TIDM68IG
RNS Number : 5493C
Standard Bank Group Limited
13 June 2023
Standard Bank Group Limited
13 June 2023
Results of Annual General Meeting and Retirement of
Directors
Standard Bank Group is pleased to advise its shareholders that
all the ordinary and special resolutions proposed in the Notice of
Annual General Meeting ("AGM") and tabled at the Company's AGM held
at 10h00 today, Monday 12 June 2023, were passed by the requisite
majority of votes cast by shareholders.
As at Friday, 2 June 2023, being the AGM record date ("Voting
Record Date"), the Standard Bank Group's share capital was as
follows:
- the total number of ordinary shares of 10 cents each
("Ordinary Shares") in issue was 1 678 564 470, ("Standard Bank
Issued Ordinary Shares"); and
- the total number of non-redeemable preference shares of 1 cent
each ("Preference Shares") in issue was 52 982 248, ("Standard Bank
Issued Preference Shares").
The issued Ordinary and Preference Shares eligible to vote by
being present in person or by submitting proxies was as
follows:
- 1 366 691 463 Ordinary Shares, being 81% of issued Ordinary
Shares ("Standard Bank Voteable Ordinary Shares"); and
- 12 856 112 Preference Shares, being 24% of the issued
Preference Shares ("Standard Bank Voteable Preference Shares").
The voting details with respect to the proposed resolutions were
as follows:
1. Ordinary Resolution - Re-election of directors
Directors For (%) Against Abstain Total Votes % of Issued
(%) (%)* Capital
1 364 047
1.1 Lwazi Bam 94.59% 5.41% 0.16% 931 81.26%
-------- -------- -------- ------------ ------------
1 364 047
1.2 Ben Kruger 95.20% 4.80% 0.16% 568 81.26%
-------- -------- -------- ------------ ------------
1 364 048
1.3 Jacko Maree 95.56% 4.44% 0.16% 831 81.26%
-------- -------- -------- ------------ ------------
1 364 046
1.4 Nomgando Matyumza 99.10% 0.90% 0.16% 606 81.26%
-------- -------- -------- ------------ ------------
1.5 Nonkululeko 1 364 005
Nyembezi 97.99% 2.01% 0.16% 837 81.26%
-------- -------- -------- ------------ ------------
2. Ordinary Resolution - Re-election of Group Audit Committee members
Audit Committee For (%) Against Abstain Total Votes % of Issued
Members (%) (%)* Capital
1 364 047
2.1 Lwazi Bam 94.61% 5.39% 0.16% 931 81.26%
-------- -------- -------- ------------ ------------
1 364 031
2.2 Trix Kennealy 98.25% 1.75% 0.16% 341 81.26%
-------- -------- -------- ------------ ------------
1 364 045
2.3 Nomgando Matyumza 98.91% 1.09% 0.16% 182 81.26%
-------- -------- -------- ------------ ------------
1 364 030
2.4 Martin Oduor-Otieno 99.24% 0.76% 0.16% 251 81.26%
-------- -------- -------- ------------ ------------
2.5 (1) Resolution withdrawn during the AGM
--------------------------------------------------------
3. Ordinary Resolution - Re-appointment of external auditors
For (%) Against Abstain Total Votes % of Issued
(%) (%)* Capital
1 364 030
3.1 KPMG Inc. 94.43% 5.57% 0.16% 041 81.26%
-------- -------- -------- ------------ ------------
1 358 223
3.2 PwC Inc. 92.93% 7.07% 0.50% 751 80.92%
-------- -------- -------- ------------ ------------
4. Ordinary Resolution - Placing of authorised but unissued
ordinary shares under the control of the directors
For (%) Against (%) Abstain (%)* Total Votes % of Issued Capital
82.52% 17.48% 0.16% 1 364 027 849 81.26%
--------------- ---------------- ----------------- -----------------------
5. Ordinary Resolution - Placing of authorised but unissued
non-redeemable preference shares under the control of the
directors
For (%) Against (%) Abstain (%)* Total Votes % of Issued Capital
97.43% 2.57% 0.16% 1 364 027 969 81.26%
--------------- ---------------- ----------------- -----------------------
6. Non-binding Resolutions - advisory vote on remuneration
policy and remuneration implementation report
For (%) Against Abstain (%)* Total Votes % of Issued
(%) Capital
6.1 Standard Bank
Group's remuneration 1 363 982
policy 92.44% 7.56% 0.16% 305 81.26%
---------- --------- ------------- ------------ ------------
6.2 Standard Bank
Group's remuneration
implementation 1 363 885
report 92.19% 7.81% 0.17% 954 81.25%
---------- --------- ------------- ------------ ------------
7. Special Resolution - Approval of non-executive directors' fees
For (%) Against Abstain Total Votes % of Issued Capital
(%) (%)*
Standard Bank Group
----------------------------------------------------- ----------- -------------------
1 363 934
7.1 Chairman 99.23% 0.77% 0.16% 369 81.26%
------- ------- ------- ----------- -------------------
7.2 Directors of 1 363 934
Standard Bank Group 99.31% 0.69% 0.16% 368 81.26%
------- ------- ------- ----------- -------------------
7.3 International 1 363 934
Directors 97.92% 2.08% 0.16% 368 81.26%
------- ------- ------- ----------- -------------------
7.4 Audit Committee
----------------------------------------------------- ----------- -------------------
1 363 934
7.4.1 Chairman 99.82% 0.18% 0.16% 368 81.26%
------- ------- ------- ----------- -------------------
1 363 934
7.4.2 Members 99.82% 0.18% 0.16% 368 81.26%
------- ------- ------- ----------- -------------------
7.5 Directors' Affairs Committee
----------------------------------------------------- ----------- -------------------
7.5.1 Chairman (**)
------- ------- ------- ----------- -------------------
1 363 934
7.5.2 Members 99.82% 0.18% 0.16% 368 81.26%
------- ------- ------- ----------- -------------------
7.6 Remuneration Committee
----------------------------------------------------- ----------- -------------------
