In a significant development for Italtile Limited, the company’s recent Annual General Meeting, held on November 9, 2023, witnessed a remarkable show of support from shareholders. All the resolutions outlined in the meeting’s notice were passed with an overwhelming majority, underscoring confidence in the company’s leadership and strategic direction.
Strong Shareholder Turnout
Shareholders demonstrated their commitment to Italtile by actively participating in the Annual General Meeting. A substantial 88.59% of the total issued share capital of the company’s shares, equivalent to 1,170,903,459 shares, were voted on either in person or by proxy. This high level of engagement signifies the importance that investors place on the company’s decisions and governance.
Re-election of Directors
The first set of resolutions pertained to the re-election of directors, an essential element in corporate governance. Shareholders voiced their confidence in the existing board members, re-electing them with significant support.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| Re-election of Mr. G A M Ravazzotti | 1,165,300,039 | 88.17 | 98.64 | 1.36 | 0.42 |
| Re-election of Ms. S M du Toit | 1,165,300,039 | 88.17 | 90.96 | 9.04 | 0.42 |
| Re-election of Mr. S G Pretorius | 1,165,300,039 | 88.17 | 92.17 | 7.83 | 0.42 |
| Re-election of Ms. L C Prezens | 1,165,300,039 | 88.17 | 100.00 | 0.00 | 0.42 |
All four directors, including Mr. G A M Ravazzotti, Ms. S M du Toit, Mr. S G Pretorius, and Ms. L C Prezens, received strong backing from shareholders. Ms. L C Prezens, in particular, received unanimous support with 100% of votes in her favor.
Reappointment of External Auditors
The resolution for the reappointment of external auditors also saw unanimous approval from shareholders.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| Reappointment of external auditors | 1,049,304,137 | 79.39 | 100.00 | 0.00 | 0.42 |
The reappointment of external auditors was supported by 100% of shareholders who voted, signaling the trust placed in the company’s choice of auditors.
Election of Audit and Risk Committee Members
Shareholders participated actively in electing members to the Audit and Risk Committee. This committee plays a crucial role in ensuring financial transparency and risk management within the company.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| Election of Ms. S M du Toit | 1,165,300,039 | 88.17 | 90.96 | 9.04 | 0.42 |
| Election of Ms. N P Khoza | 1,165,300,039 | 88.17 | 100.00 | 0.00 | 0.42 |
| Election of Mr. S G Pretorius | 1,165,300,039 | 88.17 | 91.86 | 8.14 | 0.42 |
| Election of Ms. L C Prezens | 1,165,300,039 | 88.17 | 100.00 | 0.00 | 0.42 |
Members of the Audit and Risk Committee were elected with strong support from shareholders. Ms. N P Khoza received unanimous backing with 100% of the votes in her favor.
Remuneration Policy and Implementation Report
The non-binding advisory endorsement of the company’s Remuneration Policy and Implementation Report also came under scrutiny, and shareholders expressed their opinions.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| Endorsement of the Company’s Remuneration Policy | 1,049,304,137 | 79.39 | 94.96 | 5.04 | 0.42 |
| Endorsement of the Company’s Implementation Report | 1,049,304,137 | 79.39 | 88.37 | 11.63 | 0.42 |
While both resolutions received majority support, the Endorsement of the Company’s Remuneration Policy enjoyed higher backing with 94.96% of votes in favor. The Implementation Report also garnered significant support, with 88.37% of votes in favor.
Authorization for Unissued Shares
The resolution regarding unissued shares being placed under the control of the directors drew attention from shareholders.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| Unissued shares to be placed under the control of the directors | 1,049,304,137 | 79.39 | 84.04 | 15.96 | 0.42 |
The resolution to authorize the placement of unissued shares under the control of the directors received approval from 84.04% of shareholders who voted.
General Authority to Issue Shares
The resolution granting general authority to issue shares and sell treasury shares for cash also went through the shareholder voting process.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| General authority to issue shares | 1,049,304,137 | 79.39 | 92.35 | 7.65 | 0.42 |
The resolution to grant general authority for issuing shares and selling treasury shares for cash received 92.35% support from shareholders who voted.
Acquisition of Own Securities
Special Resolution No 1, concerning the acquisition of the company’s own securities, garnered significant support from shareholders.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| Acquisition of own securities | 1,049,304,137 | 79.39 | 99.43 | 0.57 | 0.42 |
The resolution for the acquisition of own securities was overwhelmingly endorsed, with 99.43% of votes in favor.
Financial Assistance to Related and Inter-related Entities
Special Resolution No 2 dealt with providing financial assistance to related and inter-related entities.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| Financial assistance to related and inter-related entities | 1,127,727,206 | 85.33 | 96.05 | 3.95 | 0.42 |
The resolution received strong support, with 96.05% of votes in favor, highlighting shareholders’ approval of the company’s strategic decisions.
Approval of Non-Executive Directors’ Remuneration
Special Resolution No 3 revolved around the approval of non-executive directors’ remuneration.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| Approval of non-executive directors’ remuneration | 1,165,300,039 | 88.17 | 93.93 | 6.07 | 0.42 |
The resolution was approved by 93.93% of shareholders, indicating their support for the proposed remuneration package.
Authority to Sign Documentation
The final ordinary resolution, Ordinary Resolution No 7, sought authority to sign documentation.
| Resolution | Number of Shares Voted | % of Shares in Issue | % of Votes Carried for the Resolution | % of Votes Against the Resolution | % of Shares Abstained |
|---|---|---|---|---|---|
| Authority to sign documentation | 1,165,300,039 | 88.17 | 97.84 | 2.16 | 0.42 |
The resolution to grant authority to sign documentation received robust support from shareholders, with 97.84% of votes in favor.
Strong Signal of Investor Confidence
The resounding approval of all resolutions at Italtile’s Annual General Meeting is a testament to the company’s strong governance, prudent decision-making, and transparent communication with shareholders. Italtile continues to enjoy the trust and support of its investors, which bodes well for the company’s future growth and stability.
These results underline the company’s commitment to upholding the highest standards of corporate governance and ensuring that shareholders’ interests are well-represented. The active engagement of shareholders in the AGM reaffirms the strong relationship between the company and its investors, reinforcing the company’s position in the market.
