Result of AGM

RNS Number : 2059J

Investec PLC

02 August 2012

 



Investec Limited Incorporated in the Republic of South Africa Registration number 1925/002833/06       JSE share code: INL              ISIN: ZAE000081949

Investec plc Incorporated in England and Wales Registration number 3633621 JSE share code: INP ISIN: GB00B17BBQ50

(jointly "Investec")

As part of the dual listed company structure, Investec plc and Investec Limited notify both the London Stock Exchange and the JSE Limited of matters which are required to be disclosed under the Disclosure and Transparency Rules and the Listing Rules of the United Kingdom Listing Authority (the "UKLA") and/or the JSE Listing Requirements.

Accordingly we advise of the following:

Annual General Meetings of Investec Limited and Investec plc ("AGM")

The Annual General Meetings of Investec plc and Investec Limited were both held on 02 August 2012.  As required by the dual listed company structure, all resolutions were treated as Joint Electorate Actions and were decided on a poll. All resolutions at both meetings were passed with the exception of resolutions 29, 30 and 41. The voting results of the Joint Electorate Actions are identical and are given below.

		Votes For		Votes Against		Votes Abstain		Result
								RESULT
	RESOLUTION
	Common Business:  Investec plc and Investec Limited
1	To re-elect Samuel Ellis Abrahams as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	515,274,691		96,811,099		28,189,721		Carried
2	To re-elect George Francis Onslow Alford as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	519,198,189		119,177,543		1,900,238		Carried
3	To re-elect Glynn Robert Burger as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	631,237,272		8,399,064		639,176		Carried
4	To re-elect Cheryl Ann Carolus as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	636,244,854		3,060,220		970,437		Carried
5	To re-elect Peregrine Kenneth Oughton Crosthwaite as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	553,246,037		86,683,453		346,022		Carried
6	To re-elect Olivia Catherine Dickson as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	553,166,132		86,763,490		345,890		Carried
7	To re-elect Hendrik Jacobus du Toit as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	632,882,680		7,047,219		345,613		Carried
8	To re-elect Bradley Fried as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	540,985,261		90,011,991		9,278,259		Carried
9	To re-elect Haruko Fukuda, OBE as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	622,853,622		16,868,243		553,645		Carried
10	To re-elect Bernard Kantor as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	629,404,530		10,524,852		345,630		Carried
11	To re-elect Ian Robert Kantor as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	533,719,402		95,375,007		11,181,102		Carried
12	To re-elect Stephen Koseff as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	632,193,880		7,736,733		345,359		Carried
13	To re-elect Mangalani Peter Malungani as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	613,978,438		22,943,231		3,083,842		Carried
14	To re-elect Sir David Prosser as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	551,584,986		88,343,651		347,335		Carried
15	To re-elect Peter Richard Suter Thomas as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	486,874,387		123,081,012		30,320,113		Carried
16	To re-elect Fani Titi as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	609,813,718		28,989,781		1,471,995		Carried
17	To approve the Dual Listed Companies (DLC) remuneration report for the year ended 31 March 2012.	461,582,037		176,827,938		1,865,765		Carried
18	To approve the Dual Listed Companies (DLC) audit committee report for the year ended 31 March 2012.	637,120,789		2,129,079		1,026,103		Carried
19	Authority to take action in respect of the resolutions	632,968,978		4,076,950		3,230,044		Carried
20	To present the consolidated audited financial statements of Investec Limited for the year ended 31 March 2012, together with the reports of the auditors and directors of Investec Limited.	639,814,602		109,672		351,698		Carried
21	To sanction the interim dividend paid by Investec Limited on the ordinary shares in Investec Limited for the 6 (six) month period ended 30 September 2011.	639,926,250		2,382		340,945		Carried
22	To sanction the interim dividend paid by Investec Limited on the dividend access (South African Resident) redeemable preference share ("SA DAS share") for the 6 (six) month period ended 30 September 2011.	639,460,500		463,306		349,051		Carried
23	Subject to the passing of resolution no. 38 to declare a final dividend on the ordinary shares and the dividend access (South African Resident) redeemable preference share ("SA DAS share") in Investec Limited for the year ended 31 March 2012 of an amount equal to that recommended by the directors of Investec Limited.	639,923,957		6,974		341,926		Carried
