Truffle Asset Management | Responsible Investing

ESG Integration in the investment process

Environmental, social, and governance (ESG) issues, in addition to financial metrics, are taken into account in our investment decision-making process.

At Truffle, ESG analysis is important in our focus on downside protection through highlighting both opportunities and risks. Mitigating risks due to exposure to suboptimal ESG outcomes plays a critical role in the pursuit of producing superior long-term sustainable returns.

ESG integration happens at 3 stages of our investment process:

Research and initial screening

The ESG risks most material at a company, sector and/or region level are highlighted

Valuation models

Appropriate adjustments are made to valuation models, which then feeds into our view of the company in our ranking table

Portfolio construction

Where there are increasing ESG risks above what we have incorporated into valuation models, we will manage our exposure through the portfolio construction process.

We make use of engagement as a feedback loop in each of those stages to ensure we are appropriately calibrating the ESG risks and opportunities. We engage with management on ESG related concerns for the respective businesses and make a point to follow up the next time we meet so that we can measure their progress and update our investment case accordingly. On an annual basis, we release a Stewardship Report that details our engagements.

We support the principles espoused by the Code for Responsible Investing in South Africa (CRISA).

How to invest in our funds

Interested in
investing?

Invest

Meet our experienced
professionals

Meet the team

The value of experience

Why invest
with us?

Learn more

© 2022 Truffle Asset Management. Truffle Asset Management (Pty) Ltd, registration number 2008/009740/07, is authorised as a Category I,II and IIA FSP (FSP no: 36584)
Disclosure · CIS Disclosure
Design by iCanvas

