Results of the 84th Annual General Meeting
4 December 2017
The shareholders of ARM (“Shareholders”) are advised that at the annual general meeting of Shareholders (“Annual General Meeting”) held on Friday, 1 December 2017, in terms of the notice of Annual General Meeting distributed to Shareholders on 26 October 2017, all of the resolutions tabled were passed by the requisite majority of votes cast by Shareholders present in person or represented by proxy.
As at Friday, 24 November 2017, being the Voting Record Date, the total issued share capital of ARM was 218 804 950 (“Issued Shares”) and the total number of votable shares was 190 190 210 (“Votable Shares”). The number of ARM shares voted in person or by proxy at the Annual General Meeting is 169 480 677 shares, representing 77.46% of the Issued Shares and 89.11% of the Votable Shares.
The voting results were as follows:
| RESOLUTION | |||||
|---|---|---|---|---|---|
| SHARES VOTED FOR(%)* | SHARES VOTED AGAINST (%)* | NUMBER OF SHARES VOTED |
SHARES VOTED AS A PERCENT OF ISSUED SHARES (%)** |
SHARES ABSTAINED AS A PERCENT OF ISSUED SHARES (%)** | |
| Ordinary resolution number 1 Re-election of Mr J A Chissano as a Director |
81.01 | 18.99 | 169 454 242 | 77.45 | 0.01 |
| Ordinary resolution number 2 Re-election of Mr Z B Swanepoel as a Director |
96.75 | 3.25 | 169 454 242 | 77.45 | 0.01 |
| Ordinary resolution number 3 Re-election of Dr R V Simelane as a Director |
96.68 | 3.32 | 169 454 242 | 77.45 | 0.01 |
| Ordinary resolution number 4 Election of Mr J P Möller as a Director |
100.00 | 0.00 | 169 454 242 | 77.45 | 0.01 |
| Ordinary resolution number 5 Election of Mr D C Noko as a Director |
100.00 | 0.00 | 169 454 242 | 77.45 | 0.01 |
| Ordinary resolution number 6 Election of Mr J C Steenkamp as a Director |
97.11 | 2.89 | 169 454 242 | 77.45 | 0.01 |
| Ordinary resolution number 7 Re-appointment of Ernst & Young Inc. as external auditor and re-appointment of Mr L I N Tomlinson as the person designated to act on behalf of the external auditor |
93.77 | 6.23 | 169 454 242 | 77.45 | 0.01 |
| Ordinary resolution number 8 Election of Audit and Risk Committee Members |
|||||
| Ordinary resolution number 8.1 | 99.96 | 0.04 | 169 454 206 | 77.45 | 0.01 |
| Mr T A Boardman | |||||
| Ordinary resolution number 8.2 Mr F Abbott |
87.86 | 12.14 | 169 454 188 | 77.45 | 0.01 |
| Ordinary resolution number 8.3 Dr M M M Bakane-Tuoane |
96.81 | 3.19 | 169 454 206 | 77.45 | 0.01 |
| Ordinary resolution number 8.4 Mr A D Botha |
99.96 | 0.04 | 169 454 188 | 77.45 | 0.01 |
| Ordinary resolution number 8.5 Mr A K Maditsi |
96.81 | 3.19 | 169 454 206 | 77.45 | 0.01 |
| Ordinary resolution number 8.6 Mr J P Möller |
100.00 | 0.00 | 169 454 188 | 77.45 | 0.01 |
| Ordinary resolution number 8.7 Dr R V Simelane |
96.64 | 3.36 | 169 454 206 | 77.45 | 0.01 |
| Ordinary resolution number 9 Non-binding advisory vote on ARM’s Remuneration Policy |
79.91 | 20.09 | 161 827 329 | 73.96 | 3.50 |
| Ordinary resolution number 10 Non-binding advisory vote on ARM’s Remuneration Implementation Report |
82.14 | 17.86 | 161 827 329 | 73.96 | 3.50 |
| Special resolution number 1 Payment of an additional amount for VAT on Non-Executive Directors’ fees |
100.00 | 0.00 | 169 454 242 | 77.45 | 0.01 |
| Special resolution number 2 Increase in annual retainer fees and per Board meeting attendance fees of Non-Executive Directors |
99.96 | 0.04 | 169 453 260 | 77.44 | 0.01 |
| Special resolution number 3 Increase in the Committee meeting attendance fees |
99.96 | 0.04 | 169 453 260 | 77.44 | 0.01 |
| Special resolution number 4 Financial assistance – for subscription for securities |
84.01 | 15.99 | 169 454 206 | 77.45 | 0.01 |
| Special resolution number 5 Financial assistance – for related or inter-related companies |
99.98 | 0.02 | 169 454 156 | 77.45 | 0.01 |
*Expressed as a percentage of the number of shares voted per resolution.
**Expressed as a percentage of the Issued Shares as at the Voting Record Date.
Sandton
4 December 2017
Sponsor: Deutsche Securities (SA) (Proprietary) Limited