Result of AGM and Class Meeting

Investec Limited Incorporated in the Republic of South Africa Registration number 1925/002833/06       JSE share code: ILRP1 ISIN: ZAE000183216 JSE ordinary share code: INL   NSX ordinary share code: IVD BSE ordinary share code: INVESTEC ISIN: ZAE000081949

Investec plc Incorporated in England and Wales Registration number 3633621 LSE share code: INVP 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:

 

 

Results of Annual General Meetings of Investec Limited and Investec plc

(the "Shareholder Meetings") and class meeting of ILRP1 Preference shareholders of Investec Limited (the "Class Meeting")

 

The Shareholder Meetings were held on 06 August 2015.  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 by the required majority. Resolutions 1 to 30, 38 to 42 and 45 were passed as ordinary resolutions and Resolutions 31 to 37, 43 and 44 were passed as special resolutions.

 

The voting results of the Joint Electorate Actions are identical and are given below. 

 

Special Resolution No 7 at the Shareholder Meetings was conditional upon a special resolution being passed at the Class Meeting, which was held immediately before the Shareholder Meetings.  This special resolution, which was passed by the requisite majority of the ILRP1 Preference shareholders at the Class Meeting, amends the terms and conditions of the Class ILRP1 redeemable, non-cumulative, non-participating preference shares (Class ILRP1 preference shares) in order to (a) allow for the early redemption of some of the Class ILRP1 preference shares, on a bilateral agreement basis, in the issuer's sole discretion in terms of the new paragraph 46 of Annexure B1 of the Memorandum of Incorporation of Investec Limited and (b) to clarify that a regulatory event as well as a redemption event are applicable in terms of the new paragraph 47 of Annexure B1 of the  Memorandum of Incorporation of Investec Limited.

 

The results of the Class Meeting are given below.