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1	Accept Financial Statements and Statutory Reports	Annual Report and Accounts	For		Resolution passed
Ordinary	2	Directors remuneration	Director's Remuneration Policy	For		Resolution passed
Ordinary	3	Remuneration policy	Annual Report on Remuneration	For		Resolution passed
Ordinary	4	Election of directors	Re-election of Sir Julian Berney Bt	For		Resolution passed
Ordinary	5	Election of directors	Re-election of Mr Jonathan Thompson	For		Resolution passed
Ordinary	6	Election of directors	Re-election of Mr Mark Patterson	For		Resolution passed
Ordinary	7	Election of directors	Re-election of Mrs Elizabeth Edwards	For		Resolution passed
Ordinary	8	Appointment of auditors	Re-appointment of PrincewaterhouseCoopers LLP as auditors	Against	They have already been the firm’s auditors for 6 years from 30 September 2016 to 30 September 2021. It is generally guided per corporate governance guidelines like the King Code that an audit firm is rotated every 5 years to ensure sustained independence.	Resolution passed
Ordinary	9	Other	Authority to determine the auditor's remuneration	For		Resolution passed
Ordinary	10	Dividend related	Company's Dividend Policy	For		Resolution passed
Ordinary	11	Issuance of shares	Authority to allot shares	For		Resolution passed
Special	12	Share option scheme	Disapplication of pre-emption rights	For		Resolution passed
Special	13	Share buy backs	Authority to purchase own shares	For		Resolution passed
Special	14	Other	Amendment of Articles	For		Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Outcome
Ordinary	1	Election of directors	Re-election of ZJ Matlala as a director	For	Resolution passed
Ordinary	2	Election of directors	Re-election of Y Waja as a director	For	Resolution passed
Ordinary	3	Election of directors	Re-election of Prof E Links as a director	For	Resolution passed
Ordinary	4	Election of directors	Re-election of BH Azizollahoff as a director	For	Resolution passed
Ordinary	5	Election of directors	Re-election of R Asmal as a director	For	Resolution passed
Ordinary	6	Election of directors	Re-election of IS Petersen as a director	For	Resolution passed
Ordinary	7	Election of directors	Re-election of SA Halliday as a director	For	Resolution passed
Ordinary	8	Other	Re-election of Y Waja as a member and chairman of the audit and risk committee.	For	Resolution passed
Ordinary	9	Other	Re-election of BH Azizollahoff as a member of the audit and risk committee.	For	Resolution passed
Ordinary	10	Other	Re-election of Prof E Links as a member of the audit and risk committee.	For	Resolution passed
Ordinary	11	Appointment of auditors	Re-election of Mazars as independent external auditor and Susan Truter as the designated audit partner of the company.	For	Resolution passed
Ordinary	12	Issuance of shares	General authority to issue shares for cash	For	Resolution passed
Ordinary	13	Issuance of shares	Specific authority to issue shares pursuant to a reinvestment option.	For	Resolution passed
Ordinary	14	Remuneration policy	Endorsement of the remuneration policy	For	Resolution passed
Ordinary	15	Remuneration policy	Endorsement of the remuneration implementation report.	For	Resolution passed
Ordinary	16	Other	To authorise the signature of documentation	For	Resolution passed
Special	1	Loan/financial assistance	Financial assistance to related or inter-related companies	For	Resolution passed
Special	2	Loan/financial assistance	Financial assistance for the subscription and/or purchase of securities in the company or in related or inter-related companies.	For	Resolution passed
Special	3	Share buy backs	Share repurchases	For	Resolution passed
Special	4	Directors remuneration	Approval of non-executive directors’ remuneration	For	Resolution passed
Special	5	Issuance of shares	Approval to issue shares in terms of section 41(1) of the Companies Act.	For	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Outcome
Ordinary	1	Election of directors	Re-election of Bridgitte Mathews as an independent non-executive director	For	Resolution passed
Ordinary	2	Election of directors	Re-election of Amanda Dambuza as an independent non-executive director	For	Resolution passed
Ordinary	3	Election of directors	Re-election of Andrew König as executive director	For	Resolution passed
Ordinary	4	Election of directors	Re-election of Ntombi Langa-Royds as an independent non-executive director	For	Resolution passed
Ordinary	5,1	Appointment of auditors	Election of Bridgitte Mathews as a member of the audit committee	For	Resolution passed
Ordinary	5,2	Appointment of auditors	Election of Diane Radley as chairperson and as a member of the audit committee	For	Resolution passed
Ordinary	5,3	Appointment of auditors	Election of Lesego Sennelo as a member of the audit committee	For	Resolution passed
Ordinary	6	Appointment of auditors	Re-appointment of PwC as independent external auditor	For	Resolution passed
Ordinary	7	Shares under director control	Placing the unissued ordinary shares under the control of the directors	For	Resolution passed
Ordinary	8	Issuance of shares	General authority to issue shares for cash	For	Resolution passed
Ordinary	9	Other	Specific authority to issue shares pursuant to a reinvestment option	For	Resolution passed
Ordinary	10	Remuneration policy	Non-binding advisory vote on the remuneration policy of the company	For	Resolution passed
Ordinary	11	Remuneration policy	Non-binding advisory vote on the implementation of the remuneration policy of the company	For	Resolution passed
Ordinary	12	Other	Authorisation of directors and/or the company secretary	For	Resolution passed
Special	1	Directors remuneration	Non-executive director fees	For	Resolution passed
Special	2	Loan/financial assistance	Approval for the granting of financial assistance to directors, prescribed officers and other identified employees as employee share scheme beneficiaries.	For	Resolution passed
Special	3,1	Loan/financial assistance	Approval for the granting of financial assistance in terms of section 44 of the Companies Act.	For	Resolution passed
Special	3,2	Loan/financial assistance	Approval for the granting of financial assistance in terms of section 45 of the Companies Act.	For	Resolution passed
Special	4	Share buy backs	General authority for a repurchase of shares issued by the company	For	Resolution passed
Special	5	Share buy backs	Specific authority to repurchase the Ma’Afrika shares	For	Resolution passed
Special	6	Share buy backs	Specific authority to repurchase the Madison shares	For	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Outcome
