2020-11-26 07:05:00 AM

AIP: ADCOCK INGRAM HOLDINGS LIMITED - Results of annual general meeting
AIP: ADCOCK INGRAM HOLDINGS LIMITED - Results of annual general meeting
Results of annual general meeting
Adcock Ingram Holdings Limited
Incorporated in the Republic of South Africa
(Registration number 2007/016236/06)
Share code: AIP ISIN: ZAE000123436
("Adcock Ingram" or "the Company")
Shareholders are advised that at the annual general meeting ("AGM" or "the meeting") held today, 25 November 2020, convened in terms of the notice of the AGM, all
the ordinary and special resolutions proposed at the AGM were passed by the requisite majority of votes, as follows:
                                                                Votes cast disclosed as a percentage
                                                                 in relation to the total number of                     Shares voted       Shares abstained
                                                                    shares voted at the meeting                        disclosed as a       disclosed as a
                                                                                                        Number of      percentage in         percentage in
Resolutions                                                                                            shares voted    relation to the      relation to the
                                                                                                                        total issued         total issued
                                                                                                                        share capital*       share capital*
                                                                For                 Against
Ordinary Resolution 1
To elect the following Non-Executive Directors who retire in
terms of the Memorandum of Incorporation (MOI) and
make themselves available for re-election by way of
separate resolutions:
1.1 Prof M Sathekge                                             100.00%             0.00%              145 832 990          87.29%                0.01%
1.2 Ms L Boyce                                                  99.42%              0.58%              145 832 990          87.29%                0.01%
1.3 Dr C Manning                                                99.59%              0.41%              145 832 990          87.29%                0.01%
Ordinary Resolution 2
To re-elect the following Non-Executive Directors as Audit
Committee members by way of separate resolutions:
2.1 Ms D Ransby (Chairperson)                                   99.68%              0.32%              145 832 200          87.29%                0.01%
2.2 Ms L Boyce                                                  99.59%              0.41%              145 831 990          87.29%                0.01%
2.3 Prof M Haus                                                 99.30%              0.70%              145 833 050          87.29%                0.01%
Ordinary Resolution 3
To appoint PwC as the independent external auditor of the
Company for the ensuing year (the designated auditor being
Mr Keeran Ramnarian) and to note the remuneration of the        98.87%              1.13%              145 833 667          87.29%                0.01%
independent external auditor as determined by the Audit                                                         
Committee of the Board for the past financial year´s audit as
reflected in note 7 to the annual financial statements.
Ordinary Resolution 4                                           
To endorse by way of a non-binding vote the Company´s
remuneration policy (excluding the remuneration of the          95.70%              4.30%              145 831 436          87.29%                0.01%
Non-Executive Directors for their services as directors and
members of committees).
Ordinary Resolution 5                                           
To endorse, by way of a non-binding advisory vote, the
Company´s and Group´s remuneration implementation               96.90%              3.10%              145 825 455          87.29%                0.02%
Ordinary Resolution 6                                           
To authorise any one director of the Company or the
Company Secretary to do all such things and sign all such
documents (including any amendments thereto) to                 99.86%              0.14%              145 833 727          87.29%                0.01%
implement all the resolutions tabled and approved at this
Special Resolution 1                                            
To approve the Company to provide financial assistance to
related and inter-related parties as contemplated in section    99.52%              0.48%              145 814 527          87.28%                0.03%
45 of the Companies Act to any of the recipients falling
within those identified in the notice of this AGM.
Special Resolution 2                                            
To approve the proposed fees and remuneration payable to
non-executive directors for their services as directors with    100.00%             0.00%              145 832 990          87.29%                0.01%
effect from 1 December 2020 until the next AGM as set out
in the notice of this AGM.
Special Resolution 3                                                         
To consider and approve the amendments to the MOI.              100.00%             0.00%              145 813 937          87.28%                0.03% 
Special Resolution 4                                       
To approve a general authority to repurchase the
Company´s shares subject to the provisions of the JSE           95.26%              4.74%              145 837 115          87.30%                0.01%
Listings Requirements and the Companies Act as set out in
the notice of this AGM.
*Total issued share capital is 175,758,861 shares.
The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course.
26 November 2020
Rand Merchant Bank (a Division of FirstRand Bank Limited)
Date: 26-11-2020 07:05:00
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