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HULAMIN LIMITED - Results of the Annual General Meeting

16 May 2019 - 16:45 PM
HLM
Results of the Annual General Meeting

HULAMIN LIMITED
Incorporated in the Republic of South Africa
(Registration number 1940/013924/06)
ISIN: ZAE000096210
JSE Code: HLM
(Hulamin or the Company)

 RESULTS OF THE ANNUAL GENERAL MEETING

Hulamin shareholders are advised that, at the Annual General Meeting of the Company held on Wednesday, 15 May 2019, in terms of the notice of Annual General
Meeting distributed on Wednesday, 10 April 2019, all the ordinary and special resolutions including the non-binding advisory votes proposed thereat were approved by
the requisite majority of votes as set out below.

As at Friday, 10 May 2019, being the Voting Record Date, Hulamin had 319 596 836 listed ordinary shares, 31 477 333 unlisted ordinary A shares and 36 072 000
unlisted ordinary B shares in issue.

The total number of listed ordinary shares, unlisted ordinary A shares and unlisted ordinary B shares voted in person or by proxy at the Annual General Meeting
were 233 387 923, 6 600 189 and 36 072 000, respectively, representing 73%, 21% and 100% of the Hulamin issued listed ordinary shares, unlisted ordinary A shares
and unlisted ordinary B shares, respectively.

Ordinary resolution number 1
Authorising the directors to appoint Ernst & Young as the independent registered auditors of the Company who will undertake the audit of the Company for the ensuing
year, with Mr Sifiso Sithebe as the individual designated auditor of the Company
           Listed Ordinary Shares                   Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                    Combined All Classes of Shares
       Voted       For    Against   Abstain     Voted         For    Against       Abstain      Voted       For    Against       Abstain        Voted         For    Against       Abstain
  (Number and      (%)        (%)      (%)1   (Number         (%)        (%)          (%)2    (Number       (%)        (%)          (%)3   (Number and        (%)        (%)          (%)4
          %1)                                  and %2)                                         and %3)                                             %4)
  233 336 276    100%         0%     0.02%    5 120 556   72.85%     27.15%         4.70%    36 072 000   100%         0%            0%    274 528 832    99.49%      0.51%         0.40%
       73.01%                                    16.27%                                           100%                                          70.91%
Ordinary resolution number 2.1
Re-election of Mr CA Boles as a non-executive director who retires in accordance with Article 33.11 of the Companys Memorandum of Incorporation
           Listed Ordinary Shares                   Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                    Combined All Classes of Shares
     Voted         For    Against   Abstain     Voted        For     Against     Abstain        Voted       For    Against     Abstain          Voted        For     Against     Abstain
   (Number         (%)        (%)      (%)1   (Number        (%)          (%)       (%)2      (Number       (%)         (%)       (%)3     (Number and       (%)          (%)       (%)4
    and %1)                                    and %2)                                         and %3)                                             %4)
 233 286 276   99.94%      0.06%     0.03%    6 476 468   100%           0%         0.39%    36 072 000   100%         0%            0%     275 834 744   99.95%      0.05%         0.06%
      72.99%                                     20.58%                                           100%                                           71.25%


Ordinary resolution number 2.2
Re-election of Mr TP Leeuw as an independent non-executive director who retires in accordance with Article 33.11 of the Companys Memorandum of Incorporation
           Listed Ordinary Shares                  Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                     Combined All Classes of Shares
     Voted         For    Against   Abstain     Voted       For     Against     Abstain         Voted      For    Against     Abstain           Voted        For     Against     Abstain
   (Number         (%)        (%)      (%)1   (Number       (%)          (%)       (%)2       (Number      (%)         (%)       (%)3      (Number and       (%)          (%)       (%)4
    and %1)                                    and %2)                                         and %3)                                             %4)
 233 286 276   85.64%     14.36%     0.03%    6 213 147   100%           0%         1.23%    36 072 000   100%         0%            0%     275 571 423   87.84%     12.16%         0.13%
      72.99%                                     19.74%                                           100%                                           71.18%


Ordinary resolution number 2.3
Re-election of Mr N Maharajh as a non-executive director who retires in accordance with Article 33.11 of the Companys Memorandum of Incorporation
           Listed Ordinary Shares                   Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                    Combined All Classes of Shares
     Voted         For    Against   Abstain     Voted       For      Against       Abstain      Voted       For    Against       Abstain        Voted         For    Against       Abstain
   (Number         (%)        (%)      (%)1   (Number       (%)          (%)          (%)2    (Number       (%)        (%)          (%)3   (Number and        (%)        (%)          (%)4
    and %1)                                    and %2)                                         and %3)                                             %4)
 233 186 276   99.89%      0.11%     0.06%    6 213 147   100%           0%         1.23%    36 072 000   100%         0%            0%     275 471 423   99.91%      0.09%         0.15%
      72.96%                                     19.74%                                           100%                                           71.15%


