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Results of annual general meeting

Published: 2022-09-01 16:20:44 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 Thursday, 1 September 2022 (in
terms of the notice dispatched on 29 July 2022), all of the resolutions tabled thereat were passed by the requisite
majority of Vukile shareholders, except special resolution 2 in respect of the provision of financial assistance for
subscription of securities and ordinary resolution 7.2 in respect of the non-binding advisory vote in respect of the
remuneration policy implementation, which received 73.51% 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: 980 226 628
-     total number of Vukile shares that were present/represented at the annual general meeting: 773 278 202 being
      78.89% of the total number of Vukile shares that could have been voted at the annual general meeting.

Special resolution 1: Financial assistance to related and inter-related companies

Shares voted*             For                       Against                             Abstentions^
768 572 830, being 78.41% 765 721 402, being 99.63% 2 851 428, being 0.37%              4 705 372, being 0.48%

Special resolution 2: Financial assistance for subscription of securities

Shares voted*             For                       Against                   Abstentions^
768 568 072, being 78.41% 532 382 453, being 69.27% 236 185 619, being 30.73% 4 710 130, being 0.48%

Special resolution 3.1: Non-executive director remuneration - Retainer for non-executive director

Shares voted*             For                       Against                             Abstentions^
768 569 773, being 78.41% 752 502 308, being 97.91% 16 067 465, being 2.09%             4 708 429, being 0.48%

Special resolution 3.2: Non-executive director remuneration - Retainer for chairman of the board (all-inclusive fee)

Shares voted*             For                       Against                   Abstentions^
768 569 773, being 78.41% 664 942 126, being 86.52% 103 627 647, being 13.48% 4 708 429, being 0.48%

Special resolution 3.3: Non-executive director remuneration - Retainer for chairman of the audit and risk committee

Shares voted*             For                       Against                             Abstentions^
768 569 773, being 78.41% 767 470 994, being 99.86% 1 098 779, being 0.14%              4 708 429, being 0.48%

Special resolution 3.4: Non-executive director remuneration - Retainer for chairman of the social, ethics and human
resources committee

Shares voted*             For                       Against                             Abstentions^
768 569 773, being 78.41% 767 472 994, being 99.86% 1 096 779, being 0.14%              4 708 429, being 0.48%
Special resolution 3.5: Non-executive director remuneration - Retainer for chairman of the property and investment
committee

Shares voted*             For                       Against                            Abstentions^
768 568 373, being 78.41% 767 415 777, being 99.85% 1 152 596, being 0.15%             4 709 829, being 0.48%

Special resolution 3.6: Non-executive director remuneration – Retainer for lead independent director

Shares voted*             For                       Against                            Abstentions^
768 568 373, being 78.41% 744 979 175, being 96.93% 23 589 198, being 3.07%            4 709 829, being 0.48%

Special resolution 3.7: Non-executive director remuneration - Attendance fee for board (except chairman)

Shares voted*             For                       Against                            Abstentions^
768 568 373, being 78.41% 764 297 504, being 99.44% 4 270 869, being 0.56%             4 709 829, being 0.48%

Special resolution 3.8: Non-executive director remuneration - Attendance fee for audit and risk committee

Shares voted*             For                       Against                            Abstentions^
768 568 373, being 78.41% 767 474 448, being 99.86% 1 093 925, being 0.14%             4 709 829, being 0.48%

Special resolution 3.9: Non-executive director remuneration - Attendance fee for social, ethics and human resources
committee

Shares voted*             For                       Against                            Abstentions^
768 568 373, being 78.41% 764 299 504, being 99.44% 4 268 869, being 0.56%             4 709 829, being 0.48%

Special resolution 3.10: Non-executive director remuneration - Attendance fee for property and investment committee

Shares voted*             For                       Against                            Abstentions^
768 568 373, being 78.41% 767 474 448, being 99.86% 1 093 925, being 0.14%             4 709 829, being 0.48%

