Astral Foods Limited (JSE:ARL) News - Results of annual general meeting

ASTRAL FOODS LIMITED
“Astral Foods” or the “Company”
(Reg. No. 1978/003194/06)
(Incorporated in the Republic of South Africa)
Share Code: ARL
ISIN Code: ZAE000029757

RESULTS OF ANNUAL GENERAL MEETING

The annual general meeting of Astral Foods (“AGM”) was held on Thursday, 3 February 2022. The detailed results of the voting
are as follows:

 Resolutions                                       Number of      Percentage          For**       Against**        Abstained
                                                 shares voted   of shares in              %               %              ***
                                                                      issue*                                               %
                                                                          %
 1.   Ordinary resolution number 1:               33 055 229          77.01          100.00            0.00             0.32
      Consideration and adoption of Annual
      Financial Statements
 2.   Ordinary resolution number 2:
      Election of directors
       2.1. Mr FG van Heerden                     33 182 888          77.31           99.45            0.55             0.03
       2.2. Ms AD Cupido                          33 182 888          77.31           99.46            0.54             0.03
 3.   Ordinary resolution number 3:
      Re-election of directors
       3.1. Mr WF Potgieter                       33 182 888          77.31           99.21            0.79             0.03
       3.2. Mrs TM Shabangu                       33 182 888          77.31           99.46            0.54             0.03
 4.   Ordinary resolution number 4:
      Re-appointment of members of the
      Audit and Risk Management
      Committee
       4.1. Mr DJ Fouché                          33 182 888          77.31           98.51            1.49             0.03
       4.2. Mr S Mayet                            33 182 888          77.31           99.99            0.01             0.03
       4.3. Mrs TM Shabangu (subject to           33 182 888          77.31           99.99            0.01             0.03
            the passing of ordinary
            resolution number 3.2)
 5.   Ordinary resolution number 5:
      Re-appointment of members of the
      Social and Ethics Committee
       5.1. Mrs TM Shabangu (subject to           33 182 888          77.31          100.00            0.00             0.03
            the passing of ordinary
            resolution number 3.2)
       5.2. Dr T Eloff                            33 182 888          77.31           90.88            9.12             0.03
       5.3. Mr GD Arnold                          33 182 888          77.31           99.24            0.76             0.03
       5.4. Mr LW Hansen                          33 182 888          77.31           97.35            2.65             0.03
 6.   Ordinary resolution number 6:               33 184 373          77.31           62.43           37.57             0.02
      Appointment of the independent
      auditor
 7.   Ordinary resolution number 7:               33 177 873          77.30           99.78            0.22             0.04
      Authority for determination of
      auditor’s remuneration
 8.   Ordinary resolution number 8:               33 176 200          77.29           75.10           24.90             0.04
      Approval of the Remuneration Policy
 9.   Ordinary resolution number 9:               32 732 694          76.26           62.22           37.78             1.07
      Approval of the implementation of
      the Remuneration Policy
 10.  Ordinary resolution number 10:              33 183 373          77.31           99.16            0.84             0.02
      Signature of documentation
 11.  Special resolution number 1:                33 177 873          77.30           99.09            0.91             0.04
      Fees payable to Non-executive
      directors
 12.  Special resolution number 2:                33 183 944          77.31           97.71            2.29             0.02
      Authority to provide financial
      assistance to related and inter-related
      companies
 13.  Special resolution number 3:                33 184 244          77.31          100.00            0.00             0.02
      General authority to repurchase
      shares in the Company

*     Based on 42 922 235 shares in issue as at the date of the AGM.
**    In relation to the total number of shares voted at the AGM.
***   In relation to the total number of shares in issue as at the date of the AGM.

Based on the above voting results, all resolutions were passed by the requisite majority of Astral Foods’ shareholders present
in person or represented by proxy at the AGM.

Shareholders are further advised that due to ordinary resolution number 9 relating to the non-binding advisory vote on the
implementation of the remuneration policy being voted against by 25% or more of Astral Foods shareholders represented at
the AGM (“dissenting shareholders”), the Board of the Company hereby issues an invitation to dissenting shareholders to
engage with the Company by submitting written questions/comments to the Company Secretary via e-mail at
leonie.marupen@astralfoods.com on or before 11:00 on Tuesday, 22 February 2022. The Board undertakes to revert to
dissenting shareholders who have submitted questions/comments.

Pretoria
4 February 2022

Sponsor
Nedbank Corporate and Investment Banking, a division of Nedbank Limited

Date: 04-02-2022 07:05:00
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