Ordinary resolution number 2.4
Re-election Mr MZ Mkhize as a non-executive director who retires in accordance with Article 33.11 of the Companys Memorandum of Incorporation
           Listed Ordinary Shares                  Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                     Combined All Classes of Shares
     Voted         For    Against   Abstain     Voted       For     Against     Abstain         Voted      For    Against     Abstain           Voted        For     Against     Abstain
   (Number         (%)        (%)      (%)1   (Number       (%)          (%)       (%)2       (Number      (%)         (%)       (%)3      (Number and       (%)          (%)       (%)4
    and %1)                                    and %2)                                         and %3)                                             %4)
 233 286 276   99.94%      0.06%     0.03%    6 600 189   100%           0%            0%    36 072 000   100%         0%            0%     275 958 465   99.95%      0.05%         0.03%
      72.99%                                     20.97%                                           100%                                           71.28%
Ordinary resolution number 2.5
Re-election of Mr GHM Watson as an independent non-executive director who retires in accordance with Article 33.11 of the Companys Memorandum of Incorporation
           Listed Ordinary Shares                         Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                     Combined All Classes of Shares
     Voted            For     Against    Abstain      Voted       For      Against       Abstain      Voted       For    Against       Abstain        Voted         For      Against      Abstain
   (Number            (%)         (%)       (%)1    (Number       (%)          (%)          (%)2    (Number       (%)        (%)          (%)3   (Number and        (%)          (%)         (%)4
    and %1)                                          and %2)                                         and %3)                                             %4)
 233 286 276      85.66%      14.34%      0.03%     6 089 426    100%          0%         1.62%    36 072 000   100%         0%            0%    275 447 702    87.85%       12.15%        0.16%
      72.99%                                           19.35%                                           100%                                          71.15%


Ordinary resolution number 3.1
Election of Mr N Maharajh as a member and the chairman of the group Audit Committee
           Listed Ordinary Shares                         Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                     Combined All Classes of Shares
     Voted            For     Against    Abstain      Voted       For      Against       Abstain      Voted       For    Against       Abstain        Voted         For      Against      Abstain
   (Number            (%)         (%)       (%)1    (Number       (%)          (%)          (%)2    (Number       (%)        (%)          (%)3   (Number and        (%)          (%)         (%)4
    and %1)                                          and %2)                                         and %3)                                             %4)
 232 936 276      99.89%       0.11%      0.14%     5 949 827    100%          0%         2.07%    36 072 000   100%         0%            0%    274 958 103    99.91%        0.09%        0.28%
      72.88%                                           18.90%                                           100%                                          71.02%


Ordinary resolution number 3.2
Election of Mr CA Boles as a member of the group Audit Committee
               Listed Ordinary Shares                      Unlisted Ordinary A Shares                 Unlisted Ordinary B Shares                     Combined All Classes of Shares
      Voted             For    Against    Abstain       Voted       For    Against       Abstain      Voted       For    Against       Abstain        Voted         For      Against      Abstain
 (Number and            (%)        (%)       (%)1     (Number       (%)        (%)          (%)2    (Number       (%)        (%)          (%)3   (Number and        (%)          (%)         (%)4
         %1)                                           and %2)                                       and %3)                                             %4)
  233 036 276       99.94%       0.06%      0.11%    5 949 827    100%         0%         2.07%    36 072 000   100%         0%            0%    275 058 103    99.95%        0.05%        0.26%
       72.92%                                           18.90%                                          100%                                          71.05%
Ordinary resolution number 3.3
Election of Ms NNA Matyumza as a member of the group Audit Committee
              Listed Ordinary Shares                       Unlisted Ordinary A Shares                 Unlisted Ordinary B Shares                      Combined All Classes of Shares
      Voted            For    Against    Abstain       Voted        For     Against     Abstain       Voted       For    Against     Abstain          Voted         For       Against      Abstain
    (Number            (%)        (%)       (%)1     (Number        (%)          (%)       (%)2     (Number       (%)         (%)       (%)3     (Number and        (%)            (%)        (%)4
     and %1)                                          and %2)                                        and %3)                                             %4)
 233 036 276       98.25%       1.75%      0.11%    5 949 827    100%           0%        2.07%    36 072 000   100%         0%            0%     275 058 103    98.52%        1.48%        0.26%
      72.92%                                           18.90%                                           100%                                           71.05%