Ordinary	1	Election of directors	Re-election of Ms T Abdool-Samad as an independent non-executive director	For	Resolution passed
Ordinary	2	Election of directors	Re-election of Mr AB Darko as an independent non-executive director	For	Resolution passed
Ordinary	3	Election of directors	Re-election of Mr AE Dickson as an executive director	For	Resolution passed
Ordinary	4	Election of directors	Re-election of Mr LP Fourie as an independent non-executive director	For	Resolution passed
Ordinary	5	Election of directors	Re-election of Adv NDB Orleyn as a non-executive director	For	Resolution passed
Ordinary	6	Appointment of auditors	Re-election of Mr LP Fourie to the Audit Committee	For	Resolution passed
Ordinary	7	Appointment of auditors	Re-election of Ms T Abdool-Samad to the Audit Committee	For	Resolution passed
Ordinary	8	Appointment of auditors	Re-election of Mr AB Darko to the Audit Committee	For	Resolution passed
Ordinary	9	Appointment of auditors	Re-election of Ms S Martin to the Audit Committee	For	Resolution passed
Ordinary	10	Appointment of auditors	Re-election of Dr MT Matshoba-Ramuedzisi to the Audit Committee	For	Resolution passed
Ordinary	11	Appointment of auditors	Re-appointment of external auditors: Deloitte & Touche	For	Resolution passed
Ordinary	12	Appointment of auditors	Appointment of individual designated auditor: Ms N Ranchod	For	Resolution passed
Ordinary	13	Other	Ratification relating to personal financial interest arising from multiple offices in the Reunert Group	For	Resolution passed
Ordinary	14	Remuneration policy	Endorsement of the Reunert Remuneration Policy	For	Resolution passed
Ordinary	15	Remuneration policy	Endorsement of the Reunert Remuneration Implementation Report	For	Resolution passed
Special	16	Share buy backs	General authority to repurchase shares, which repurchase shall not exceed 5% of the issued shares as at the date of the Notice to which this Form of Proxy is attached	For	Resolution passed
Special	17	Directors remuneration	Approval of non-executive directors’ remuneration	For	Resolution passed
Special	18	Directors remuneration	Approval of non-executive directors’ remuneration for ad hoc assignments	For	Resolution passed
Special	19	Loan/financial assistance	Approval of financial assistance relating to share repurchases of Reunert’s shares and share plans (S44)	For	Resolution passed
Special	20	Loan/financial assistance	Approval of financial assistance to the Group relating to securities for the advancement of commercial interests (S44)	For	Resolution passed
Special	21	Loan/financial assistance	Approval of financial assistance for the furtherance of the Group’s commercial interests, to related or inter-related entities or related foreign companies (S45)	For	Resolution passed
Ordinary	22	Other	Signature of documents and authority of executive director or company secretary to implement resolutions passed	For	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1	Accept Financial Statements and Statutory Reports	Acceptance of annual financial statements	For		Resolution passed
Ordinary	2	Election of directors	Re-election of Mr MD Lynch-Bell as a director	For		Resolution passed
Ordinary	3	Election of directors	Re-election of Mr H Molotsi as a director	For		Resolution passed
Ordinary	4	Election of directors	Re-election of Ms N Mokhesi as a director	For		Resolution passed
Ordinary	5	Other	Election of Dr NN Gwagwa as a director	For		Resolution passed
Ordinary	6	Other	Election of Ms HH Hickey as a member and chair of the audit and risk committee.	Against	Mrs Hickey is a former at Ety(Auditors). Not independent.	Resolution passed
Ordinary	7	Other	Re-election of Mr MD Lynch-Bell as a member of the audit and risk committee.	For		Resolution passed
Ordinary	8	Other	Re-election of Ms NP Mnxasana as a member of the audit and risk committee.	For		Resolution passed
Ordinary	9	Other	Election of Mr HN Molotsi as a member of the audit and risk committee.	For		Resolution passed
Ordinary	10	Appointment of auditors	Appointment of external auditor	For		Resolution passed
Ordinary	11	Remuneration policy	Non-binding advisory vote on remuneration policy.	For		Resolution passed
Ordinary	12	Remuneration policy	Non-binding advisory vote on remuneration implementation report.	For		Resolution passed
Special	1,1	Directors remuneration	Approval of non-executive directors’ fees: Chair of the board	For		Resolution passed
Special	1,2	Directors remuneration	Approval of non-executive directors’ fees: Resident non-executive directors	Against	Fees are not linked to meeting attendance.	Resolution passed
Special	1,3	Directors remuneration	Approval of non-executive directors’ fees: Lead Independent Director	For		Resolution passed
Special	1,4	Directors remuneration	Approval of non-executive directors’ fees: Non-resident non-executive directors.	Against	Fees are not linked to meeting attendance.	Resolution passed
Special	1,5	Other	Approval of non-executive directors’ fees: Resident chair of the audit and risk committee.	For		Resolution passed
Special	1,6	Other	Approval of non-executive directors’ fees: Resident members of the audit and risk committee.	For		Resolution passed
Special	1,7	Other	Approval of non-executive directors’ fees: Non-resident members of the audit and risk committee.	For		Resolution passed
Special	1,8	Other	Approval of non-executive directors’ fees: Non-resident chair of the remuneration committee.	For		Resolution passed
Special	1,9	Other	Approval of non-executive directors’ fees: Resident chair of the remuneration committee.	For		Resolution passed
Special	1,1	Other	Approval of non-executive directors’ fees: Resident chair of the social, ethics and transformation committee.	For		Resolution passed
Special	1,11	Other	Approval of non-executive directors’ fees: Resident chair of the strategy and investment committee.	For		Resolution passed
Special	1,12	Other	Approval of non-executive directors’ fees: Resident chair of the nomination committee.	For		Resolution passed
Special	1,13	Other	Approval of non-executive directors’ fees: Resident members of each of the board committees other than the audit and risk committee.	For		Resolution passed
Special	1,14	Other	Approval of non-executive directors’ fees: Non-resident members of each of the board committees other than the audit and risk committee.	For		Resolution passed
Special	2	Loan/financial assistance	Approval of loans or other financial assistance to related or inter-related companies and corporations.	For		Resolution passed
Special	3	Share buy backs	General authority to acquire the company’s own shares.	For		Resolution passed

