PSG KONSULT LIMITED
(Incorporated in the Republic of South Africa)
Registration Number: 1993/003941/06
JSE Share Code: KST
NSX Share Code: KFS
SEM Share Code: PSGK.N0000
ISIN: ZAE000191417
LEI: 378900ECF3D86FD28194
("PSG Konsult" or "the Company")
RESULTS OF THE ANNUAL GENERAL MEETING AND CHANGE TO THE BOARD
Shareholders are hereby advised that at the annual general meeting of the Company held at 12:00 p.m. today, Monday, 11 July 2022 via electronic communication ("AGM"), all of the resolutions were passed by the requisite majorities of the Company's shareholders.
Details of the results of the voting at the AGM are as follows:
Votes for | Votes | ||||
against | |||||
resolution | resolution | ||||
as a | as a | Number of | Number of | ||
percentage | percentage | shares | shares | ||
of total | of total | voted at | abstained | ||
Resolutions | number of | number of | AGM as a | as a | |
shares | shares | Number of | percentage | percentage | |
proposed at the | voted at | voted at | shares voted | of shares in | of shares in |
AGM | AGM | AGM | at AGM | issue* | issue* |
Ordinary | 100.00% | 0.00% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 1: | |||||
To re-elect Mr ZL | |||||
Combi as a | |||||
director | |||||
Ordinary | 99.36% | 0.64% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 2: | |||||
To re-elect Mr W | |||||
Theron as a | |||||
director | |||||
Ordinary | 94.78% | 5.22% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 3: | |||||
To re-appoint Mr | |||||
PE Burton as a | |||||
member of the | |||||
audit committee |
Ordinary | 94.35% | 5.65% | 1 184 975 588 | 89.67% | 0.00% |
resolution | |||||
number 4: | |||||
To re-appoint Mr | |||||
ZL Combi as a | |||||
member of the | |||||
audit committee | |||||
Ordinary | 99.99% | 0.01% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 5: | |||||
To re-appoint Ms | |||||
ZRP Matsau as a | |||||
member of the | |||||
audit committee | |||||
Ordinary | 99.99% | 0.01% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 6: | |||||
To appoint Mr AH | |||||
Sangqu as a | |||||
member of the | |||||
audit committee | |||||
Ordinary | 100.00% | 0.00% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 7: | |||||
To appoint Ms TC | |||||
Esau-Isaacs as a | |||||
member of the | |||||
audit committee | |||||
Ordinary | 99.80% | 0.20% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 8: | |||||
To re-appoint the | |||||
auditor, Deloitte & | |||||
Touche | |||||
Ordinary | 99.76% | 0.24% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 9: | |||||
General authority | |||||
to issue ordinary | |||||
shares for cash | |||||
Ordinary | 93.92% | 6.08% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 10: | |||||
Non-binding | |||||
advisory vote on | |||||
PSG Konsult's | |||||
remuneration | |||||
policy | |||||
Ordinary | 93.92% | 6.08% | 1 184 975 593 | 89.67% | 0.00% |
resolution | |||||
number 11: | |||||
Non-binding | |||||
advisory vote on | |||||
PSG Konsult's |
implementation | |||||
report on the | |||||
remuneration | |||||
policy | |||||
Special resolution | 99.79% | 0.21% | 1 184 975 593 | 89.67% | 0.00% |
number 1: | |||||
Remuneration of | |||||
non-executive | |||||
directors | |||||
Special resolution | 100.00% | 0.00% | 1 184 975 593 | 89.67% | 0.00% |
number 2: | |||||
Inter-company | |||||
financial | |||||
assistance in | |||||
terms of section | |||||
45 of the | |||||
Companies Act | |||||
Special resolution | 99.35% | 0.65% | 1 184 975 593 | 89.67% | 0.00% |
number 3: | |||||
Financial | |||||
assistance for the | |||||
acquisition of | |||||
shares in the | |||||
Company or in a | |||||
related or inter- | |||||
related company | |||||
in terms of | |||||
section 44 of the | |||||
Companies Act | |||||
Special resolution | 99.69% | 0.31% | 1 184 975 593 | 89.67% | 0.00% |
number 4: | |||||
Share | |||||
repurchases by | |||||
PSG Konsult and | |||||
its subsidiaries |
Note:
*Total number of shares in issue as at the date of the AGM was 1 321 485 043 of which 13 468 307 were treasury shares, and taking into account shares repurchased in the market and that are in the process of being delisted.
CHANGE TO THE BOARD
Shareholders are advised that the board of directors has today resolved to appoint Mr Andile Hesperus Sangqu, an independent non-executive director of the Company, to replace Mr Jacob de Vos du Toit ("Jaap") as lead independent director, with immediate effect. Jaap retired by rotation at the AGM and did not make himself available for re-election to the board. The board would again like to thank Jaap for his valuable contribution to the Company and wishes him well in his future endeavours.
Tyger Valley
11 July 2022
JSE Sponsor: PSG Capital Proprietary Limited
Independent Joint JSE Sponsor: Tamela Holdings Proprietary Limited
NSX Sponsor: PSG Wealth Management (Namibia) Proprietary Ltd, member of the Namibian Stock Exchange
SEM authorised representative and SEM Sponsor: Perigeum Capital Ltd
This notice is issued pursuant to the JSE Listings Requirements, SEM Listing Rule 15.24 and the Mauritian Securities Act 2005. The board of directors of PSG Konsult accepts full responsibility for the accuracy of the information contained in this communiqué.
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PSG Konsult Ltd. published this content on 11 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 11 July 2022 15:33:00 UTC.