1 363 934
7.6.1 Chairman 99.82% 0.18% 0.16% 368 81.26%
------- ------- ------- ----------- -------------------
1 363 934
7.6.2 Members 99.75% 0.25% 0.16% 368 81.26%
------- ------- ------- ----------- -------------------
7.7 Risk & Capital Management Committee
----------------------------------------------------- ----------- -------------------
1 363 935
7.7.1 Chairman 99.82% 0.18% 0.16% 023 81.26%
------- ------- ------- ----------- -------------------
1 363 935
7.7.2 Members 99.82% 0.18% 0.16% 023 81.26%
------- ------- ------- ----------- -------------------
7.8 Social & Ethics Committee
----------------------------------------------------- ----------- -------------------
1 363 937
7.8.1 Chairman 99.82% 0.18% 0.16% 568 81.26%
------- ------- ------- ----------- -------------------
1 363 937
7.8.2 Members 99.75% 0.25% 0.16% 568 81.26%
------- ------- ------- ----------- -------------------
7.9 Information Technology Committee
----------------------------------------------------- ----------- -------------------
1 363 935
7.9.1 Chairman 99.82% 0.18% 0.16% 023 81.26%
------- ------- ------- ----------- -------------------
1 363 935
7.9.2 Members 99.82% 0.18% 0.16% 023 81.26%
------- ------- ------- ----------- -------------------
7.10 Model Approval Committee
----------------------------------------------------- ----------- -------------------
1 363 935
7.10.1 Chairman 99.82% 0.18% 0.16% 023 81.26%
------- ------- ------- ----------- -------------------
1 363 935
7.10.2 Members 99.75% 0.25% 0.16% 023 81.26%
------- ------- ------- ----------- -------------------
7.11 Large Exposure Credit Committee
1 363 935
Member 99.84% 0.16% 0.16% 023 81.26%
------- ------- ------- ----------- -------------------
7.12 Ad Hoc Committee
1 363 935
Member 98.30% 1.70% 0.16% 023 81.26%
------- ------- ------- ----------- -------------------
8. Special Resolution - General authority to acquire the Company's ordinary shares
For (%) Against (%) Abstain (%)* Total Votes % of Issued Capital
1 363 355
99.42% 0.58% 0.20% 938 81.22%
--------------- ---------------- --------------- -----------------------
9. Special Resolution - General authority to acquire the Company's preference shares
Total Ordinary Shares voted
For (%) Against (%) Abstain (%)* Total Votes % of Issued Capital
--------------- ---------------- --------------- -----------------------
1 364 639
99.99% 0.01% 0.20% 849 81.22%
--------------- ---------------- --------------- -----------------------
Total Preference Shares voted
For (%) Against (%) Abstain (%)* Total Votes % of Issued Capital
--------------- ---------------- --------------- -----------------------
99.74% 0.26% 0.04% 12 825 960 24.21%
--------------- ---------------- --------------- -----------------------
In regard to resolution 9 (special resolution), the holders of
Preference Shares were entitled to vote.
10. Special Resolution - Loans or other financial assistance to
related or inter-related companies
For (%) Against (%) Abstain (%)* Total Votes % of Issued Capital
1 364 028
98.96% 1.04% 0.16% 170 81.26%
--------------- ---------------- --------------- -----------------------
* Based on the total number of shares in issue.
** Standard Bank's Directors' Affairs Committee chairman fee
does not get paid as the committee is chaired by the group chairman
who receives a fixed fee.
(1) Withdrawal of Ordinary re solution 2.5 - Re-election of
Group Audit Committee member (Atedo Peterside)
Shareholders are advised, in accordance with the provisions of
paragraph 3.59 of the JSE Listings Requirements and paragraph 6.39
of the JSE Debt Listings Requirements, of the following change to
the classification and responsibilities of a Director of Standard
Bank Group and The Standard Bank of South Africa Limited (SBSA)
that will take effect from 23 August 2023.
Atedo Peterside will complete his ninth year in office as a
director of the company on 22 August 2023, resulting in his
reclassification in terms of the South African Reserve Bank
Prudential Authority's Directive as not being independent with
effect from 23 August 2023.
Considering his imminent reclassification, the board agreed to
withdraw Atedo's nomination as a member standing for re-election
for the Group Audit Committee and therefore, resolution 2.5 was
withdrawn at the AGM. Accordingly, Atedo Peterside ceased to be a
member of the Group and SBSA Audit Committees effective 12 June
2023.
Retirement of Directors
In compliance with paragraph 3.59 of the Listings Requirements
of the JSE Limited and as previously announced on SENS on 25
November 2022, Standard Bank Group confirms that Kgomotso Moroka
and John Vice retired as directors at the close of the company's
Annual General Meeting held today, Monday, 12 June 2023. The board
extends its sincere gratitude to Kgomotso and John for their
exemplary leadership and immense contribution during their tenure
as non-executive directors and committee chairmen of the
company.
Kgomotso Moroka and John Vice also retired from the board of
SBSA at the close of its AGM on 25 May 2023.
For further information, please contact:
Ann Hunter
Standard Bank Group Limited
9th Floor
5 Simmonds Street, Johannesburg PO Box 2001
South Africa
Telephone number: +27 11 415 4194
DISCLAIMER
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END
RAGSFASADEDSEIM
(END) Dow Jones Newswires
June 13, 2023 05:00 ET (09:00 GMT)
Standard Bk 29 (LSE:68IG)
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から 7 2023 まで 7 2024
