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Results of the annual general meeting

Published: 2022-12-13 17:40:29 ET
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EOH HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1998/014669/06)
JSE share code: EOH ISIN: ZAE000071072
(“EOH” or “the Company”)



RESULTS OF THE ANNUAL GENERAL MEETING


Shareholders are advised that at the annual general meeting (“AGM”) of shareholders held on Tuesday,
13 December 2022 (in terms of the notice of AGM dispatched on Monday, 31 October 2022) all the resolutions tabled thereat
were passed by the requisite majority of shareholders.

Details of the results of voting at the AGM are as follows:
- total number of EOH ordinary shares in issue as at the date of the AGM: 176 544 961;
- total number of EOH A shares in issue as at the date of the AGM: 40 000 000;
- total number of EOH ordinary shares that could have been voted at the AGM, excluding 7 734 123 treasury shares:
    168 810 838;
- total number of EOH ordinary shares that were present/represented at the AGM: 79 935 442, being 47.35% of the total
    number of EOH ordinary shares that could have been voted at the AGM;
- total number of EOH A shares that were present/represented and could have been voted at the AGM: 40 000 000, being
    100% of the total number of EOH A shares that could have been voted at the AGM (excluded in respect of ordinary
    resolutions 4.1, 4.2 and 5 and special resolution 2); and
- total number of EOH ordinary shares and EOH A shares that were present/represented at the AGM: 119 935 442, being
    57.44% of the total number of EOH ordinary shares and EOH A shares that could have been voted at the AGM.

Ordinary resolution number 1.1: To re-elect Andrew Marshall as independent non-executive director

 Ordinary shares voted*         For                             Against                          Abstentions^
 79 540 155, being 45.05%       79 344 360, being 99.75%        195 795, being 0.25%             388 868, being 0.22%
 A shares voted*                For                             Against                          Abstentions^
 40 000 000, being 100%         40 000 000, being 100%          -                                -
 Total shares voted*            For                             Against                          Abstentions^
 119 540 155, being 55.20%      119 344 360, being 99.84%       195 795, being 0.16%             388 868, being 0.18%

Ordinary resolution number 1.2: To re-elect Jabu Moleketi as independent non-executive director

 Ordinary shares voted*         For                             Against                          Abstentions^
 79 549 655, being 45.06%       79 335 296, being 99.73%        214 359, being 0.27%             379 368, being 0.21%
 A shares voted*                For                             Against                          Abstentions^
 40 000 000, being 100%         40 000 000, being 100%          -                                -
 Total shares voted*            For                             Against                          Abstentions^
 119 549 655, being 55.21%      119 335 296, being 99.82%       214 359, being 0.18%             379 368, being 0.18%

Ordinary resolution number 1.3: To re-elect Bharti Harie as independent non-executive director

 Ordinary shares voted*         For                             Against                          Abstentions^
 79 539 455, being 45.05%       79 333 757, being 99.74%        205 698, being 0.26%             389 568, being 0.22%
 A shares voted*                For                             Against                          Abstentions^
 40 000 000, being 100%         40 000 000, being 100%          -                                -
 Total shares voted*            For                             Against                          Abstentions^
 119 539 455, being 55.20%      119 333 757, being 99.83%       205 698, being 0.17%             389 568, being 0.18%
Ordinary resolution number 2.1: To appoint Mike Bosman as a member and chairman of the audit committee

 Ordinary shares voted*        For                            Against                      Abstentions^
 79 540 155, being 45.05%      79 338 331, being 99.75%       201 824, being 0.25%         388 868, being 0.22%
 A shares voted*               For                            Against                      Abstentions^
 40 000 000, being 100%        40 000 000, being 100%         -                            -
 Total shares voted*           For                            Against                      Abstentions^
 119 540 155, being 55.20%     119 338 331, being 99.83%      201 824, being 0.17%         388 868, being 0.18%

Ordinary resolution number 2.2: To appoint Jesmane Boggenpoel as member of the audit committee

 Ordinary shares voted*        For                            Against                      Abstentions^
 79 540 155, being 45.05%      79 338 847, being 99.75%       201 308, being 0.25%         388 868, being 0.22%
 A shares voted*               For                            Against                      Abstentions^
 40 000 000, being 100%        40 000 000, being 100%         -                            -
 Total shares voted*           For                            Against                      Abstentions^
 119 540 155, being 55.20%     119 338 847, being 99.83%      201 308, being 0.17%         388 868, being 0.18%

Ordinary resolution number 2.3: To appoint Andrew Marshall as member of the audit committee

 Ordinary shares voted*        For                            Against                      Abstentions^
 79 540 055, being 45.05%      79 345 231, being 99.76%       194 824, being 0.24%         388 968, being 0.22%
 A shares voted*               For                            Against                      Abstentions^
 40 000 000, being 100%        40 000 000, being 100%         -                            -
 Total shares voted*           For                            Against                      Abstentions^
 119 540 055, being 55.20%     119 345 231, being 99.84%      194 824, being 0.16%         388 968, being 0.18%

Ordinary resolution number 2.4: To appoint Nosipho Molope as member of the audit committee

