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Results of Annual General Meeting
Tiso Blackstar Group SE
(Incorporated in England and Wales)
(Company number SE 110)
(registered as an external company with limited liability in the Republic of South Africa under registration number
2011/008274/10)
LSE Ticker: TBGR
JSE Share code: TBG
ISIN: GB00BF37LF46
(“Tiso Blackstar” or the “Company”)
Results of Annual General Meeting (“AGM”)
The board of Tiso Blackstar is pleased to announce that at the AGM held on 21 November 2017, at Berkeley Square
House, Berkeley Square, Mayfair, London W1J 6BD, all resolutions proposed at the AGM were passed by the
requisite majority of shareholders.
The final dividend of 0.25935 pence per ordinary share of €0.76 each in the capital of the Company (“Ordinary
Share”), being 4.65912 South African cents per Ordinary Share in respect of the financial year ended
30 June 2017 was approved at the AGM and will be paid on 15 December 2017 to both UK and South African
shareholders recorded on the Company’s register on 24 November 2017. Shareholders are referred to the
announcement released on the Stock Exchange News Service of the JSE Limited (“JSE”) on 18 October 2017 for
salient dates and further details of the dividend.
There are a total of 268 291 260 Ordinary Shares in issue (“Total Issued Shares”). Proxy votes have been received
in respect of 169 545 749 (63.19%) of these. The results of the voting, including the proxy votes on each of the
resolutions are detailed below.
Resolutions Number of Shares Shares % of Shares
shares voted voted voted shares abstained
("Voted for (as a % against voted (as a % of
Shares") of Voted (as a % of (as a % of Total
Shares) Voted Total Issued
Shares) Issued Shares)
Shares)
ORDINARY To receive and consider the
RESOLUTION auditor's report, the strategic 169,545,749 100.00% 0.00% 63.19% 0.00%
NO. 1 report, the directors' report and
the accounts for the financial year
ended 30 June 2017
ORDINARY To approve the Directors'
RESOLUTION Remuneration Report set out on 169,545,749 75.07% 24.93% 63.19% 0.00%
NO. 2 pages 31 to 33 of the Integrated
Annual Report for the financial
year ended 30 June 2017
ORDINARY To declare a final dividend of
RESOLUTION 0.25935 pence per Ordinary 169,545,749 100.00% 0.00% 63.19% 0.00%
NO. 3 Share, being 4.65912 South
African cents per Ordinary Share,
in respect of the financial year
ended 30 June 2017
ORDINARY To re-elect Nkululeko Leonard
RESOLUTION Sowazi as director 169,545,749 96.32% 3.68% 63.19% 0.00%
NO. 4
ORDINARY To re-elect David Kwame Tandoh
RESOLUTION Adomakoh as a director 169,545,749 100.00% 0.00% 63.19% 0.22%
NO. 5
ORDINARY To re-appoint Deloitte LLP and
RESOLUTION Deloitte & Touche (for JSE 169,545,749 100.00% 0.00% 63.19% 0.00%
NO. 6 purposes) as the auditors of the
Company
ORDINARY To authorise the Audit Committee
RESOLUTION to fix the remuneration of the 169,545,749 100.00% 0.00% 63.19% 0.00%
NO. 7 auditors
ORDINARY To authorise the Company and all
RESOLUTION companies that are subsidiaries 169,545,749 74.99% 25.01% 63.19% 0.00%
NO. 8 of the Company to make political
donations or incur political
expenditure up to £ 90,000 in
aggregate (in compliance with the
UK Companies Act 2006)
ORDINARY That, if resolution 14 is passed, to
RESOLUTION approve a waiver granted by the 169,545,749 96.31% 3.69% 63.19% 0.00%
NO. 9 UK Panel on Takeovers and
Mergers of the obligation under
Rule 9 of the Takeover Code that
would otherwise arise as a result
of the Company purchasing some
or all of its Ordinary Shares,
pursuant to the buyback authority
proposed by resolution 14
ORDINARY To give the board power to allot
RESOLUTION shares in the Company and to 169,545,749 74.99% 25.01% 63.19% 0.00%
NO. 10 grant rights to subscribe for or to
convert any security into shares
in the Company, up to a nominal
amount of €20,390,135 being
one-tenth of the nominal value of
the existing issued share capital
ORDINARY To endorse, by way of a non-
RESOLUTION binding advisory vote, the 169,545,749 75.07% 24.93% 63.19% 0.00%
NO. 11 Company's remuneration policy
as set out on pages 31 to 33 of
the Integrated Annual Report
ORDINARY To endorse by way of a non-
RESOLUTION binding advisory vote, the 169,545,749 75.07% 24.93% 63.19% 0.00%
NO. 12 Company's implementation
report regarding the remuneration
policy, as set out in the
remuneration report on pages 31
to 33 of the Integrated Annual
Report
SPECIAL (a) the allotment of equity
RESOLUTION securities to existing ordinary 169,545,749 75.06% 24.94% 63.19% 0.00%
NO. 13 shareholders in proportion to their
existing holdings and; (b) the
allotment of equity securities or
sale of treasury shares up to a
nominal amount of €10,195,068
SPECIAL To authorise the Company to
RESOLUTION make market purchases of its 169,545,749 97.97% 2.03% 63.19% 0.00%
NO. 14 Ordinary Shares, to a maximum
number of 26,829,126 Ordinary
Shares
London
21 November 2017
For further information, please contact:
Tiso Blackstar Group SE Leanna Isaac +44 (0) 20 7887 6017
Northland Capital Partners Limited Tom Price +44 (0) 20 3861 6625
JSE Sponsor: One Capital Sholto Simpson +27 (0) 11 550 5000
Date: 21/11/2017 04:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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