution 6: Control over unissued shares

Ordinary shares voted*            Votes for                      Votes against            Abstentions#
700 526 200, being 93.08%         694 226 200, being 99.10%      6 300 000, being 0.90%   0, being 0.00%
“N” ordinary shares voted*        Votes for                      Votes against            Abstentions#
17 330 089, being 96.67%          17 256 000, being 99.57%       74 089, being 0.43%      0, being 0.00%
Total shares voted*               Votes for                      Votes against            Abstentions#
20 832 720, being 96.04%          711 482 200, being 99.49%      6 374 089, being 0.51%   0, being 0.00%
Ordinary resolution 7: Signature of documents

Ordinary shares voted*            Votes for                       Votes against          Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%         0, being 0.00%         0, being 0.00%
“N” ordinary shares voted*        Votes for                       Votes against          Abstentions#
17 330 089, being 96.67%          17 330 089, being 100%          0, being 0.00%         0, being 0.00%
Total shares voted*               Votes for                       Votes against          Abstentions#
20 832 720, being 96.04%          717 856 289, being 100%         0, being 0.00%         0, being 0.00%

Ordinary resolution 8: Non-binding advisory vote on remuneration policy

Ordinary shares voted*            Votes for                       Votes against          Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%         0, being 0.00%         0, being 0.00%
“N” ordinary shares voted*        Votes for                       Votes against          Abstentions#
17 330 089, being 96.67%          17 256 000, being 99.57%        74 089, being 0.43%    0, being 0.00%
Total shares voted*               Votes for                       Votes against          Abstentions#
20 832 720, being 96.04%          717 856 289, being 99.64%       74 089, being 0.36%    0, being 0.00%

Ordinary resolution 9: Non-binding advisory vote on remuneration implementation report

Ordinary shares voted*            Votes for                       Votes against          Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%         0, being 0.00%         0, being 0.00%
“N” ordinary shares voted*        Votes for                       Votes against          Abstentions#
17 330 089, being 96.67%          17 256 000, being 99.57%        74 089, being 0.43%    0, being 0.00%
Total shares voted*               Votes for                       Votes against          Abstentions#
20 832 720, being 96.04%          717 856 289, being 99.64%       74 089, being 0.36%    0, being 0.00%

Special resolution 1: Financial assistance

Ordinary shares voted*            Votes for                       Votes against          Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%         0, being 0.00%         0, being 0.00%
“N” ordinary shares voted*        Votes for                       Votes against          Abstentions#
17 330 089, being 96.67%          17 330 089, being 100%          0, being 0.00%         0, being 0.00%
Total shares voted*               Votes for                       Votes against          Abstentions#
20 832 720, being 96.04%          717 856 289, being 100%         0, being 0.00%         0, being 0.00%

Special resolution 2: General authority to acquire shares

Ordinary shares voted*            Votes for                       Votes against          Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%         0, being 0.00%         0, being 0.00%
“N” ordinary shares voted*        Votes for                       Votes against          Abstentions#
17 330 089, being 96.67%          17 330 089, being 100%          0, being 0.00%         0, being 0.00%
Total shares voted*               Votes for                       Votes against          Abstentions#
20 832 720, being 96.04%          717 856 289, being 100%         0, being 0.00%         0, being 0.00%

Special resolution 3: Approval of non-executive directors’ fees

Ordinary shares voted*            Votes for                       Votes against          Abstentions#
3 502 631, being 93.08%           700 526 200, being 100%         0, being 0.00%         0, being 0.00%
“N” ordinary shares voted*        Votes for                       Votes against          Abstentions#
17 330 089, being 96.67%          17 330 089, being 100%          0, being 0.00%         0, being 0.00%
Total shares voted*               Votes for                       Votes against          Abstentions#
20 832 720, being 96.04%          717 856 289, being 100%         0, being 0.00%         0, being 0.00%
 Special resolution 4: Allotment and issue of shares to directors and prescribed officers

 Ordinary shares voted*                Votes for                    Votes against           Abstentions#
 3 502 631, being 93.08%               694 226 200, being 99.10% 6 300 000, being 0.90%     0, being 0.00%
 “N” ordinary shares voted*            Votes for                    Votes against           Abstentions#
 17 330 089, being 96.67%              17 256 000, being 99.57%     74 089, being 0.43%     0, being 0.00%
 Total shares voted*                   Votes for                    Votes against           Abstentions#
 20 832 720, being 96.04%              711 482 200, being 99.49% 6 374 089, being 0.51%     0, being 0.00%
* shares voted (excluding abstentions) in relation to the total shares in issue
# in relation to the total shares in issue

12 December 2023


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