Result of AGM and General Meeting

RNS Announcement

RNS Number : 3146L

Investec PLC

08 August 2013

Investec Limited

Incorporated in the Republic of South Africa

Registration number 1925/002833/06

JSE share code: INL

ISIN: ZAE000081949

Investec plc

Incorporated in England and Wales

Registration number 3633621

JSE share code: INP

ISIN: GB00B17BBQ50

(jointly "Investec")

As part of the dual listed company structure, Investec plc and Investec Limited notify both the London Stock Exchange and the JSE Limited of matters which are required to be disclosed under the Disclosure and Transparency Rules and the Listing Rules of the United Kingdom Listing Authority (the "UKLA") and/or the JSE Listing Requirements.

Accordingly we advise of the following:

Annual General Meetings and General Meetings of Investec Limited and Investec plc

(the "Shareholder Meetings")

The Shareholder Meetings were held on 08 August 2013. As required by the dual listed company structure, all resolutions were treated as Joint Electorate Actions and were decided on a poll. All resolutions at both meetings were passed with the exception of resolution 31 at the Annual General Meetings. The voting results of the Joint Electorate Actions are identical and are given below.

Annual General Meetings

		Votes For	Votes Against	Votes Abstain	Result
					RESULT
	RESOLUTION

	Common Business: Investec plc and Investec Limited

1	To re-elect George Francis Onslow Alford as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	547,052,957	95,754,467	2,121,182	Carried
2	To re-elect Glynn Robert Burger as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	629,465,862	15,145,213	317,531	Carried
3	To re-elect Cheryl Ann Carolus as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	631,799,086	12,013,784	1,115,735	Carried
4	To re-elect Peregrine Kenneth Oughton Crosthwaite as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	633,379,764	11,230,365	318,477	Carried
5	To re-elect Olivia Catherine Dickson as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	629,622,292	10,934,041	318,037	Carried
6	To re-elect Hendrik Jacobus du Toit as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	603,837,636	40,772,574	318,396	Carried
7	To re-elect Bradley Fried as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	507,155,718	136,069,355	1,703,532	Carried
8	To re-elect Haruko Fukuda, OBE as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	617,907,727	26,529,211	491,668	Carried
9	To re-elect Bernard Kantor as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	629,474,558	15,136,343	317,705	Carried
10	To re-elect Ian Robert Kantor as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	508,759,777	130,586,554	5,582,275	Carried
11	To re-elect Stephen Koseff as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	630,035,714	14,574,496	318,396	Carried
12	To re-elect Mangalani Peter Malungani as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	580,952,578	63,657,080	318,948	Carried
13	To re-elect Sir David Prosser as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	629,960,767	14,648,343	319,096	Carried
14	To re-elect Peter Richard Suter Thomas as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	490,411,217	112,291,341	42,226,048	Carried
15	To re-elect Fani Titi as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	623,366,275	20,272,170	1,290,161	Carried
16	To elect David Friedland as a director of Investec plc and Investec Limited in accordance with the provisions of the Articles of Association of Investec plc and the Memorandum of Incorporation of Investec Limited.	516,297,887	126,785,259	1,845,460	Carried
17	To approve the Dual Listed Companies ("DLC") remuneration report for the year ended 31 March 2013.	531,301,504	106,669,315	6,957,342	Carried
18	To present the DLC report by the chairman of the audit committee for the year ended 31 March 2013.	18,533,724	0	110,591	Carried
19	To present the DLC report by the chairman of the social and ethics committee for the year ended 31 March 2013.	18,533,724	0	110,591	Carried
20	Authority to take action in respect of the resolutions	630,803,796	10,259,452	3,864,559	Carried
21	To present the audited financial statements of Investec Limited for the year ended 31 March 2013, together with the reports of the directors and the auditors	18,533,724	0	110,591	Carried
22	To sanction the interim dividend paid by Investec Limited on the ordinary shares in Investec Limited for the 6 (six) month period ended 30 September 2012.	634,024,201	10,591,851	312,555	Carried
23	To sanction the interim dividend paid by Investec Limited on the dividend access (South African Resident) redeemable preference share ("SA DAS share") for the 6 (six) month period ended 30 September 2012.	634,023,022	10,591,886	313,699	Carried
24	Subject to the passing of resolution no. 44 to declare a final dividend on the ordinary shares and the SA DAS share in Investec Limited for the year ended 31 March 2013.	634,023,115	10,592,001	313,491	Carried
