REG - Investec PLC - Result of AGM

InvestecAnnouncement

08/08/2024 15:30

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240808:nRSH7854Za&default-theme=true

RNS Number : 7854Z  Investec PLC  08 August 2024

 

 Investec Limited                                 Investec plc

 Incorporated in the Republic of South Africa     Incorporated in England and Wales

 Registration number 1925/002833/06               Registration number 3633621

 JSE share code: INL                              LSE share code: INVP

 JSE Hybrid code: INPR                            JSE share code: INP

 JSE debt code: INLV                              ISIN: GB00B17BBQ50

 NSX share code: IVD                              LEI: 2138007Z3U5GWDN3MY22

 BSE share code: INVESTEC

 ISIN: ZAE000081949

 LEI: 213800CU7SM6O4UWOZ70

 

 

 

 

 

 

 

 

 

 

 

 

(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 Guidance and
Transparency Rules, and Listing Rules of the Financial Conduct Authority (the
"FCA") and/or the JSE Listings Requirements.

 

Accordingly, we advise of the following:

Results of Annual General Meetings of Investec Limited and Investec plc

(the "AGMs") and Auditor changes

 

The AGMs were held on 08 August 2024.  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 13, 15 to 21 and 26 to 31 were passed as
ordinary resolutions. Resolutions 22 to 25 and resolutions 32 and 33 were
passed as special resolutions.

 

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

 

 

 

 Resolution                                                                              Votes For    % of Votes Cast  Votes Against  % of Votes Cast  Total Votes Cast  Total Votes Cast as a % of the Ordinary Shares in Issue  Votes Withheld  Votes Withheld as a % of the Ordinary Shares in Issue
 Common Business:  Investec plc and Investec Limited
 1       Re-election of Henrietta Baldock                                                735,844,844  99.68%           2,343,770      0.32%            738,188,614       78.51%                                                   341,095         0.04%
 2       Re-election of Philip Hourquebie                                                716,809,524  97.22%           20,533,026     2.78%            737,342,550       78.42%                                                   1,187,159       0.13%
 3       Re-election of Stephen Koseff                                                   733,455,100  99.35%           4,830,334      0.65%            738,285,434       78.52%                                                   244,375         0.03%
 4       Re-election of Nicky Newton-King                                                735,856,005  99.68%           2,333,025      0.32%            738,189,030       78.51%                                                   340,679         0.04%
 5       Re-election of Jasandra Nyker                                                   738,101,872  99.99%           86,940         0.01%            738,188,812       78.51%                                                   340,897         0.04%
 6       Re-election of Vanessa Olver                                                    736,063,456  99.71%           2,125,158      0.29%            738,188,614       78.51%                                                   341,095         0.04%
 7       Re-election of Nishlan Samujh                                                   734,921,432  99.56%           3,267,097      0.44%            738,188,529       78.51%                                                   341,180         0.04%
 8       Re-election of Brian Stevenson                                                  736,062,321  99.71%           2,126,056      0.29%            738,188,377       78.51%                                                   341,332         0.04%
 9       Re-election of Fani Titi                                                        737,747,562  99.94%           439,887        0.06%            738,187,449       78.51%                                                   342,260         0.04%
 10      Election of Diane Radley                                                        694,765,383  94.12%           43,422,059     5.88%            738,187,442       78.51%                                                   342,367         0.04%
 11      Approval of the DLC directors' remuneration report for the year ended 31 March  707,032,202  95.78%           31,152,566     4.22%            738,184,768       78.51%                                                   344,636         0.04%
         2024
 12      Approval of the DLC directors' remuneration policy                              667,135,627  90.38%           71,043,626     9.62%            738,179,253       78.51%                                                   350,556         0.04%
 13      Authority to take action in respect of the resolutions                          738,167,067  100.00%          15,679         0.00%            738,182,746       78.51%                                                   346,963         0.04%

 

