CAPE TOWN, South Africa–(BUSINESS WIRE)–Naspers Limited (Naspers) (JSE: NPN, LSE: NPSN) The 109th annual general meeting (AGM) of the shareholders of Naspers was held through electronic communication today.
Shareholders are advised that all resolutions set out in the notice of the AGM were passed by the requisite majority of shareholders represented at the AGM, including all the resolutions required to implement the proposed transaction to remove the cross-holding structure between Naspers and Prosus N.V. (Prosus) that was announced on Tuesday, 27 June 2023 (the Proposed Transaction). Further information regarding the implementation of the Proposed Transaction will be provided to shareholders in the announcement to be released by the Company in due course.
The following information is provided in compliance with the JSE Limited’s Listings Requirements:
Total issued number of N ordinary shares: 435 511 058
Total issued number of A ordinary shares: 961 193**
Treasury shares: 31 273 041
Number of ordinary shares that could have been voted at the meeting: 405 199 210 **
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Abbreviations: |
N ordinary shares (N Ord) |
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A ordinary shares (A Ord) |
Details of voting results:
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A shares |
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N shares |
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Total A and N ord shares voted at the meeting |
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Total |
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|
|
|
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No. of votes voted A ord shares at the meeting |
For % |
No. of votes voted N ord shares at the meeting |
For % |
Against % |
Abstain % as a total of the N ord share capital |
For % |
Against % |
No. of votes voted N and A ord shares at the meeting |
A ord shares % |
N ord shares % |
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PART A – TRADITIONAL AGM RESOLUTIONS |
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Ordinary resolutions |
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1 |
Confirmation and approval of payment of dividends |
948 457 000 |
100,00% |
360 153 707 |
99,99% |
0,01% |
0,05% |
100,00% |
0,00% |
1 308 610 707 |
72,48% |
27,52% |
|
2 |
Re-appointment of independent external auditors |
948 457 000 |
100,00% |
360 133 985 |
99,26% |
0,74% |
0,06% |
99,80% |
0,20% |
1 308 590 985 |
72,48% |
27,52% |
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3 |
To re-elect the following directors: |
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3.1 |
Hendrik du Toit |
948 457 000 |
100,00% |
360 148 069 |
96,55% |
3,45% |
0,05% |
99,05% |
0,95% |
1 308 605 069 |
72,48% |
27,52% |
|
3.2 |
Rachel Jafta |
948 457 000 |
100,00% |
360 147 583 |
89,89% |
10,11% |
0,05% |
97,22% |
2,78% |
1 308 604 583 |
72,48% |
27,52% |
|
3.3 |
Roberto Oliveira de Lima |
948 457 000 |
100,00% |
359 919 925 |
94,88% |
5,12% |
0,11% |
98,59% |
1,41% |
1 308 376 925 |
72,49% |
27,51% |
|
3.4 |
Mark Sorour |
948 457 000 |
100,00% |
360 151 624 |
96,42% |
3,58% |
0,05% |
99,01% |
0,99% |
1 308 608 624 |
72,48% |
27,52% |
|
3.5 |
Ying Xu |
948 457 000 |
100,00% |
360 152 434 |
99,88% |
0,12% |
0,05% |
99,97% |
0,03% |
1 308 609 434 |
72,48% |
27,52% |
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4 |
Appointment and re-election of the following audit committee members: |
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4.1 |
Sharmistha Dubey |
948 457 000 |
100,00% |
360 152 099 |
99,84% |
0,16% |
0,05% |
99,96% |
0,04% |
1 308 609 099 |
72,48% |
27,52% |
|
4.1 |
Manisha Girotra |
948 457 000 |
100,00% |
360 152 099 |
95,93% |
4,07% |
0,05% |
98,88% |
1,12% |
1 308 609 099 |
72,48% |
27,52% |
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4.2 |
Angelien Kemna |
948 457 000 |
100,00% |
360 149 730 |
99,89% |
0,11% |
0,05% |
99,97% |
0,03% |
1 308 606 730 |
72,48% |
27,52% |
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4.3 |
Steve Pacak |
948 457 000 |
100,00% |
359 893 607 |
81,12% |
18,88% |
0,11% |
94,81% |
5,19% |
1 308 350 607 |
72,49% |
27,51% |
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5 |
To endorse the Company’s remuneration policy |
948 457 000 |
100,00% |
142 338 139 |
23,00% |
77,00% |
0,11% |
89,95% |
10,05% |
1 090 795 139 |
86,95% |
13,05% |
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6 |
To endorse the Company’s remuneration implementation report |
948 457 000 |
100,00% |
142 337 049 |
20,60% |
79,40% |
0,11% |
89,64% |
10,36% |
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