 Ordinary shares voted*        For                            Against                      Abstentions^
 79 538 536, being 45.05%      79 324 576, being 99.73%       213 960, being 0.27%         390 487, being 0.22%
 A shares voted*               For                            Against                      Abstentions^
 40 000 000, being 100%        40 000 000, being 100%         -                            -
 Total shares voted*           For                            Against                      Abstentions^
 119 538 536, being 55.20%     119 324 576, being 99.82%      213 960, being 0.18%         390 487, being 0.18%

Ordinary resolution number 3: To re-appoint PricewaterhouseCoopers Inc. as the independent external auditors of the
Company

 Ordinary shares voted*        For                            Against                      Abstentions^
 79 612 155, being 45.09%      79 417 247, being 99.76%       194 908, being 0.24%         316 868, being 0.18%
 A shares voted*               For                            Against                      Abstentions^
 40 000 000, being 100%        40 000 000, being 100%         -                            -
 Total shares voted*           For                            Against                      Abstentions^
 119 612 155, being 55.24%     119 417 247, being 99.84%      194 908, being 0.16%         316 868, being 0.15%

Ordinary resolution number 4.1: Endorsement of the remuneration policy of the Company on a non-binding advisory basis#

 Ordinary shares voted*        For                            Against                      Abstentions^
 79 285 271, being 44.91%      66 212 232, being 83.51%       13 073 039, being 16.49%     412 768, being 0.23%

Ordinary resolution number 4.2: Endorsement of the remuneration implementation report of the Company on a non-binding
advisory basis#

 Ordinary shares voted*        For                            Against                      Abstentions^
 79 285 271, being 44.91%      66 211 616, being 83.51%       13 073 655, being 16.49%     412 768, being 0.23%

Ordinary resolution number 5: Adoption of the EOH 2022 Share Plan#

 Ordinary shares voted*        For                            Against                      Abstentions^
 79 408 652, being 44.98%      69 454 900, being 87.47%       9 953 752, being 12.53%      289 387, being 0.16%
Special resolution number 1: Remuneration of non-executive directors

 Ordinary shares voted*          For                                Against                     Abstentions^
 79 516 155, being 45.04%        77 587 147, being 97.57%           1 929 008, being 2.43%      412 868, being 0.23%
 A shares voted*                 For                                Against                     Abstentions^
 40 000 000, being 100%          40 000 000, being 100%             -                           -
 Total shares voted*             For                                Against                     Abstentions^
 119 516 155, being 55.19%       117 587 147, being 98.39%          1 929 008, being 1.61%      412 868, being 0.19%

Special resolution number 2: General authority to acquire shares#

 Ordinary shares voted*          For                                Against                     Abstentions^
 79 443 925, being 45.00%        69 550 380, being 87.55%           9 893 545, being 12.45%     316 598, being 0.18%

Special resolution number 3: Financial assistance in terms of section 44 of the Companies Act

 Ordinary shares voted*          For                                Against                     Abstentions^
 79 597 955, being 45.09%        79 337 458, being 99.67%           260 497, being 0.33%        331 068, being 0.19%
 A shares voted*                 For                                Against                     Abstentions^
 40 000 000, being 100%          40 000 000, being 100%             -                           -
 Total shares voted*             For                                Against                     Abstentions^
 119 597 955, being 55.23%       119 337 458, being 99.78%          260 497, being 0.22%        331 068, being 0.15%

Special Resolution number 4: Financial assistance in terms of section 45 of the Companies Act

 Ordinary shares voted*          For                                Against                     Abstentions^
 79 598 655, being 45.09%        69 645 737, being 87.50%           9 952 918, being 12.50%     330 368, being 0.19%
 A shares voted*                 For                                Against                     Abstentions^
 40 000 000, being 100%          40 000 000, being 100%             -                           -
 Total shares voted*             For                                Against                     Abstentions^
 119 598 655, being 55.23%       109 645 737, being 91.68%          9 952 918, being 8.32%      330 368, being 0.15%

Special resolution number 5: Authority to issue of shares in terms of section 41(1) of the Companies Act in respect of the
EOH 2022 Share Plan

 Ordinary shares voted*          For                                Against                     Abstentions^
 79 641 255, being 45.11%        69 691 303, being 87.51%           9 949 952, being 12.49%     287 768, being 0.16%
 A shares voted*                 For                                Against                     Abstentions^
 40 000 000, being 100%          40 000 000, being 100%             -                           -
 Total shares voted*             For                                Against                     Abstentions^
 119 641 255, being 55.25%       109 691 303, being 91.68%          9 949 952 , being 8.32%     287 768, being 0.13%

Ordinary resolution number 6: Signature of documents

 Ordinary shares voted*          For                                Against                     Abstentions^
 79 609 436, being 45.09%        79 407 857, being 99.75%           201 579, being 0.25%        319 587, being 0.18%
 A shares voted*                 For                                Against                     Abstentions^
 40 000 000, being 100%          40 000 000, being 100%             -                           -
 Total shares voted*             For                                Against                     Abstentions^
 119 609 436, being 55.24%       119 407 857, being 99.83%          201 579, being 0.17%        319 587, being 0.15%

* shares voted (excluding abstentions) in relation to total shares in issue
^ in relation to total shares in issue
# unlisted EOH A shares not taken into account in respect of resolutions required in terms of the JSE Listings Requirements

13 December 2022


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