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Results of annual general meeting

Published: 2022-11-29 18:30:35 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, 28 November 2022
(in terms of the notice dispatched on 31 October 2022) 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: 20,075,009 shares (being in
       aggregate, 92,55% of the total number of shares that could have been voted at the annual general meeting and
       constituting 92,55% 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: 2,645,119 ordinary
       shares (being 70,30% 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: 17,429,590 “N” ordinary
       shares (being 97,22% 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#
    2,645,419, being 70,30%         529,083,800, being 100%          -                      -
    “N” ordinary shares voted*      Votes for                        Votes against          Abstentions#
    17,429,590, being 97,22%        17,429,590, being 100%           -                      -
    Total shares voted*             Votes for                        Votes against          Abstentions#
    20,075,009, being 92,55%        546,513,390, being 100%          -                      -

    Ordinary resolution 2.1: Re-election of PM Naylor as a director of the company

    Ordinary shares voted*          Votes for                        Votes against          Abstentions#
    2,645,419, being 70,30%         529,083,800, being 100%          -                      -
    “N” ordinary shares voted*      Votes for                        Votes against          Abstentions#
    17,429,590, being 97,22%        17,429,590, being 100%           -                      -
    Total shares voted*             Votes for                        Votes against          Abstentions#
    20,075,009, being 92,55%        546,513,390, being 100%          -                      -

    Ordinary resolution 2.2: Re-election of LK Sebatane as a director of the company

    Ordinary shares voted*          Votes for                        Votes against          Abstentions#
    2,645,419, being 70,30%         529,083,800, being 100%          -                      -
    “N” ordinary shares voted*      Votes for                        Votes against          Abstentions#
    17,429,590, being 97,22%        17,429,590, being 100%           -                      -
    Total shares voted*             Votes for                        Votes against          Abstentions#
    20,075,009, being 92,55%        546,513,390, being 100%          -                      -
Ordinary resolution 2.3: Re-election of MR Molosiwa as a director of the company

Ordinary shares voted*           Votes for                       Votes against        Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%         -                    -
“N” ordinary shares voted*       Votes for                       Votes against        Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%          -                    -
Total shares voted*              Votes for                       Votes against        Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%         -                    -

Ordinary resolution 3.1: Election of HB Roberts as a member of the audit committee

Ordinary shares voted*           Votes for                       Votes against        Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%         -                    -
“N” ordinary shares voted*       Votes for                       Votes against        Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%          -                    -
Total shares voted*              Votes for                       Votes against        Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%         -                    -

Ordinary resolution 3.2: Election of PM Naylor as a member of the audit committee

Ordinary shares voted*           Votes for                       Votes against        Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%         -                    -
“N” ordinary shares voted*       Votes for                       Votes against        Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%          -                    -
Total shares voted*              Votes for                       Votes against        Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%         -                    -

Ordinary resolution 3.3: Election of LK Sebatane as a member of the audit committee

Ordinary shares voted*           Votes for                       Votes against        Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%         -                    -
“N” ordinary shares voted*       Votes for                       Votes against        Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%          -                    -
Total shares voted*              Votes for                       Votes against        Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%         -                    -

Ordinary resolution 4: Appointment of auditors

Ordinary shares voted*           Votes for                       Votes against        Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%         -                    -
“N” ordinary shares voted*       Votes for                       Votes against        Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%          -                    -
Total shares voted*              Votes for                       Votes against        Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%         -                    -

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

Ordinary shares voted*           Votes for                       Votes against        Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%         -                    -
“N” ordinary shares voted*       Votes for                       Votes against        Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%          -                    -
Total shares voted*              Votes for                       Votes against        Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%         -                    -
Ordinary resolution 6: Control over unissued shares

Ordinary shares voted*           Votes for                   Votes against           Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%     -                       -
“N” ordinary shares voted*       Votes for                   Votes against           Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%      -                       -
Total shares voted*              Votes for                   Votes against           Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%     -                       -

Ordinary resolution 7: Signature of documents

Ordinary shares voted*           Votes for                   Votes against           Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%     -                       -
“N” ordinary shares voted*       Votes for                   Votes against           Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%      -                       -
Total shares voted*              Votes for                   Votes against           Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%     -                       -

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

Ordinary shares voted*           Votes for                   Votes against           Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%     -                       -
“N” ordinary shares voted*       Votes for                   Votes against           Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%      -                       -
Total shares voted*              Votes for                   Votes against           Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%     -                       -

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

Ordinary shares voted*           Votes for                   Votes against           Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%     -                       -
“N” ordinary shares voted*       Votes for                   Votes against           Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%      -                       -
Total shares voted*              Votes for                   Votes against           Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%     -                       -

Special resolution 1: Financial assistance

Ordinary shares voted*           Votes for                   Votes against           Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%     -                       -
“N” ordinary shares voted*       Votes for                   Votes against           Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%      -                       -
Total shares voted*              Votes for                   Votes against           Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%     -                       -

Special resolution 2: General authority to acquire shares

Ordinary shares voted*           Votes for                   Votes against           Abstentions#
2,645,419, being 70,30%          529,083,800, being 100%     -                       -
“N” ordinary shares voted*       Votes for                   Votes against           Abstentions#
17,429,590, being 97,22%         17,429,590, being 100%      -                       -
Total shares voted*              Votes for                   Votes against           Abstentions#
20,075,009, being 92,55%         546,513,390, being 100%     -                       -
 Special resolution 3: Approval of non-executive directors’ fees

 Ordinary shares voted*           Votes for                        Votes against            Abstentions#
 2,645,419, being 70,30%          529,083,800, being 100%          -                        -
 “N” ordinary shares voted*       Votes for                        Votes against            Abstentions#
 17,429,590, being 97,22%         17,429,590, being 100%           -                        -
 Total shares voted*              Votes for                        Votes against            Abstentions#
 20,075,009, being 92,55%         546,513,390, being 100%          -                        -

 Special resolution 4: Allotment and issue of shares to directors and prescribed officers

 Ordinary shares voted*               Votes for                     Votes against           Abstentions#
 2,645,419, being 70,30%              529,083,800, being 100%       -                       -
 “N” ordinary shares voted* Votes for                               Votes against           Abstentions#
 17,224, 632, being 96,08%            17,224,632, being 100%        -                       127,025, being 0,71%
 Total shares voted*                  Votes for                     Votes against           Abstentions#
 19,870,051, being 91,61%             546,306,432, being 100%       -                       127,025, being 0,59%
* shares voted (excluding abstentions) in relation to the total shares in issue
# in relation to the total shares in issue

29 November 2022


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