 Ordinary business: Investec Limited
 14  Presentation of the audited financial statements for the year ended 31 March   Non-voting
     2024
 15  Sanction of the interim dividend paid on the ordinary shares                   738,186,497  100.00%  326         0.00%  738,186,823  78.51%  342,886    0.04%
 16  Sanction of the interim dividend paid on the SA DAS share                      738,186,180  100.00%  338         0.00%  738,186,518  78.51%  342,886    0.04%
 17  Approval of the final dividend on the ordinary shares and the SA DAS share     738,187,401  100.00%  301         0.00%  738,187,702  78.51%  342,007    0.04%
 18  Appointment of PricewaterhouseCoopers Inc. as joint auditors                   737,917,230  99.96%   269,084     0.04%  738,186,314  78.51%  343,395    0.04%
 19  Appointment of Deloitte& Touche as joint auditors                              729,703,170  98.85%   8,483,098   1.15%  738,186,268  78.51%  343,441    0.04%
 Special business: Investec Limited
 20  Authority to issue the unissued variable rate, redeemable, cumulative          733,369,464  99.35%   4,816,556   0.65%  738,186,020  78.51%  343,689    0.04%
     preference shares; the unissued non-redeemable, non-cumulative, non-
     participating preference shares (perpetual preference shares); the unissued
     non- redeemable, non-cumulative, non-participating preference shares
     (non-redeemable programme preference shares); and the redeemable,
     non-participating preference shares (redeemable programme preference shares)
 21  Authority to issue the unissued special convertible redeemable preference      732,506,020  99.23%   5,674,107   0.77%  738,180,127  78.51%  349,572    0.04%
     shares
 22  Authority to acquire ordinary shares                                           719,415,200  97.54%   18,125,845  2.46%  737,541,045  78.44%  988,664    0.11%
 23  Authority to acquire any redeemable, non-participating preference shares and   734,244,783  99.56%   3,269,694   0.44%  737,514,477  78.43%  1,015,232  0.11%
     non-redeemable, non-cumulative, non-participating preference shares
 24  Financial assistance                                                           723,470,789  98.01%   14,686,337  1.99%  738,157,126  78.50%  372,278    0.04%
 25  Approval of the non-executive directors' remuneration                          722,039,464  97.81%   16,141,079  2.19%  738,180,543  78.51%  349,166    0.04%
 Ordinary Business: Investec plc
 26  Receive the audited financial statements for the year ended 31 March 2024      734,386,036  99.99%   87,122      0.01%  734,473,158  78.11%  4,056,246  0.43%
 27  Sanction of the interim dividend paid on the ordinary shares                   729,416,025  98.81%   8,772,372   1.19%  738,188,397  78.51%  341,312    0.04%
 28  Approval of the final dividend on the ordinary shares                          738,186,486  100.00%  2,458       0.00%  738,188,944  78.51%  340,765    0.04%
 29  Appointment of Deloitte LLP as auditor                                         728,043,553  98.63%   10,143,924  1.37%  738,187,477  78.51%  342,232    0.04%
 30  Authority for the Investec plc Audit Committee to set the remuneration of the  737,641,866  99.93%   545,530     0.07%  738,187,396  78.51%  342,313    0.04%
     company's auditors
 Special Business:  Investec plc
 31  Authority to allot shares and other securities                                 711,918,630  96.44%   26,269,629  3.56%  738,188,259  78.51%  341,450    0.04%
 32  Authority to purchase ordinary shares                                          737,123,402  99.95%   392,073     0.05%  737,515,475  78.44%  1,014,234  0.11%
 33  Authority to purchase preference shares                                        734,228,655  99.55%   3,286,525   0.45%  737,515,180  78.44%  1,014,529  0.11%

 

 

 

Auditor Changes

 

Further to the announcements of 05 August 2020, 3 February 2022 and 20 March
2023 we also advise of the following:

 

INVESTEC LIMITED NOTIFICATION OF CHANGE OF AUDITOR IN TERMS OF PARAGRAPH 3.78
OF THE JSE LISTING REQUIREMENTS AND PARAGRAPH 6.25 OF THE JSE DEBT LISTINGS
REQUIREMENTS

 

The Board and the Audit Committee wish to confirm the appointment of Deloitte
& Touche as joint external auditor, along with PricewaterhouseCoopers Inc,
of Investec Limited for the financial year ending 31 March 2025, following
obtaining the necessary regulatory approvals and shareholders' approval and
the conclusion of a formal transition period during which the firm observed
the full audit cycle performed by the incumbent auditors.

 

Kevin Black has been appointed as the lead engagement partner from Deloitte
& Touche.

 

Accordingly, the appointment of Ernst & Young Inc and Ranesh Hariparsad,
as lead engagement partner, terminated with effect from 08 August 2024.

 

INVESTEC PLC NOTIFICATION OF CHANGE OF AUDITOR

 

The Board and the Audit Committee wish to confirm to shareholders that
following approval of the appointment of Deloitte LLP as the external auditors
of Investec plc for the financial year ending 31 March 2025, as well as the
conclusion of a formal transition period during which the firm observed the
full audit cycle performed by the incumbent auditors, Investec plc concludes
on its process of audit firm rotation.

 

Tom Millar has been appointed as the lead engagement partner from Deloitte
LLP.

 

Accordingly, the appointment of Ernst & Young LLP and Manprit Dosanjh, as
lead engagement partner terminated with effect from 17 July 2024.

 

Other information

 

As at the date of the AGMs, Investec plc's issued capital consists of
696,082,618 ordinary shares of GBP0.0002 each (the "PLC Ordinary Shares"). Of
these, 50,920,311 PLC Ordinary Shares are held exclusive of voting rights in
Treasury at the date of this announcement and therefore the total number of
voting rights in Investec plc is 645,162,307. Investec Limited's issued
capital consists of 295,125,806 ordinary shares of ZAR0.0002 each (the "LTD
Ordinary Shares"). Of these, no LTD Ordinary Shares are held in Treasury and
the total number of voting rights in Investec Limited is 295,125,806 LTD
Ordinary Shares.

 

In accordance with the dual listed companies' structure, the aggregate number
of voting rights which therefore may be exercised at the AGMs was 940,288,113.

 

Votes withheld are not votes in law and have not been counted in the
calculation of the proportion of votes 'for' or 'against' a resolution. Proxy
appointments which gave discretion to the Chair have been included in the
'for' total.

 

Document regarding Resolutions passed at the Shareholder Meetings on 08 August
2024:

 

·      Copies of all resolutions passed as special business at the
Shareholder Meetings on 08 August 2024, pursuant to Listing Rule 9.6.2, will
be submitted to the National Storage Mechanism and will shortly be available
for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism)

 

 

 

David
Miller
Niki van Wyk

Company
Secretary
Company Secretary

Investec
plc
Investec Limited

 

Johannesburg and London

 

Date: 08 August 2024

Sponsor: Investec Bank Limited

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  RAGXVLFBZVLEBBL