12th Aug 2005 10:32
Investec Limited(Incorporated in the Republic of South Africa)(Reg no: 1925/002833/06)Share code: INLISIN code: ZAE000040531Investec plc(Incorporated in the United Kingdom)(Registration number: 363621)Share code: INPISIN: GB0031773103Investec plc Annual General Meeting - Investec Ltd Annual General Meeting We advise the following results of the business conducted at the meetings of shareholders of Investec Ltd ("Ltd") and Investec plc ("plc") both held on 11 August 2005. The final proxy positions for each company is detailed in the Appendix. As required by the Dual Listed Company ("DLC") Structure, a poll was conducted on each of the proposed resolutions. Because of the nature of that structure, the poll results for each company on the further Joint Electorate Actions are identical. The poll results were: Votes For Votes Votes Result Against Abstain RESOLUTION VOTES VOTES VOTES FOR AGAINST ABSTAIN RESULT Investec Limited Ordinary Business : Ordinary Resolutions To receive and adopt the audited financial statements of Investec Limited for the year ended 31 March Carried2005 together with the reports of the directors of Investec Limited and of the auditors of Investec Limited. 73,171,926 25,936 1,977,359 To determine, ratify and approve the remuneration of the directors of CarriedInvestec Limited for the year ended 31 March 2005 72,854,668 354,584 1,965,968 To sanction the interim dividend paid by Investec Limited on the ordinary shares in Investec Limited for the Carriedsix month period ended 30 September 2004 74,290,728 0 884,493 To sanction the interim dividend paid by Investec Limited on the SA DAS Carriedshare for the six month period ended 30 September 2004 74,290,728 0 884,493 To declare a final dividend on the ordinary shares of Investec Limited Carriedfor the year ended 31 March 2005 74,290,728 0 884,493 To declare a final dividend on the SA DAS share of Investec Limited for the Carriedyear ended 31 March 2005 74,290,728 0 884,493 To re-elect Geoffrey Michael Thomas Howe as a director of Investec CarriedLimited and Investec plc. 1 74,527,703 9,700 637,818 To re-elect Haruko Fukuda OBE as a director of Investec Limited and CarriedInvestec plc. 1 74,527,699 9,700 637,822 To re-elect Sir John Chippendale Lindley Keswick as a director of CarriedInvestec Limited and Investec plc. 1 74,527,256 10,143 637,822 To re-elect Mangalani Peter Malungani as a director of Investec Limited and CarriedInvestec plc. 1 72,912,516 146,930 2,115,774 To re-elect Peter Richard Suter Thomas as a director of Investec CarriedLimited and Investec plc. 1 73,988,476 355,829 830,916 To re-elect Cheryl Ann Carolus as a director of Investec Limited and CarriedInvestec plc. 1 74,527,703 9,700 637,818 To reappoint Ernst & Young CA(SA) and KPMG Inc. as auditors of Investec Limited and to authorise the Carrieddirectors of Investec Limited to fix the remuneration of the auditors 73,539,253 266,016 1,369,951 Special Business: Ordinary Resolutions To place the authorised but unissued ordinary shares of Investec Limited Carriedunder the control of the directors of Investec Limited 70,453,501 3,702,496 1,019,224 To place the authorised but unissued shares (excluding the ordinary shares) of Investec Limited under the Carriedcontrol of the directors of Investec Limited 73,177,344 965,983 1,031,894 General authority to issue shares in CarriedInvestec Limited for cash 69,260,129 4,806,021 1,109,071 Special Business: Special Resolutions Authority for acquisition of own Carriedshares by Investec Limited 73,663,668 350,028 1,161,524 Ordinary Business: Investec plc To receive and adopt the audited financial statements for the year ended 31 March 2005 and reports of Carriedthe directors and auditors of Investec plc 74,056,285 25,930 1,093,006 To approve the Remuneration Report of CarriedInvestec plc 73,906,947 341,932 926,341 To sanction the interim dividend paid by Investec plc on the ordinary Carriedshares in Investec plc for the six month period ended 30 September 2004 75,175,081 0 140 To declare a final dividend on the ordinary shares of Investec plc for Carriedthe year ended 31 March 2005 75,175,077 0 144 To reappoint Ernst & Young LLP as auditors of Investec plc and to Carriedauthorise the directors of Investec plc to fix their remuneration 74,102,860 266,012 806,348 Special Business: Investec plc Investec plc Section 80 authority - Carriedordinary shares 63,242,264 11,295,839 637,118 Investec plc Section 89 Carrieddisapplication 74,060,858 519,224 595,139 Authority for market purchases of Carriedshares by Investec plc 75,155,266 8,540 11,415 Increase in the authorised share capital of Investec plc by the Carriedcreation of 1,000,000 non-cumulative perpetual preference shares 74,907,645 156,769 110,807 Adoption of the new Articles of CarriedAssociation of Investec plc 74,907,556 156,843 110,822 Investec plc Section 80 authority - Carriedpreference shares 74,270,746 156,843 747,632 1 These results are an aggregation of the results of the voting on Resolutions7 to 12 in the Investec Limited notice and Resolutions 16 to 21 in the Investecplc Notice re-appointing G M T Howe, H Fukuda, Sir Chips Keswick, M PMalungani, P R S Thomas and C A Carolus as directors of Investec Limited andInvestec plc respectively. The Board has determined that these resolutions areequivalent in nature and effect and accordingly serve to re-appoint thosedirectors to the Boards of both Investec Limited and Investec plc. Richard John Vardy Selwyn NoikCompany Secretary Company SecretaryInvestec plc Investec Limited APPENDIX A Investec Limited Investec plc To receive and adopt the audited financial statements of Investec Limited for the year ended 31 March 2005 together with the reports of the directors of Investec Limited and of the auditors of Investec Limited. Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,519,026 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,417,858 43,514,356 Was to vote against the resolution 0 25,936 Was to abstain on the resolution 70 1,977,289 May vote at the proxy's discretion N/A 1,445 To determine, ratify and approve the remuneration of the directors of Investec Limited for the year ended 31 March 2005 Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,519,145 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,171,465 43,443,492 Was to vote against the resolution 1,615 352,968 Was to abstain on the resolution 244,848 1,721,120 May vote at the proxy's discretion N/A 1,565 To sanction the interim dividend paid by Investec Limited on the ordinary shares in Investec Limited for the six month period ended 30 September 2004 Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,519,026 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,417,858 44,633,158 Was to vote against the resolution 0 0 Was to abstain on the resolution 70 884,423 May vote at the proxy's discretion N/A 1,445 To sanction the interim dividend paid by Investec Limited on the SA DAS share for the six month period ended 30 September 2004 Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,519,026 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,417,858 44,633,158 Was to vote against the resolution 0 0 Was to abstain on the resolution 70 884,423 May vote at the proxy's discretion N/A 1,445 To declare a final dividend on the ordinary shares of Investec Limited for the year ended 31 March 2005 Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,519,026 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,417,858 44,633,158 Was to vote against the resolution 0 0 Was to abstain on the resolution 70 884,423 May vote at the proxy's discretion N/A 1,445 To declare a final dividend on the SA DAS share of Investec Limited for the year ended 31 March 2005 Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,519,026 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,417,858 44,633,158 Was to vote against the resolution 0 0 Was to abstain on the resolution 70 884,423 May vote at the proxy's discretion N/A 1,445 To re-elect Geoffrey Michael Thomas Howe as a director of Investec Limited Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 N/A Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,182,744 N/A Was to vote against the resolution 0 N/A Was to abstain on the resolution 235,184 N/A May vote at the proxy's discretion N/A N/A To re-elect Haruko Fukuda OBE as a director of Investec Limited Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 N/A Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,182,740 N/A Was to vote against the resolution 0 N/A Was to abstain on the resolution 235,188 N/A May vote at the proxy's discretion N/A N/A To re-elect Sir John Chippendale Lindley Keswick as a director of Investec Limited Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 N/A Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,182,740 N/A Was to vote against the resolution 0 N/A Was to abstain on the resolution 235,188 N/A May vote at the proxy's discretion N/A N/A To re-elect Mangalani Peter Malungani as a director of Investec Limited Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 N/A Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,167,740 N/A Was to vote against the resolution 0 N/A Was to abstain on the resolution 250,188 N/A May vote at the proxy's discretion N/A N/A To re-elect Peter Richard Suter Thomas as a director of Investec Limited Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 N/A Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,156,468 N/A Was to vote against the resolution 11,272 N/A Was to abstain on the resolution 250,188 N/A May vote at the proxy's discretion N/A N/A To re-elect Cheryl Ann Carolus as a director of Investec Limited Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 N/A Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,182,744 N/A Was to vote against the resolution 0 N/A Was to abstain on the resolution 235,184 N/A May vote at the proxy's discretion N/A N/A To reappoint Ernst & Young CA(SA) and KPMG Inc. as auditors of Investec Limited and to authorise the directors of Investec Limited to fix the remuneration of the auditors Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,519,025 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,008,428 44,291,113 Was to vote against the resolution 174,316 91,700 Was to abstain on the resolution 235,184 1,134,767 May vote at the proxy's discretion N/A 1,445 Special Business : Ordinary Resolutions To place the authorised but unissued ordinary shares of Investec Limited under the control of the directors of Investec Limited Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,519,026 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 26,498,221 42,715,568 Was to vote against the resolution 1,919,637 1,782,859 Was to abstain on the resolution 70 1,019,154 May vote at the proxy's discretion N/A 1,445 To place the authorised but unissued shares (excluding the ordinary shares) of Investec Limited under the control of the directors of Investec Limited Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,519,026 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 27,772,614 44,165,018 Was to vote against the resolution 645,244 320,739 Was to abstain on the resolution 70 1,031,824 May vote at the proxy's discretion N/A 1,445 General authority to issue shares in Investec Limited for cash Total number of proxy votes exercisable by all proxies validly appointed 28,417,931 45,519,026 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 26,502,206 41,518,214 Was to vote against the resolution 1,904,380 2,901,641 Was to abstain on the resolution 11,345 1,097,726 May vote at the proxy's discretion N/A 1,445 Special Business : Special Resolutions Authority for acquisition of own shares by Investec Limited Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,518,225 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,409,588 44,014,368 Was to vote against the resolution 8,270 341,758 Was to abstain on the resolution 70 1,161,454 May vote at the proxy's discretion N/A 645 Investec plc: Ordinary Business To receive and adopt the audited financial statements for the year ended 31 March 2005 and reports of the directors and auditors of Investec plc Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,518,226 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,417,858 44,398,715 Was to vote against the resolution 0 25,930 Was to abstain on the resolution 70 1,092,936 May vote at the proxy's discretion N/A 645 To approve the Remuneration Report of Investec plc Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,518,225 Total number of proxy votes in respect of which the appointments specified that the proxy- Was to vote for the resolution 28,246,595 44,420,641 Was to vote against the resolution 0 341,931 Was to abstain on the resolution 171,333 755,008 May vote at the proxy's discretion N/A 645 To sanction the interim dividend paid by Investec plc on the ordinary shares in Investec plc for the six month period ended 30 September 2004 Total number of proxy votes exercisable by all proxies validly appointed 28,417,928 45,518,226 Total number of proxy votes in respect of which the appoiRelated Shares:
Investec