RESULTS OF THE ANNUAL GENERAL MEETING
- August 29, 2025
- Posted by: Cheryl
- Category: SENS Announcements
https://www.sharenet.co.za/jsepdf/SENS_20250829_S509754.pdf
Shareholders are hereby advised that at the annual general meeting of the Company held at the offices of the Company, Hosken Consolidated Investments Limited, Suite 801, 76 Regent Road, Sea Point, Cape Town, 8005, at 12:00 yesterday, Thursday 28 August 2025 (“AGM”), all of the ordinary resolutions and special resolutions were passed by the requisite majorities of the Company’s shareholders. Non-binding advisory resolutions numbers 1 and 4 did not pass with the requisite majorities.
Details of the results of the voting at the AGM are as follows:
|
Resolutions proposed at the AGM |
Votes for resolution as a percentage of total number of shares voted at AGM |
Votes against resolution as a percentage of total number of shares voted at AGM |
Number of shares voted at AGM |
Number of shares voted at AGM as a percentage of shares in issue* |
Number of shares abstained as a percentage of shares in issue* |
|
Ordinary resolutions |
|||||
|
1. Re-election of director : Mr MH Ahmed |
97.77% |
2.23% |
73 251 197 |
85.09% |
0.09% |
|
2. Re-election of director : Mr JG Ngcobo |
83.59% |
16.41% |
73 251 197 |
85.09% |
0.09 |
|
3. Re-election of director : Mr Y Shaik |
94.73% |
5.27% |
68 266 103 |
79.30% |
5.88% |
|
4. Election of director: Mr AF Pereira |
96.72% |
3.28% |
73 321 197 |
85.17% |
0.01% |
|
5. Election of director: Ms A Singh |
89.43% |
10.57% |
73 321 197 |
85.17% |
0.01% |
|
6. Appointment of Forvis Mazars as the auditor |
99.99% |
0.01% |
73 321 197 |
85.17% |
0.01% |
|
7. Re-appointment of audit committee members: Mr M H Ahmed |
97.54% |
2.46% |
73 321 197 |
85.17% |
0.01% |
|
8. Re-appointment of audit committee members: JG Ngcobo |
78.85% |
21.15% |
73 321 197 |
85.17% |
0.01% |
|
9. Re-appointment of audit committee members: Ms RD Watson |
89.48% |
10.52% |
73 321 197 |
85.17% |
0.01% |
|
10. Re-appointment of social and ethics committee members: Mr JA Copelyn |
92.45% |
7.55% |
73 321 197 |
85.17% |
0.01% |
|
11. Re-appointment of social and ethics committee members: Mr JG Ngcobo |
92.32% |
7.68% |
73 321 197 |
85.17% |
0.01% |
|
12. Re-appointment of social and ethics committee members: Ms RD Watson |
98.56% |
1.44% |
73 321 197 |
85.17% |
0.01% |
|
13. General authority over authorised but unissued shares |
66.91% |
33.09% |
73 321 197 |
85.17% |
0.01% |
|
14. Amendment to the HCI employee share option scheme
|
82.18% |
17.82% |
73 321 197 |
85.17% |
0.01% |
|
Non-binding advisory resolutions |
|||||
|
1. Non-binding advisory resolution on long-term remuneration policy |
73.60% |
26.40% |
73 321 197 |
85.17% |
0.01% |
|
2. Non-binding advisory resolution on short-term incentive remuneration policy |
81.76% |
18.24% |
73 321 197 |
85.17% |
0.01% |
|
3. Non-binding advisory resolution on guaranteed payment remuneration policy |
88.78% |
11.22% |
73 318 597 |
85.17% |
0.01% |
|
4. Non-binding advisory resolution on remuneration implementation report |
74.67% |
25.33% |
73 321 197 |
85.17% |
0.01% |
|
Special Resolutions |
|||||
|
1. General authority to issue shares, options and convertible securities for cash |
79.05% |
20.95% |
73 321 197 |
85.17% |
0.01% |
|
2. Approval of annual fees to be paid to non-executive directors |
98.56% |
1.44% |
73 321 197 |
85.17% |
0.01% |
|
3. General authority to repurchase company shares |
92.53% |
7.47% |
73 324 631 |
85.17% |
0.01% |
|
4. Amendment to the memorandum of incorporation |
98.62% |
1.38% |
73 321 197 |
85.17% |
0.01% |
|
5. Shareholders’ general authorisation of financial assistance |
91.27% |
8.73% |
73 321 197 |
85.17% |
0.01% |
* The total number of shares in issue at the AGM was 86 088 701 of which 4 892 157 were treasury shares.
Invitation to dissenting shareholders
Due to non-binding advisory resolutions numbers 1 and 4 relating to the Company’s long-term remuneration policy and the implementation report, respectively, being voted against by more than 25% of the voting rights exercised at the AGM, an invitation is extended to such dissenting shareholders to engage with the Company in terms of section 3.84(j) of the JSE Listings Requirements as follows:
- Dissenting shareholders are invited to forward their concerns / questions on the remuneration policy and implementation report in writing to the Company Secretary via email at cshapiro@hci.co.za by no later than the close of business on 19 September 2025; and
- Following the receipt of the above responses from the dissenting shareholders, appropriate engagements will be scheduled with such shareholders at a suitable date and time.