Special resolution 4: Repurchase of shares

Shares voted*             For                       Against                            Abstentions^
768 571 431, being 78.41% 767 274 196, being 99.83% 1 297 235, being 0.17%             4 706 771, being 0.48%

Ordinary resolution 1: Adoption of annual financial statements

Shares voted*             For                       Against                            Abstentions^
767 968 416, being 78.35% 767 962 666, being 99.99% 5 750, being 0.01%                 5 309 786, being 0.54%

Ordinary resolution 2: Reappointment of auditors

Shares voted*             For                       Against                            Abstentions^
768 571 430, being 78.41% 768 558 922, being 99.99% 12 508, being 0.01%                4 706 772, being 0.48%

Ordinary resolution 3.1: Re-election of directors - LR Cohen

Shares voted*             For                       Against                            Abstentions^
768 568 372, being 78.41% 766 567 319, being 99.74% 2 001 053, being 0.26%             4 709 830, being 0.48%
Ordinary resolution 3.2: Re-election of directors - RD Mokate

Shares voted*             For                       Against                            Abstentions^
768 568 372, being 78.41% 687 643 159, being 89.47% 80 925 213, being 10.53%           4 709 830, being 0.48%

Ordinary resolution 3.3: Re-election of directors - AMSS Mokgabudi

Shares voted*             For                       Against                            Abstentions^
768 568 372, being 78.41% 767 117 751, being 99.81% 1 450 621, being 0.19%             4 709 830, being 0.48%

Ordinary resolution 3.4: Re-election of directors - B Ngonyama

Shares voted*             For                       Against                            Abstentions^
768 568 372, being 78.41% 751 562 408, being 97.79% 17 005 964, being 2.21%            4 709 830, being 0.48%

Ordinary resolution 3.5: Re-election of directors - H Ntene

Shares voted*             For                       Against                            Abstentions^
768 568 372, being 78.41% 712 566 816, being 92.71% 56 001 556, being 7.29%            4 709 830, being 0.48%

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

Shares voted*             For                       Against                   Abstentions^
768 568 372, being 78.41% 565 496 538, being 73.58% 203 071 834, being 26.42% 4 709 830, being 0.48%

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

Shares voted*             For                       Against                            Abstentions^
768 568 372, being 78.41% 767 117 751, being 99.81% 1 450 621, being 0.19%             4 709 830, being 0.48%

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

Shares voted*             For                       Against                            Abstentions^
768 568 372, being 78.41% 751 566 596, being 97.79% 17 001 776, being 2.21%            4 709 830, being 0.48%

Ordinary resolution 5: Unissued shares

Shares voted*             For                       Against                   Abstentions^
768 566 672, being 78.41% 617 237 953, being 80.31% 151 328 719, being 19.69% 4 711 530, being 0.48%

Ordinary resolution 6: General authority to issue shares for cash

Shares voted*             For                       Against                   Abstentions^
768 571 430, being 78.41% 611 883 353, being 79.61% 156 688 077, being 20.39% 4 706 772, being 0.48%

Ordinary resolution 7.1: Remuneration policy (advisory vote)

Shares voted*             For                       Against                   Abstentions^
768 568 372, being 78.41% 654 715 707, being 85.19% 113 852 665, being 14.81% 4 709 830, being 0.48%

Ordinary resolution 7.2: Remuneration policy implementation (advisory vote)

Shares voted*             For                       Against                   Abstentions^
768 568 372, being 78.41% 564 944 321, being 73.51% 203 624 051, being 26.49% 4 709 830, being 0.48%
Ordinary resolution 8: Implementation of resolutions

Shares voted*                   For                          Against                    Abstentions^
768 568 372, being 78.41% 768 562 622, being 99.99% 5 750, being 0.01%                  4 709 830, being 0.48%
* shares voted (excluding abstentions) in relation to total shares in issue
^ in relation to total shares in issue

As a result of 26.49% of shareholders voting against 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, in order
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 2022. Vukile will consider all concerns and, where appropriate, take steps to address any
legitimate and reasonable concerns raised by the shareholders.

1 September 2022


 JSE sponsor                                               NSX sponsor

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