Responsible Investing

ESG Integration in the investment process

Environmental, social, and governance (ESG) issues, in addition to financial metrics, are taken into account in our investment decision-making process.

ESG integration happens at 3 stages of our investment process:

Research and initial screening

Valuation models

Portfolio construction

How to invest in our funds

Interested in
investing?

Meet our experienced
professionals

The value of experience

Why invest
with us?

Our funds

Quick links

Contact

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1,1	Election of directors	Re-election of the directors retiring by rotation in terms of the Sappi’s memorandum of incorporation: Mr SR Binnie.	For		Resolution passed
Ordinary	1,2	Election of directors	Re-election of the directors retiring by rotation in terms of the Sappi’s memorandum of incorporation: Mr JM Lopez.	For		Resolution passed
Ordinary	1,3	Election of directors	Re-election of the directors retiring by rotation in terms of the Sappi’s memorandum of incorporation: Mr BR Beamish.	For		Resolution passed
Ordinary	2,1	Other	Election of Audit and Risk Committee members: Mr NP Mageza (chairperson).	Against	Not Independent due to length of tenure (12 years on board), he is likely to also have capacity constraints given his duties on other boards – might not be able to have the time to exercise the skill and care that the role requires as chairperson of Audit and Risk committee.	Resolution passed
Ordinary	2,2	Other	Election of Audit and Risk Committee members: Ms ZN Malinga.	For		Resolution passed
Ordinary	2,3	Other	Election of Audit and Risk Committee members: Dr B Mehlomakulu.	Against	Reputational risk given her dismissal as CEO of the SABS and irregular links to the Gupta family. While not conclusive – choose to err on the side of caution.	Resolution passed
Ordinary	2,4	Other	Election of Audit and Risk Committee members: Mr RJAM Renders.	For		Resolution passed
Ordinary	3	Appointment of auditors	Re-appointment of KPMG Inc as auditors of Sappi for the year ending 2022 and until the conclusion of the next Annual General Meeting of Sappi.	For		Resolution passed
Ordinary	4	Remuneration policy	Non-binding endorsement remuneration policy.	For		Resolution passed
Ordinary	5	Remuneration policy	Non-binding endorsement remuneration policy implementation report.	For		Resolution passed
Ordinary	6	Other	Authority for directors and Group Company Secretary to sign all such documents and do all such things necessary to or reasonably desirable for or incidental to the implementation of the resolutions passed at this AGM.	For		Resolution passed
Special	1	Directors remuneration	Non-executive director's fees.	For		Resolution passed
Special	2	Loan/financial assistance	Loans or other financial assistance to related or inter-related companies.	For		Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Outcome
Ordinary	1	Other	To authorise the Company's migration to a secondary listing on the JSE with effect from 11 February 2022 in accordance with the terms of Resolution 1.	For	Resolution passed
Ordinary	2	Share option scheme	To authorise the Industrials REIT Limited SAYE Share Option Plan in accordance with the terms of Resolution 2.	For	Resolution passed
Special	3	Other	THAT the articles of incorporation produced to the meeting and initialled by the chair of the meeting for the purpose of identification be adopted by the Company in substitution of, and to the exclusion of, the existing articles of incorporation with effect from completion of the purposed JSE Migration in accordance with the terms of Resolution 3.	For	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Outcome
Ordinary	1,1	Election of directors	Re-election and election of directors: K Moroka	For	Resolution passed
Ordinary	1,2	Election of directors	Re-election and election of directors: M Kuscus	For	Resolution passed
Ordinary	1,3	Election of directors	Re-election and election of directors: T Leoka	For	Resolution passed
Ordinary	1,4	Election of directors	Re-election and election of directors: R Philips	For	Resolution passed
Ordinary	2	Appointment of auditors	Re-appointment of independent external auditors	For	Resolution passed
Ordinary	3,1	Appointment of auditors	Appointment of the following audit committee member: MR Bower (Chair).	For	Resolution passed
Ordinary	3,2	Appointment of auditors	Appointment of the following audit committee member: B Bulo.	For	Resolution passed
Ordinary	3,3	Appointment of auditors	Appointment of the following audit committee member: D Kneale.	For	Resolution passed
Ordinary	3,4	Appointment of auditors	Appointment of the following audit committee member: T Leoka.	For	Resolution passed
Ordinary	4	Other	Signature of documents	For	Resolution passed
Ordinary	5	Remuneration policy	Approval of the remuneration policy	For	Resolution passed
Ordinary	6	Other	Approval of the implementation report.	For	Resolution passed
Special	7	Share buy backs	General authority to repurchase shares	For	Resolution passed