25	To re-appoint Ernst & Young Inc. of Ernst & Young House, Wanderers Office Park, 52 Corlett Drive, Illovo, 2196 South Africa (Private Bag X14, Northlands, 2116 South Africa) upon the recommendation of the current audit committee, as joint auditors of Investec Limited to hold office until the conclusion of the annual general meeting of Investec Limited to be held in 2014.	629,630,018	14,774,661	523,927	Carried
26	To re-appoint KPMG Inc. of 85 Empire Road, Parktown, 2193 South Africa (Private Bag 9, Parkview, 2122 South Africa), upon recommendation of the current audit committee, as joint auditors of Investec Limited to hold office until the conclusion of the annual general meeting of Investec Limited to be held in 2014.	629,531,969	14,301,521	1,095,116	Carried
27	Authorising the directors to issue up to 5% of the unissued ordinary shares.	466,490,937	178,124,008	313,359	Carried
28	Authorising the directors to issue the unissued variable rate, cumulative, redeemable preference shares.	607,328,779	37,286,536	313,292	Carried
29	Authorising the directors to issue the unissued, non-redeemable, non-cumulative, non-participating preference shares	606,799,643	37,815,011	313,953	Carried
30	Authorising the directors to issue the unissued special convertible redeemable preference share	534,487,146	110,127,359	314,102	Carried
31	Directors' authority to allot and issue ordinary shares for cash in respect of 5% of the unissued ordinary shares.	470,752,224	173,863,797	312,586	Not Carried
32	Directors' authority to acquire ordinary shares	600,296,856	43,632,879	998,871	Carried
33	Financial Assistance.	630,081,125	14,246,512	600,970	Carried
34	Directors' remuneration.	537,905,353	105,894,492	770,979	Carried
35	Amendment to Memorandum of Incorporation by insertion of a new unnumbered clause in clause 2	630,898,050	11,144,739	2,885,818	Carried
36	Deletion of clause 3.2 of Memorandum of Incorporation.	626,511,290	18,024,720	392,597	Carried
37	Amendment to clauses 34.2, 153.1(g) and 155.2(j) of the Memorandum of Incorporation	633,805,778	10,530,169	592,660	Carried
38	Increase in authorised share capital	619,757,347	24,541,761	629,498	Carried
39	Amendment to Annexure A of the Memorandum of Incorporation	632,171,877	12,165,359	591,370	Carried
40	Amendment to the Memorandum of Incorporation by insertion of a new Annexure B	443,274,999	15,494,551	186,159,057	Carried
41	Directors' authority to allot and issue the new non-redeemable, non-cumulative, non-participating preference shares	604,817,152	39,752,088	359,366	Carried
42	To receive and adopt the audited financial statements of Investec plc for the year ended 31 March 2013, together with the reports of the directors and of the auditors.	634,122,178	10,051,304	754,019	Carried
43	To sanction the interim dividend paid by Investec plc on the ordinary shares in Investec plc for the 6 (six) month period ended 30 September 2012.	634,347,344	10,267,942	312,521	Carried
44	Subject to the passing of resolution no. 24 to declare a final dividend on the ordinary shares in Investec plc for the year ended 31 March 2013.	634,635,527	9,979,759	312,521	Carried
45	To re-appoint Ernst & Young LLP of 1 More London Place, London, SE1 2AF, as auditors of Investec plc to hold office until the conclusion of the annual general meeting of Investec plc to be held in 2014 and to authorise the directors of Investec plc to fix their remuneration.	633,019,957	11,595,156	312,694	Carried
46	Directors' authority to allot shares and other securities.	333,706,755	305,292,835	5,928,217	Carried
47	Directors' authority to allot ordinary shares for cash.	479,414,303	159,585,518	5,927,986	Carried
48	Directors' authority to purchase ordinary shares.	632,004,627	12,212,789	710,389	Carried
49	Directors' authority to purchase preference shares.	630,649,123	13,754,618	524,065	Carried
50	Adoption of new Articles of Association	634,617,944	9,989,212	320,651	Carried
51	Political donations.	573,934,945	66,917,493	4,074,891	Carried

General Meetings

	Votes For	Votes Against	Votes Abstain	Result
				RESULT
RESOLUTION

Ordinary Business: Investec plc

To approve the rules of the Investec plc Executive Incentive Plan 2013	381,284,296	143,428,321	93,755,358	Carried

Document regarding Resolutions passed at the Shareholder Meetings on 08 August 2013:

Copies of all resolutions passed as special business at the Shareholder Meetings on 08 August 2013, pursuant to Listing Rule 9.6.2, will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do.

David Miller Benita Coetsee

Company Secretary Company Secretary

Investec plc Investec Limited

This information is provided by RNS

The company news service from the London Stock Exchange

END

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RNS metadata

Title: Result of AGM and General Meeting
Time: 17:30:04
Date: 8 Aug 2013
Category: AGMs and other meetings
ID: 3146L