Special resolution number 1
Approval of non-executive the directors fees
          Listed Ordinary Shares                          Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                      Combined All Classes of Shares
    Voted            For     Against    Abstain      Voted         For      Against      Abstain      Voted       For    Against       Abstain        Voted          For      Against      Abstain
  (Number            (%)         (%)       (%)1    (Number         (%)          (%)         (%)2    (Number       (%)        (%)          (%)3   (Number and         (%)          (%)         (%)4
   and %1)                                          and %2)                                          and %3)                                             %4)
233 337 327      92.31%       7.69%      0.02%     4 996 834    97.52%       2.48%        5.09%    36 072 000   100%         0%            0%     274 406 161    93.42%        6.58%        0.43%
     73.01%                                           15.87%                                            100%                                           70.88%


Special resolution number 2
Provision of financial assistance in terms of the Companies Act
              Listed Ordinary Shares                      Unlisted Ordinary A Shares                 Unlisted Ordinary B Shares                      Combined All Classes of Shares
    Voted              For    Against    Abstain       Voted       For     Against     Abstain        Voted      For    Against     Abstain           Voted        For       Against       Abstain
  (Number              (%)        (%)       (%)1     (Number       (%)          (%)       (%)2      (Number      (%)         (%)       (%)3      (Number and       (%)            (%)         (%)4
   and %1)                                            and %2)                                        and %3)                                             % 4)


233 237 327        99.97%       0.03%      0.05%    5 949 827    100%           0%        2.07%    36 072 000   100%         0%            0%     275 259 154    99.98%        0.02%        0.21%
     72.98%                                            18.90%                                           100%                                           71.10%


Special resolution number 3
General authority to repurchase shares in the Company
          Listed Ordinary Shares                         Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                      Combined All Classes of Shares
    Voted            For     Against    Abstain      Voted         For      Against   Abstain         Voted      For    Against     Abstain           Voted        For       Against       Abstain
  (Number            (%)         (%)       (%)1    (Number         (%)          (%)      (%)2       (Number      (%)         (%)       (%)3      (Number and       (%)            (%)         (%)4
   and %1)                                          and % 2)                                         and %3)                                             %4)
233 337 327      99.95%       0.05%      0.02%     5 949 827    97.92%       2.08%        2.07%    36 072 000   100%         0%            0%     275 359 154    99.91%        0.09%        0.18%
     73.01%                                           18.90%                                            100%                                           71.13%
Non-binding advisory vote  Remuneration policy
          Listed Ordinary Shares                   Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                     Combined All Classes of Shares
    Voted         For    Against   Abstain     Voted       For      Against       Abstain      Voted       For    Against       Abstain         Voted          For      Against     Abstain
  (Number         (%)        (%)      (%)1   (Number       (%)          (%)          (%)2    (Number       (%)        (%)          (%)3    (Number and         (%)          (%)        (%)4
   and %1)                                    and %2)                                         and %3)                                              %4)
227 786 175   74.53%     25.47%     1.75%    4 343 154   100%           0%         7.17%     36 072 000   100%        0%            0%      268 201 329    78.37%       21.63%        2.03%
     71.27%                                     13.80%                                           100%                                            69.28%


Non-binding advisory vote  Implementation report
          Listed Ordinary Shares                   Unlisted Ordinary A Shares                  Unlisted Ordinary B Shares                     Combined All Classes of Shares
    Voted         For    Against   Abstain     Voted       For      Against       Abstain      Voted       For    Against       Abstain        Voted         For      Against      Abstain
  (Number         (%)        (%)      (%)1   (Number       (%)          (%)          (%)2    (Number       (%)        (%)          (%)3   (Number and        (%)          (%)         (%)4
   and %1)                                    and %2)                                         and %3)                                             %4)
227 686 149   89.20%     10.80%     1.78%    5 702 385   100%           0%         2.85%    36 072 000    100%        0%            0%    269 460 534     90.88%       9.12%        1.70%
     71.24%                                     18.12%                                           100%                                          69.60%


Notes:
1. Expressed as a percentage of 319 596 836 Hulamin listed ordinary shares in issue as at the Voting Record Date.
2. Expressed as a percentage of 31 477 333 Hulamin unlisted ordinary A shares in issue as at the Voting Record Date.
3. Expressed as a percentage of 36 072 000 Hulamin unlisted ordinary B shares in issue as at the Voting Record Date.
4. Expressed as a percentage of 387 146 169 Hulamin total shares in issue (all classes combined) as at the Voting Record Date.

Pietermaritzburg
16 May 2019

Sponsor
Questco Corporate Advisory Proprietary Limited

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