Results of the Special General Meeting
ADCORP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 1974/001804/06
Share code: ADR & ISIN: ZAE000000139
(“Adcorp” or “the Group“)
RESULTS OF THE SPECIAL GENERAL MEETING
Shareholders are hereby advised that at the Special General Meeting of the Company held at the registered offices of the Company at Adcorp Place, 102 Western Service Road, Gallo Manor Ext 6, Johannesburg, 2191 at 09:00 today, Monday, 14 December 2020 (“SGM”), all of the resolutions were passed by the requisite majorities of the Company’s shareholders.
Details of the results of the voting at the SGM are as follows:
Ordinary Shares
| Resolutions proposed at the SGM | Votes for resolution as a percentage of total number of shares voted at SGM | Votes against resolution as a percentage of total number of shares voted at SGM | Number of ordinary shares voted at SGM1 | Number of ordinary shares voted at SGM as a percentage of shares in issue | Number of ordinary shares abstained as a percentage of shares in issue |
| Ordinary Resolution 1:
Proposed B-BBEE Transaction |
100% | 0% | 101 864 062 | 92.64% | 0.003% |
| Ordinary Resolution 2:
Adcorp’s Board Authority |
100% | 0% | 101 864 062 | 92.64% | 0.003% |
B Shares
| Resolutions proposed at the SGM | Votes for resolution as a percentage of total number of shares voted at SGM | Votes against resolution as a percentage of total number of shares voted at SGM | Number of ordinary shares voted at SGM1,2 | Number of ordinary shares voted at SGM as a percentage of shares in issue | Number of ordinary shares abstained as a percentage of shares in issue |
| Ordinary Resolution 1:
Proposed B-BBEE Transaction |
100% | 0% | 12 617 137 | 100% | 0% |
| Ordinary Resolution 2:
Adcorp’s Board Authority |
100% | 0% | 16 822 849 | 100% | 0% |
Notes:
1. Total number of shares in issue as at the date of the SGM was 126 777 524 of which 109 954 675 were ordinary shares and 16 822 849 were B shares;
2. These votes exclude the voting rights of Simeka and their associates, being 4 205 712 B shares, as a result of Simeka being a related party to the Proposed B-BEE Transaction.
Johannesburg
14 December 2020
Corporate Advisor and Transaction Sponsor
Pallidus Capital Proprietary Limited
Legal Advisor
Baker & McKenzie Incorporated
Sponsor
PSG Capital