AECI LIMITED
Incorporated in the Republic of South Africa
(Registration number: 1924/002590/06)
Share code: AFE ISIN: ZAE000000220
Hybrid code: AFEP ISIN: ZAE000000238
Bond company code: AECI
LEI: 3789008641F1D3D90E85
(AECI or the Company)
REPORT ON PROCEEDINGS AT THE ANNUAL GENERAL MEETING
At the 100th Annual General Meeting (AGM) of the shareholders of AECI held on 28 May 2024, all the ordinary and special resolutions proposed thereat, save for special resolution No.2 relating to the general authority to repurchase shares, were approved by the requisite majority of votes. In this regard, AECI confirms the voting statistics from the AGM as follows:
Resolutions | Votes cast disclosed as a
| Number of shares voted | Shares voted disclosed as a percentage in relation to the total issued shares*
| Shares abstained disclosed as a percentage in relation to the total issued shares* | |
| For (%) | Against (%) |
| % | % |
Ordinary resolution No. 1: Re-appointment of independent external auditor and appointment of designated individual audit partner | 98.19 | 1.81 | 84,349,804 | 79.94 | 0.16 |
Ordinary resolution No. 2.1: Re-election of Non-executive Director – Ms PMM O‘Brien | 100.00 | 0 | 84,348,252 | 79.94 | 0.16 |
Ordinary resolution No. 2.2: Re-election of Non-executive Director – Mr ST Coetzer | 97.07 | 2.93 | 82,131,450 | 77.84 | 2.26 |
Ordinary resolution No. 2.3: Re-election of Non-executive Director – Mr SA Dawson | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
Ordinary resolution No. 3: Re-election of Mr H Riemensperger as an executive director | 93.13 | 6.87 | 76,681,543 | 72.67 | 7.42 |
Ordinary resolution No. 4: Election of Ms RJ Gabriels as an executive director | 99.88 | 0.12 | 84,349,804 | 79.94 | 0.16 |
Ordinary resolution No. 5.1: Election of Audit Committee member – Ms PG Sibiya | 98.09 | 1.91 | 77,522,936 | 73.47 | 6.63 |
Ordinary resolution No. 5.2: Election of Audit Committee member – Ms AM Roets | 100.00 | 0 | 77,522,936 | 73.47 | 6.63 |
Ordinary resolution No. 5.3: Election of Audit Committee member – Ms FFT Dludlu (De Buck) | 100.00 | 0 | 77,522,936 | 73.47 | 6.63 |
Ordinary resolution No.6.1: Remuneration Policy | 93.18 | 6.82 | 77,492,699 | 73.44 | 6.65 |
Ordinary resolution No.6.2: Implementation of Remuneration Policy | 81.48 | 18.52 | 84,348,252 | 79.94 | 0.16 |
Ordinary resolution No.7: Approval of the amended rules of the AECI 2012 long term incentive plan | 75.43 | 24.57 | 84,348,252 | 79.94 | 0.16 |
Special resolution No. 1.1: Directors’ fees - Board: Chairman | 98.19 | 1.81 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 1.2: Directors’ fees - Board: Non-executive Directors | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 1.3: Directors’ fees - Audit Committee: Chairman | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 1.4: Directors’ fees – Risk Committee: Chairman | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 1.5: Directors’ fees - SHE Committee: Chairman | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 1.6: Directors’ fees - Other Board Committees: Chairman | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 1.7: Directors’ fees - Audit Committee: Member | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 1.8: Directors’ fees – Other Board Committee: Member | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 1.9: Directors’ fees - Meeting attendance fee (including ad hoc meetings) | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 1.10: Directors’ fees - Per-trip allowance | 100.00 | 0 | 84,348,252 | 79.94 | 0.16 |
Special resolution No. 2: General authority to repurchase shares | 71.16 | 28.84 | 84,349,804 | 79.94 | 0.16 |
Special resolution No. 3: Financial assistance to related or inter-related company: Section 45 | 100.00 | 0 | 84,349,804 | 79.94 | 0.16 |
* The issued ordinary share capital is 105 517 780 listed ordinary shares, and 3 000 000 listed cumulative preference shares.
The special resolutions will, where necessary, be lodged for registration with the Companies and Intellectual Property Commission in due course.
Woodmead, Sandton
30 May 2024
Equity and Debt sponsor:
Rand Merchant Bank (a division of FirstRand Bank Limited)