Item 5.07 Submission of Matters to a Vote of Security Holders.
Two Meetings of Shareholders of
The Court Meeting:
Proposal No. 1: To approve (with or without modifications) a scheme of arrangement (the "Scheme") to be made between the Company and the holders of the Scheme Shares (as defined in the Scheme). The proposal was approved by a vote of record holders holding a majority in number of Scheme Shares and by a vote of more than seventy-five percent (75%) in value of shares present and voting (and entitled to vote) at the meeting as follows:
For Against Abstain Broker Non-Votes 34,139,724 17,511 - - The General Meeting
Proposal No. 1: For the purposes of giving effect to the Scheme:
I.the directors of the Company (or a duly authorized committee of the directors) be authorized to take all such action as they may consider necessary or appropriate for carrying the Scheme into effect; and
II.with effect from the passing of the special resolutions, to approve the
amendments to the articles of association of the Company as set out in the
Notice of General Meeting contained in the proxy statement (the full text of
this special resolution is contained in the accompanying proxy statement dated
The proposal was approved by a vote of more than 75% of shares present and voting (and entitled to vote) at the meeting as follows:
For Against Abstain Broker Non-Votes 33,927,694 4,476 57,768 -
Proposal No. 2: To consider and, if thought fit, approve, in accordance with
Section 14A of the Securities Exchange Act of 1934, as amended, on an advisory,
non-binding basis, the compensation that will or may be paid or become payable
to the named executive officers of the Company that is based on or otherwise
relates to the proposed acquisition by
For Against Abstain Broker Non-Votes 33,315,506 580,391 94,041 -
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