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SA CORPORATE REAL ESTATE LIMITED – Results of annual general meeting


                            

Results of annual general meeting

SA Corporate Real Estate Limited
Incorporated in the Republic of South Africa
Share Code: SAC ISIN Code: ZAE000203238
(Registration number 2015/015578/06)
(Approved as a REIT by the JSE)
(“SA Corporate” or “the Company”)

RESULTS OF ANNUAL GENERAL MEETING
Shareholders are advised that the voting results for the annual general meeting (“AGM”) of SA Corporate held on
Tuesday, 30 June 2020 were as follows:

Resolution Number of Percentage For** Against** Abstained
shares voted of shares in ***
issue*

Ordinary resolution number 1:
Adoption of consolidated Annual Financial
Statements 2 144 246 366 85.27% 100.00% 0.00% 0.15%
Ordinary resolution number 2:
To place the unissued authorised ordinary
shares under the control of the directors 2 144 246 366 85.27% 75.11% 24.89% 0.15%
Ordinary resolution number 3:
Specific authority to issue shares to afford
shareholders’ distribution reinvestment
alternatives 2 128 358 657 84.64% 99.51% 0.49% 0.78%
Ordinary resolution number 4:
General but restricted authority to issue
shares for cash 2 144 246 364 85.27% 75.31% 24.69% 0.15%
Ordinary resolution number 5:
Appointment of PwC as auditor and Jacques
de Villiers as the auditor partner 2 144 257 364 85.27% 100.00% 0.00% 0.15%
Ordinary resolution number 6:
Re-election of Arthur Moloto as director 2 090 690 044 83.14% 99.72% 0.28% 2.28%
Ordinary resolution number 7:
Re-election of Emily Hendricks as director 2 144 246 364 85.27% 100.00% 0.00% 0.15%
Ordinary resolution number 8:
Re-election of John Biesman-Simons as
director 2 144 246 364 85.27% 97.93% 2.07% 0.15%
Ordinary resolution number 9:
Election of Greg Heron as director 2 144 180 682 85.26% 99.99% 0.01% 0.16%
Ordinary resolution number 10:
Election of André van Heerden as director 2 144 180 682 85.26% 99.99% 0.01% 0.16%
Ordinary resolution number 11:
Election of Oratile Mosetlhi as director 2 144 180 684 85.26% 100.00% 0.00% 0.16%
Ordinary resolution number 12:
Election of Naidene Ford-Hoon (Fok) as
director 2 144 180 684 85.26% 100.00% 0.00% 0.16%
Ordinary resolution number 13:
Re-election of John Biesman-Simons as
chairman and member of the Audit 2 144 246 364 85.27% 78.40% 21.60% 0.15%
Committee
Ordinary resolution number 14:
Election of André van Heerden as a member
of the Audit Committee 2 144 180 684 85.26% 99.99% 0.01% 0.16%
Ordinary resolution number 15:
Election of Naidene Ford-Hoon (Fok) as a
member of the Audit Committee 2 144 180 684 85.26% 100.00% 0.00% 0.16%
Non-binding advisory vote 1:
Endorsement of the remuneration policy of
the Company 2 144 293 252 85.27% 90.27% 9.73% 0.15%
Non-binding advisory vote 2:
Endorsement of the implementation of the
remuneration policy of the Company 2 044 635 550 81.31% 57.72% 42.28% 4.11%
Special resolution number 1:
Authorisation to provide financial assistance
in terms of sections 44 and 45 of the
Companies Act 2 144 231 066 85.27% 93.20% 6.80% 0.15%
Special resolution number 2:
Assistance to related inter-related parties 2 144 237 676 85.27% 100.00% 0.00% 0.15%
Special resolution number 3:
Authority to issue shares to directors who
elect to reinvest their distributions under
the reinvestment option 2 144 253 076 85.27% 100.00% 0.00% 0.15%
Special resolution number 4:
Approval of non-executive directors’ fees:
4.1 Board – Chairman 2 144 242 870 85.27% 99.89% 0.11% 0.15%
4.2 Board – Members 2 144 042 870 85.26% 100.00% 0.00% 0.16%
4.3 Audit – Chairman 2 144 042 870 85.26% 99.89% 0.11% 0.16%
4.4 Audit – Members 2 144 242 870 85.27% 100.00% 0.00% 0.15%
4.5 Risk & Compliance – Chairman 2 144 242 870 85.27% 100.00% 0.00% 0.15%
4.6 Risk & Compliance – Members 2 144 242 870 85.27% 100.00% 0.00% 0.15%
4.7 Remuneration – Chairman 2 144 242 870 85.27% 99.89% 0.11% 0.15%
4.8 Remuneration – Members 2 144 042 870 85.26% 100.00% 0.00% 0.16%
4.9 Nominations – Chairman 2 144 242 870 85.27% 99.89% 0.11% 0.15%
4.10 Nominations – Members 2 144 242 870 85.27% 100.00% 0.00% 0.15%
4.11 Investment – Chairman 2 144 242 870 85.27% 100.00% 0.00% 0.15%
4.12 Investment – Members 2 144 042 870 85.26% 100.00% 0.00% 0.16%
4.13 Social, Ethics and Environmental –
Chairman 2 144 242 870 85.27% 100.00% 0.00% 0.15%
4.14 Social, Ethics and Environmental –
Members 2 144 242 870 85.27% 100.00% 0.00% 0.15%
4.15 Conference and strategy sessions flat
fee 2 144 042 870 85.26% 100.00% 0.00% 0.16%
4.16 Ad hoc meetings per hour capped at 2 144 042 870 85.26% 100.00% 0.00% 0.16%
one third of annual fee
Special resolution number 5:
General authority to repurchase shares 2 144 284 200 85.27% 96.24% 3.76% 0.15%

* Based on 2 514 732 095 shares in issue at the date of the AGM.
** In relation to the total number of shares voted at the AGM.
*** In relation to the total number of shares in issue at the date of the AGM.

The Company extends an invitation to all dissenting shareholders who voted against non-binding advisory vote 2 to
engage with the Company in order to address their concerns on the implementation of the remuneration policy.
Shareholders are requested to provide their reasons for voting against non-binding advisory vote 2, as well as their
concerns with the implementation of the remuneration policy, in writing to the chairperson of the remuneration
committee, Ms Naidene Ford-Hoon (Fok) by emailing the company secretary, Tasja Kodde on TKodde@sacorp.co.za by no
later than close of business on Friday, 17 July 2020. SA Corporate will consider all concerns and engage with dissenting
shareholders to take steps to address any legitimate and reasonable concerns raised by the shareholders.

Cape Town
30 June 2020

Sponsor
Nedbank Corporate and Investment Banking

Date: 30-06-2020 04:38:00
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