24	To re-appoint Ernst & Young Inc. of Ernst & Young House, Wanderers Office Park, 52 Corlett Drive, Illovo, 2196 South Africa (Private Bag X14, Northlands, 2116 South Africa) upon the recommendation of the current audit committee, as joint auditors of Investec Limited to hold office until the conclusion of the annual general meeting of Investec Limited to be held in 2013.	634,735,879		4,621,986		914,531		Carried
25	To re-appoint KPMG Inc. of 85 Empire Road, Parktown, 2193 South Africa (Private Bag 9, Parkview, 2122 South Africa), upon recommendation of the current audit committee, as joint auditors of Investec Limited to hold office until the conclusion of the annual general meeting of Investec Limited to be held in 2013.	633,968,125		5,388,341		915,930		Carried
26	Authorising the directors to issue up to 5% of the unissued ordinary shares.	376,927,140		261,315,085		2,030,632		Carried
27	Authorising the directors to issue up to 5% of the unissued class "A" variable rate compulsorily convertible non-cumulative preference shares.	464,520,615		173,720,821		2,031,421		Carried
28	Authorising the directors to issue the remaining unissued shares, being the variable rate cumulative redeemable preference shares, the non-redeemable, non-cumulative, non-participating preference shares and the special convertible redeemable preference shares ("remaining unissued shares").	516,640,080		121,298,520		2,334,257		Carried
29	Directors' authority to allot and issue ordinary shares for cash in respect of 5% of the unissued ordinary shares.	383,684,953		254,555,787		2,032,117		Not Carried
30	Directors' authority to allot and issue class "A" variable rate compulsorily convertible non-cumulative preference shares for cash in respect of 5% of the unissued class "A" variable rate compulsorily non-cumulative preference shares.	467,290,219		170,950,326		2,027,412		Not Carried
31	Directors' authority to acquire ordinary shares and perpetual preference shares	617,154,864		21,888,692		1,226,448		Carried
32	Financial Assistance.	625,840,530		13,974,244		458,069		Carried
33	Directors' remuneration.	548,554,000		89,229,671		2,487,622		Carried
34	Amendment to Memorandum of Incorporation. [Note this resolution is subject to the holders of the non-redeemable, non-cumulative, non-participating preference shares in the capital of Investec Limited passing a separate resolution, approving this amendment , at a separate class meeting of such holders]	639,247,473		368,660		656,264		Carried
35	Adoption of new Memorandum of Incorporation.	639,902,182		17,991		352,132		Carried
36	To receive and adopt the audited financial statements of Investec plc for the year ended 31 March 2012, together with the reports of the directors of Investec plc and of the auditors of Investec plc.	639,819,357		110,002		346,613		Carried
37	To sanction the interim dividend paid by Investec plc on the ordinary shares in Investec plc for the 6 (six) month period ended 30 September 2011.	639,933,073		2,836		340,063		Carried
38	Subject to the passing of resolution no.  23 to declare a final dividend on the ordinary shares in Investec plc for the year ended         31 March 2012 of an amount equal to that recommended by the directors of Investec plc.	639,932,308		2,862		340,342		Carried
39	To re-appoint Ernst & Young LLP of 1 More London Place, London, SE1 2AF, as auditors of Investec plc to hold office until the conclusion of the annual general meeting of Investec plc to be held in 2013 and to authorise the directors of Investec plc to fix their remuneration.	630,497,658		8,862,385		915,468		Carried
40	Directors' authority to allot shares and other securities.	394,098,473		243,680,217		2,495,041		Carried
41	Directors' authority to allot ordinary shares for cash.	342,990,295		295,174,850		2,030,342		Not Carried
42	Directors' authority to purchase ordinary shares.	631,750,828		7,521,869		922,789		Carried
43	Directors' authority to purchase preference shares.	631,890,094		7,650,762		654,171		Carried
44	Political donations.	541,276,554		98,448,052		470,421		Carried

Document regarding Resolutions passed at the AGM on 02 August 2012:

Copies of all resolutions passed as special business at the AGM on 02 August 2012, pursuant to Listing Rule 9.6.2, will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do.

David Miller                                                                                                  Benita Coetsee

Company Secretary                                                                                    Company Secretary

Investec plc                                                                                                   Investec Limited

London and Johannesburg

02 August 2012

Sponsor:

Investec Bank Limited

 

END

 

 

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