Special	8	Directors remuneration	Approval of non-executive director's remuneration for the period 1 October 2021 to 30 September 2022.	For	Resolution passed
Special	9	Loan/financial assistance	Financial assisstance to related and inter-related companies in terms of sections 44 and 45 of the Companies Act.	For	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Outcome
Ordinary	1	Accept Financial Statements and Statutory Reports	Consideration and adoption of Annual Financial Statements	For	Resolution passed
Ordinary	2,1	Election of directors	Mr FG van Heerden	For	Resolution passed
Ordinary	2,2	Election of directors	Ms AD Cupido	For	Resolution passed
Ordinary	3,1	Election of directors	Re-election of Mr WF Potgieter	For	Resolution passed
Ordinary	3,2	Election of directors	Re-election of Mrs TM Shabangu	For	Resolution passed
Ordinary	4,1	Other	Re-appointment of the following as a member of the Audit and Risk Management Committee: Mr DJ Fouché	For	Resolution passed
Ordinary	4,2	Other	Re-appointment of the following as a member of the Audit and Risk Management Committee: Mr S Mayet	For	Resolution passed
Ordinary	4,3	Other	Re-appointment of the following as a member of the Audit and Risk Management Committee: Mrs TM Shabangu (subject to the passing of ordinary resolution 3.2)	For	Resolution passed
Ordinary	5,1	Other	Re-appointment of the following as a member of the Social and Ethics Committee: Mrs TM Shabangu (subject to the passing of ordinary resolution 3.2)	For	Resolution passed
Ordinary	5,2	Other	Re-appointment of the following as a member of the Social and Ethics Committee: Dr T Eloff	For	Resolution passed
Ordinary	5,3	Other	Re-appointment of the following as a member of the Social and Ethics Committee: Mr GD Arnold	For	Resolution passed
Ordinary	5,4	Other	Re-appointment of the following as a member of the Social and Ethics Committee: Mr LW Hansen	For	Resolution passed
Ordinary	6	Appointment of auditors	Appointment of the independent auditor	For	Resolution passed
Ordinary	7	Auditor remuneration	Authority for determination of auditor’s remuneration	For	Resolution passed
Ordinary	8	Remuneration policy	Approval of the Remuneration Policy	For	Resolution passed
Ordinary	9	Remuneration policy	Approval of the implementation of the Remuneration Policy	For	Resolution passed
Ordinary	10	Other	Signature of documentation	For	Resolution passed
Special	11	Other	Fees payable to non-executive directors	For	Resolution passed
Special	12	Other	Authority to provide financial assistance to related and inter-related companies	For	Resolution passed
Special	13	Share buy backs	General authority to repurchase shares in the Company	For	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Outcome
Ordinary	1	Share option scheme	Endorsement of the Conditional Share Plan 2022	For	Resolution passed
Ordinary	2	Share option scheme	Endorsement of TSR Hurdled Incentive Plan 2022	For	Resolution passed
Ordinary	3	Other	Implementation of resolutions	For	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1	Appointment of auditors	Re-appointment of the auditors	For		Resolution passed
Ordinary	2,1	Election of directors	Re-election of Ms SN Maziya as director	Against	Director is not independent, has been a member since 2006.	Resolution passed
Ordinary	2,2	Election of directors	Re-election of Ms KM Forbay as director	For		Resolution passed
Ordinary	2,3	Election of directors	Re-election of Mr AJ Bester as director	For		Resolution passed
Ordinary	3,1	Other	Appointment of Mr AJ Bester as Audit committee member	For		Resolution passed
Ordinary	3,2	Other	Appointment of Mr RW Gardiner as Audit committee member	For		Resolution passed
Ordinary	3,3	Other	Appointment of Ms SN Maziya as Audit committee member	Against	Director is not independent, has been a member since 2006.	Resolution passed
Ordinary	3,4	Other	Appointment of Ms KM Forbay as Audit committee member	For		Resolution passed
Ordinary	4	Remuneration policy	Non-binding advisory vote: endorsement of the Company’s Remuneration policy	Against	Excessive STO bonus for poor performance. Executives earned double their salary in STI bonuses while they delivered poor results.	Resolution passed
Ordinary	5	Remuneration policy	Non-binding advisory vote: endorsement of the Company’s Remuneration and Implementation Report	Against	Excessive STO bonus for poor performance. Executives earned double their salary in STI bonuses while they delivered poor results.	Resolution passed
Ordinary	6	Shares under director control	Placing unissued shares under the control of the directors	For		Resolution passed
Ordinary	7	Other	Directors’ and/or Company secretary authority to implement special and ordinary resolutions	For		Resolution passed
Special	1	Directors remuneration	Approval of directors’ fees for 2021/2022 financial year	For		Resolution passed
Special	2	Loan/financial assistance	Financial assistance to directors, prescribed officers, employee share scheme beneficiaries and related or inter-related companies and corporations	For		Resolution passed
