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TIGER BRANDS LIMITED - Results of the 74th Annual General Meeting

Release Date: 20/02/2019 08:40
Code(s): TBS     PDF:  
 
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Results of the 74th Annual General Meeting

TIGER BRANDS LIMITED

“Tiger Brands” or “the Company”
(Incorporated in the Republic of South Africa)
(Registration number 1944/017881/06)
Share code: TBS
ISIN: ZAE000071080


RESULTS OF THE 74 th ANNUAL GENERAL MEETING

Shareholders are advised of the details of the results of the
business conducted at the Company’s Annual General Meeting
held yesterday, 19 February 2019, at 3010 William Nicol
Drive, Bryanston, Johannesburg, South Africa. All of the
resolutions tabled were passed by the requisite majority of
votes cast by shareholders’ present in person or represented
by proxy.

-   As at Friday, 8 February 2019, being the record date on
    which shareholders must be recorded in the Company’s
    register of shareholders for the purposes of being entitled
    to attend and vote at the Annual General Meeting, the total
    number of the Company’ shares in issue was 189 818 926;

-   The total number of shares eligible to vote was 179 492 168
    (excluding treasury shares) (“Total Voteable Shares”);

-   The total number of shares voted in person or by proxy at
    the Company’s Annual General Meeting was 147 617 766,
    representing 78% of Tiger Brands issued share capital and
    82% of the Total Voteable Shares.

-   Abstentions are reflected as a percentage of 189 818 926
    shares in issue as at the record date of Friday, 8 February
    2019.

-   Details of the voting results are as set out below:


1. Ordinary resolution number 1.1: election of GA Klintworth
   as a Director
         For        Against       Abstain    Shares Voted
    147 312 638      41 818       263 310     147 354 456
       99.97%         0.03%        0.14%         82.10%

2. Ordinary resolution number 2.1: re-election of M Makanjee
   as a Director
         For        Against       Abstain    Shares Voted
    143 693 041    3 661 415      263 310     147 354 456
       97.52%        2.48%         0.14%         82.10%
3. Ordinary resolution number 2.2: re-election of MP Nyama as
   a Director
         For        Against       Abstain     Shares Voted
    143 681 842    3 672 614      263 310      147 354 456
       97.51%        2.49%         0.14%          82.10%

4. Ordinary resolution number 2.3: re-election of
   TE Mashilwane as a Director
         For        Against        Abstain    Shares Voted
    147 180 225     174 231        263 310     147 354 456
       99.88%        0.12%          0.14%         82.10%

5. Ordinary resolution number 3.1: election of TE Mashilwane
   as a Member of the Audit Committee
         For        Against        Abstain   Shares Voted
    147 108 276     246 180        263 310    147 354 456
       99.83%        0.17%          0.14%        82.10%

6. Ordinary resolution number 3.2: election of MO Ajukwu as a
   Member of the Audit Committee
         For        Against       Abstain     Shares Voted
    146 539 760      72 595      1 005 411     146 612 355
       99.95%         0.05%        0.53%          81.68%

7. Ordinary resolution number 3.3: election of MJ Bowman as a
   Member of the Audit Committee
         For        Against       Abstain     Shares Voted
    147 283 246      71 210       263 310      147 354 456
       99.95%         0.05%        0.14%          82.10%

8. Ordinary resolution number 4: re-appointment of external
    auditors
          For         Against      Abstain     Shares Voted
     115 081 948    32 290 608     245 210      147 372 556
        78.09%         21.91%       0.13%          82.11%

9. Ordinary resolution number 5: General authority to
    implement resolutions
          For        Against       Abstain     Shares Voted
     147 329 840      42 898       245 028      147 372 738
        99.97%         0.03%        0.13%          82.11%

10. Ordinary resolution number 6: Approval of amendments to the
   Company’s Long-Term Incentive Plan

         For        Against        Abstain     Shares Voted
    146 742 142     629 635        245 989      147 371 777
       99.57%        0.43%          0.13%          82.10%
11. Ordinary resolution number 7: to consider and endorse, by
    way    of  non-binding    advisory    vote,  the    Company’s
    remuneration policy
          For         Against        Abstain    Shares Voted
     108 736 273    33 720 270      5 161 223    142 456 543
        76.33%         23.67%         2.72%         79.37%

12. Ordinary resolution number 8: to consider and endorse, by
    way   of   non-binding  advisory  vote,  the   implementation
   report
    of the Company’s remuneration policy
          For          Against       Abstain     Shares Voted
     146 499 934       854 082       263 750      147 354 016
        99.42%          0.58%         0.14%          82.09%

13. Special   resolution  number  1:     authority   to   provide
    financial assistance to related and inter-related parties
          For         Against       Abstain     Shares Voted
     147 055 229      299 327       263 210      147 354 556
        99.80%         0.20%         0.14%          82.10%

14. Special resolution number 2 (2.1): remuneration payable to
    non-executive directors
          For        Against       Abstain     Shares Voted
     143 591 313    3 763 151      263 302      147 354 464
        97.45%        2.55%         0.14%          82.10%

15. Special resolution number 2 (2.2): remuneration payable to
    the chairman of the board
          For        Against       Abstain     Shares Voted
     142 531 028    4 823 536      263 202      147 354 564
        96.73%        3.27%         0.14%          82.10%

16. Special resolution number 3: remuneration payable to non-
    executive directors participating in sub-committees of the
    board
          For        Against       Abstain     Shares Voted
     147 103 235     259 592       254 939      147 362 827
        99.82%        0.18%         0.13%          82.10%

17. Special resolution number 4: remuneration payable to non-
    executive directors in respect of unscheduled meetings of
    the board
          For        Against        Abstain    Shares Voted
     143 628 603    3 743 961       245 202     147 372 564
        97.46%        2.54%          0.13%         82.11%

18. Special resolution number 5: remuneration payable to non-
    executive directors in respect of extraordinary additional
   work undertaken
         For         Against        Abstain    Shares Voted
    142 600 715       4 771 849    245 202      147 372 564
       96.76%           3.24%       0.13%          82.11%


19. Special resolution number 6: remuneration payable to non-
    resident directors
          For        Against      Abstain     Shares Voted
     143 521 115    3 779 619     317 032      147 300 734
        97.43%         2.57%       0.17%          82.07%

20. Special    resolution   number 7:   general    authority   to
    repurchase shares in the Company
          For          Against      Abstain     Shares Voted
     145 843 419      1 418 366     355 981      147 261 785
        99.04%          0.96%        0.19%          82.04%


   Bryanston
   20 February 2019


   Sponsor:
   J.P. Morgan Equities South Africa Proprietary Limited

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