At the Annual General Meeting ("AGM") of Telkom shareholders ("Shareholders") held on 27 September 2013, all the ordinary and special resolutions proposed in the Notice of AGM dated 23 August 2013, were passed by the requisite majority of shareholders, except for ordinary resolution 13 which was withdrawn (re-election of Mr Jeff Molobela as a director of Telkom).
The resolutions were passed in terms of the following voting percentages:
Ordinary Resolutions |
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|---|---|---|---|---|
Proposed Ordinary |
Description of resolution |
Percentage of votes (%) |
||
| 1 | Election of Mr JA Mabuza as a director | 99.37% | ||
| 2 | Election of Mr SN Maseko as a director | 99.88% | ||
| 3 | Election of Ms K Mzondeki as a director | 99.88% | ||
| 4 | Election of Mr L Maasdorp as a director | 99.88% | ||
| 5 | Election of Mr L von Zeuner as a director | 99.88% | ||
| 6 | Election of Ms F Petersen as a director | 99.88% | ||
| 7 | Election of Ms S Botha as a director | 99.37% | ||
| 8 | Election of of Ms K Kweyama as a director | 99.36% | ||
| 9 | Election of Dr C Fynn as a director | 99.49% | ||
| 10 | Re-election of Mr J Schindehütte as a director | 99.85% | ||
| 11 | Re-election of Mr Mr I Kgaboesele as a director | 99.85% | ||
| 12 | Re-election of Ms Mr N Kapila as a director | 91.69% | ||
| 13 | Re-election of Mr Mr J Molobela as a director | Resolution withdrawn | ||
| 14 | Election of Mr I Kgaboesele as a member of the Audit Committee | 99.85% | ||
| 15 | Election of Ms K Mzondeki as member of the Audit Committee | 99.88% | ||
| 16 | Election of Ms F Petersen as member of the Audit Committee | 99.88% | ||
| 17 | Election of Mr L Von Zeuner as member of the Audit Committee | 99.88% | ||
| 18 | Re-appointment of Auditors | 99.89% | ||
| 19 | General Authority to Directors to Allot and Issue Ordinary Shares | 84.59% | ||
| 20 | Endorsement of Remuneration Policy Resolution | 79.64% | ||
Special Resolutions |
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|---|---|---|---|---|
Proposed Ordinary |
Description of resolution |
Percentage of votes (%) |
||
| 1 | Repurchase of Shares | 94.92% | ||
| 2 | Authority to Directors to Issue Equity Securities for Cash | 87.73% | ||
| 3 | Determination and Approval of the Remuneration of Non-Executive Directors | 98.96% | ||
| 4 | Financial Assistance to Subsidiaries and Other Related Entities and Inter-related Entities and to Directors and Prescribed Officers and Other Persons who may participate in the Employee Forfeitable Share Plan ("Employee FSP") or any other employee share scheme | 83.76% | ||
| 5 | Adoption of the Telkom SA SOC Limited Employee FSP | 80.13% | ||
| 6 | Amendment of the Memorandum of Incorporation- Substitution of Clause 23.2 | 83.37% | ||
| 7 | Amendment of the Memorandum of Incorporation- Substitution of Clause 23.3 | 83.37% | ||
| 8 | Amendment of the Memorandum of Incorporation- Substitution of Clause 29.1 | 84.62% | ||
Special resolutions number 6, 7 and 8 relating to the amendment of the Company's Memorandum of Incorporation together with copies of the extracts of the special resolutions amending the Memorandum of Incorporation will be submitted to the Companies and Intellectual Property Commission for filing.
Shareholders are further referred to the Explanatory Memorandum to the notice of AGM released on the Stock Exchange News Service of the JSE Limited on 26 September 2013, and are advised that the disclosure relating to the Free Cash Performance Indicator was not reviewed nor reported on by the Company's Auditors.
Pretoria
27 September 2013
Sponsor
The Standard Bank of South Africa Limited