Special	3	Share buy backs	General authority to repurchase Company shares	For		Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Outcome
Ordinary	1	Accept Financial Statements and Statutory Reports	Presentation and adoption of Annual Financial Statements	For	Resolution passed
Ordinary	2	Other	Presentation and noting of the Social & Ethics Committee report	For	Resolution passed
Ordinary	3,1	Election of directors	Re-election of: Kuseni Dlamini	For	Resolution passed
Ordinary	3,2	Election of directors	Re-election of: Ben Kruger	For	Resolution passed
Ordinary	3,3	Election of directors	Re-election of: Themba Mkhwanazi	For	Resolution passed
Ordinary	3,4	Election of directors	Re-election of: Babalwa Ngonyama	For	Resolution passed
Ordinary	4	Appointment of auditors	Reappointment of independent external auditors	For	Resolution passed
Ordinary	5,1	Other	Election of Audit & Risk Committee member: Linda de Beer	For	Resolution passed
Ordinary	5,2	Other	Election of Audit & Risk Committee member: Ben Kruger	For	Resolution passed
Ordinary	5,3	Other	Election of Audit & Risk Committee member: Babalwa Ngonyama	For	Resolution passed
Ordinary	6	Shares under director control	Place unissued shares under the control of directors	For	Resolution passed
Ordinary	7	Issuance of shares	General but restricted authority to issue shares for cash	For	Resolution passed
Ordinary	8	Other	Authorisation for an executive director to sign necessary documents	For	Resolution passed
Non-binding advisory votes	i	Remuneration policy	Remuneration policy	For	Resolution passed
Non-binding advisory votes	ii	Remuneration policy	Remuneration implementation report	For	Resolution passed
Special	1.1 (a)	Directors remuneration	Remuneration of non-executive: Board Chairman	For	Resolution passed
Special	1.1 (b)	Directors remuneration	Remuneration of non-executive: Board Member	For	Resolution passed
Special	1.2 (a)	Directors remuneration	Remuneration of non-executive: Audit & Risk Committee - Chairman	For	Resolution passed
Special	1.2 (b)	Directors remuneration	Remuneration of non-executive: Audit & Risk Committee - Member	For	Resolution passed
Special	1.3 (a)	Directors remuneration	Remuneration of non-executive: Remuneration & Nomination Committee - Chairman	For	Resolution passed
Special	1.3 (b)	Directors remuneration	Remuneration of non-executive: Remuneration & Nomination Committee - Member	For	Resolution passed
Special	1.4 (a)	Directors remuneration	Remuneration of non-executive: Social & Ethics Committee - Chairman	For	Resolution passed
Special	1.4 (b)	Directors remuneration	Remuneration of non-executive: Social & Ethics Committee - Member	For	Resolution passed
Special	2	Loan/financial assistance	Financial assistance to related or inter-related company	For	Resolution passed
Special	3	Share buy backs	General authority to repurchase shares	For	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1	Election of directors	Re-election of Mr F Abbott	For		Resolution passed
Ordinary	2	Election of directors	Re-election of Mr WM Gule	For		Resolution passed
Ordinary	3	Election of directors	Re-election of Mr AK Maditsi	For		Resolution passed
Ordinary	4	Election of directors	Re-election of Mr DC Noko	For		Resolution passed
Ordinary	5	Appointment of auditors	Reappointment of external auditor and Mr PD Grobbelaar as the designated auditor	Against	Board tenure is well in excess of 10 years – which starts creating familiarity and potentially compromising independence.	Resolution passed
Ordinary	6,1	Other	Elect the following independent non-executive directors as members of the audit and risk committee: Mr TA Boardman	Against	Board tenure is well in excess of 10 years – which starts creating familiarity and potentially compromising independence.	Resolution passed
Ordinary	6,2	Other	Elect the following independent non-executive directors as members of the audit and risk committee:Mr F Abbott	Against	Board tenure is well in excess of 10 years – which starts creating familiarity and potentially compromising independence.	Resolution passed
Ordinary	6,3	Other	Elect the following independent non-executive directors as members of the audit and risk committee: Mr AD Botha	Against	Board tenure is well in excess of 10 years – which starts creating familiarity and potentially compromising independence.	Resolution passed
Ordinary	6,4	Other	Elect the following independent non-executive directors as members of the audit and risk committee: Mr AK Maditsi	Against	Board tenure is well in excess of 10 years – which starts creating familiarity and potentially compromising independence.	Resolution passed
Ordinary	6,5	Other	Elect the following independent non-executive directors as members of the audit and risk committee: Ms PJ Mnisi	For		Resolution passed
Ordinary	6,6	Other	Elect the following independent non-executive directors as members of the audit and risk committee: Dr RV Simelane	Against	Board tenure is well in excess of 10 years – which starts creating familiarity and potentially compromising independence.	Resolution passed
