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Report on proceedings at the annual general meeting
TRENCOR LIMITED
(Incorporated in the Republic of South Africa)
(Registration No 1955/002869/06)
Share Code: TRE
ISIN: ZAE000007506
(“Trencor” or “the company”)
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING
VOTING RESULTS
At the annual general meeting (“AGM”) of shareholders of Trencor held on Tuesday, 25 June 2019, all the ordinary and special resolutions proposed were approved by the requisite majority of votes. The company confirms the voting statistics from the AGM as follows:
| Total number of shares in issue | 173 677 833 |
| Total number of shares represented at the AGM | 151 055 608 (86,97%) |
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Resolutions |
Votes cast disclosed as a percentage in relation to the total number of shares voted at the AGM |
Number of shares voted |
Shares voted disclosed as a percentage in relation to the total issued share capital |
Shares abstained disclosed as a percentage in relation to the total issued share capital |
|
|
For |
Against |
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| Ordinary resolution number 1.1: Election of Jimmy McQueen as a director | 83,56% | 16,44% | 151 035 857 | 86,96% | 0,01% |
| Ordinary resolution number 1.2: Election of Ric Sieni as a director | 99,70% | 0,30% | 151 035 857 | 86,96% | 0,01% |
| Ordinary resolution number 1.3: Election of Hennie van der Merwe as a director | 99,81% | 0,19% | 151 035 857 | 86,96% | 0,01% |
| Non-binding advisory vote number 1: Endorsement of remuneration policy | 69,05% | 30,95% | 150 976 956 | 86,93% | 0,05% |
| Non-binding advisory vote number 2: Endorsement of remuneration implementation report | 74,90% | 25,10% | 150 976 956 | 86,93% | 0,05% |
| Ordinary resolution number 2: Reappointment of KPMG Inc as independent auditor | 79,74% | 20,26% | 150 984 084 | 86,93% | 0,04% |
| Ordinary resolution number 3.1: Election of Eddy Oblowitz as audit committee member | 76,15% | 23,85% | 151 005 207 | 86,95% | 0,03% |
| Ordinary resolution number 3.2: Election of Roddy Sparks as audit committee member | 97,26% | 2,74% | 151 005 207 | 86,95% | 0,03% |
| Ordinary resolution number 3.3: Election of Herman Wessels as audit committee member | 99,97% | 0,03% | 151 005 207 | 86,95% | 0,03% |
| Special resolution number 1: Approval and authorisation of the provision of financial assistance by the company to related or inter-related companies | 99,38% | 0,62% | 150 999 348 | 86,94% | 0,03% |
| Special resolution number 2: Approval of non-executive directors’ remuneration from 1 July 2019 | 99,38% | 0,62% | 151 022 692 | 86,96% | 0,02% |
| Special resolution number 3: Approval of the granting of a general authority to the company or its subsidiaries to acquire the issued shares of the company | 99,38% | 0,62% | 151 025 457 | 86,96% | 0,02% |
Non-binding advisory vote number 1 relating to the endorsement of the company’s remuneration policy and non-binding advisory vote number 2 relating to the endorsement of the remuneration implementation report were voted against by more than 25% of shareholders (“dissenting shareholders”). Accordingly, Trencor invites dissenting shareholders to provide their details, together with their concerns/questions on the remuneration policy and the implementation thereof, to the company secretary at info@trencor.net before 31 July 2019 in order for the company to arrange a telephone conference with dissenting shareholders at a convenient time.
Trencor Services Proprietary Limited
Secretaries
25 June 2019
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)