Ordinary	7	Remuneration policy	Non-binding advisory vote on the company’s remuneration policy	For		Resolution passed
Ordinary	8	Remuneration policy	Non-binding advisory vote on the company’s remuneration implementation report	For		Resolution passed
Ordinary	9	Shares under director control	Placing control of authorised but unissued company shares in the hands of the board	For		Resolution passed
Ordinary	10	Issuance of shares	General authority to allot and issue shares for cash	For		Resolution passed
Special	1,1	Directors remuneration	Authorise the company to pay the following remuneration to non-executive directors: Annual retainer fees as outlined in the notice of annual general meeting	For		Resolution passed
Special	1,2	Directors remuneration	Authorise the company to pay the following remuneration to non-executive directors: Fees for attending board meetings as outlined the notice of annual general meeting	For		Resolution passed
Special	2	Other	Committee meeting attendance fees with effect from 1 July 2021 as outlined the notice of annual general meeting	For		Resolution passed
Special	3	Loan/financial assistance	Financial assistance – for subscription for securities	For		Resolution passed
Special	4	Loan/financial assistance	Financial assistance – for related or inter-related companies	For		Resolution passed
Special	5	Issuance of shares	Issue of shares to persons listed in section 41(1) of the Companies Act in connection with the company’s share or employee incentive schemes	For		Resolution passed
Special	6	Share buy backs	General authority to repurchase shares	Against	While we don’t disagree with the percentage of shares being able to be re-purchased (5%), in this respect with a large controlling shareholder, any share repurchases by the company could compromise minority shareholders rights.	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1,1	Election of directors	Re-election of director: JP Burger	For		Resolution passed
Ordinary	1,2	Election of directors	Re-election of director: T Winterboer	For		Resolution passed
Ordinary	1,3	Other	Vacancy filled by director during the year: SP Sibisi	For		Resolution passed
Ordinary	2,1	Appointment of auditors	Appointment of Deloitte & Touche as external auditor	For		Resolution passed
Ordinary	2,2	Appointment of auditors	Appointment of PricewaterhouseCoopers Inc. as external auditor	For		Resolution passed
Ordinary	3	Issuance of shares	General authority to issue authorised but unissued ordinary shares for cash	For		Resolution passed
Ordinary	4	Other	Signing authority to director and/or group company secretary	For		Resolution passed
Advisory endorsement	i	Remuneration policy	Advisory endorsement on a non-binding basis for the remuneration policy	Against	No disclosure of STI targets in advance - makes it difficult at assess if the performance metrics are relevant and impossible to link performance to awards. LTI’s - Financial vesting targets seems low. We would also prefer a longer vesting period than the current 3 year period.	Resolution passed
Advisory endorsement	ii	Remuneration policy	Advisory endorsement on a non-binding basis for the remuneration implementation report	Against	Given that FY21 STI performance targets and outcomes were not adequately disclosed, it makes it very difficult to calculate the value of STI awards. Lack of disclosure makes accountability difficult.	Resolution rejected
Special	1	Share buy backs	General authority to repurchase ordinary shares	For		Resolution passed
Special	2,1	Loan/financial assistance	Financial assistance to directors and prescribed officers as employee share scheme beneficiaries	For		Resolution passed
Special	2,2	Loan/financial assistance	Financial assistance to related and interrelated entities	For		Resolution passed
Special	3	Directors remuneration	Remuneration of non-executive directors with effect from 1 December 2021	Against	We are in principle against a fixed annual fee. We understand that board members can not always attend meetings and would therefore prefer a combination of a per attendance fee and a fixed annual fee.	Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1,1	Election of directors	Confirmation of appointment and election of Bram Goossens as a director	For		Resolution passed
Ordinary	1,2	Election of directors	Confirmation of appointment and election of Thavanesan Chetty as a director	For		Resolution passed
Ordinary	1,3	Election of directors	Confirmation of appointment and election of Benjamin Monaheng as a director	For		Resolution passed
Ordinary	2,1	Election of directors	Re-election of Susan Melanie Ludolph as a director	For		Resolution passed
Ordinary	2,2	Election of directors	Re-election of Sipho Vuso Majija as a director	For		Resolution passed
Ordinary	2,3	Election of directors	Re-election of Vuyiswa Reitumetse Ramokgopa as a director	For		Resolution passed
Ordinary	2,4	Election of directors	Re-election of Donnovan Stephen Pydigadu as a director	For		Resolution passed
Ordinary	2,5	Election of directors	Re-election of Ian David Vorster as a director	For		Resolution passed
Ordinary	3,1	Other	Re-election of Susan Melanie Ludolph as a member of the audit committee	For		Resolution passed
Ordinary	3,2	Other	Election of Bram Goossens as a member of the audit committee	For		Resolution passed
Ordinary	3,3	Other	Election of Benjamin Monaheng Kodisang as a member of the audit committee	For		Resolution passed
Ordinary	3,4	Other	Re-election of Jan Naudé Potgieter as a member of the audit committee	For		Resolution passed
Ordinary	4	Appointment of auditors	Reappointment of auditor	Against	Auditor has been auditing the group for more than 10 years. While the group is required to appoint new auditors in 2023 financial year, they should have already rotated auditors	Resolution passed
Ordinary	5	Issuance of shares	General authority to issue shares for cash	Against	Trading at discounts to NAV, no reason to be issuing shares for cash	Resolution passed
Ordinary	6	Other	Authority for directors or the company secretary to implement resolutions	For		Resolution passed
Special	1	Loan/financial assistance	Approval of financial assistance to related or inter-related companies	For		Resolution passed
Special	2	Share buy backs	Approval of the repurchase of shares	For		Resolution passed
Special	3	Loan/financial assistance	Approval of the provision of financial assistance for the purchase of shares for Black Economic Empowerment purposes	For		Resolution passed
Special	4	Directors remuneration	Authorising non-executive directors’ fees	Against	Fees appear high relative to competitors (see Growthpoint non-exec directors base fee of R69,000 relative to R331,000 base fee per non-exec director for Fortress)	Resolution passed
Special	5	Other	Authorising directors to determine nonexecutive directors’ additional special payments	Against	Could lead to conflict of interest on behalf of nonexecutive director.	Resolution passed
Non-binding advisory vote	i	Remuneration policy	Approval of the remuneration policy	Against	STI targets too low. Further detail required on CSP on targets for performance measures outlined	Resolution passed
Non-binding advisory vote	ii	Remuneration policy	Approval of the remuneration implementation report	For		Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1	Election of directors	Election of M Bosman (Ms) as a director	For		Resolution passed
Ordinary	2	Election of directors	Election of AJ Mokgwatsane as a director	For		Resolution passed
Ordinary	3	Election of directors	Re-election of GM Tapon Njamo as a director	For		Resolution passed
Ordinary	4	Appointment of auditors	Re-appointment of Independent Auditor	For		Resolution passed
Ordinary	5	Other	Appointment of M Bosman (Mr) as an Audit Committee member.	For		Resolution passed
Ordinary	6	Other	Appointment of M Bosman (Ms) (subject to ordinary resolution number one being passed) as an Audit Committee member.	For		Resolution passed
Ordinary	7	Other	Appointment of DSS Lushaba as an Audit Committee member.	Against	Director is not independent.	Resolution passed
Ordinary	8	Other	Appointment of GM Tapon Njamo (subject to ordinary resolution number three being passed) as an Audit Committee member	For		Resolution passed
Ordinary	9	Remuneration policy	Endorsement, on a non-binding advisory basis, of the Company’s Remuneration Policy.	For		Resolution passed
Ordinary	10	Remuneration policy	Endorsement, on a non-binding advisory basis, of the implementation of the Company’s Remuneration Policy.	For		Resolution passed
Special	1	Directors remuneration	Remuneration of Non-executive Directors	For		Resolution passed
Special	2	Loan/financial assistance	Financial assistance to associated or Group companies	For		Resolution passed
Special	3	Share buy backs	General repurchase of shares	For		Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1	Accept Financial Statements and Statutory Reports	Adoption of annual financial statements	For		Resolution passed
Ordinary	2,1	Election of directors	Re-election of Kevin Ellerine as a director	Against	The director is not independent. Has been on the board for 12 years.	Resolution passed
Ordinary	2,2	Election of directors	Re-election of Nonyameko Mandindi as a director	For		Resolution passed
Ordinary	2,3	Election of directors	Re-election of Wilhelm Nauta as a director	For		Resolution passed
Ordinary	2,4	Election of directors	Re-election of Brett Till as a director	For		Resolution passed
Ordinary	3,1	Other	Appointment/re-appointment of the member of the Audit and Risk committee: Thabo Mokgatlha (chairman)	For		Resolution passed
Ordinary	3,2	Other	Appointment/re-appointment of the member of the Audit and Risk committee: Zuleka Jasper	For		Resolution passed
Ordinary	3,3	Other	Appointment/re-appointment of the member of the Audit and Risk committee: Stewart Shaw-Taylor	Against	The director is not independent. Has been on the board for 21 years.	Resolution passed
Ordinary	3,4	Other	Appointment/re-appointment of the member of the Audit and Risk committee: Annabel Dallamore	For		Resolution passed
Ordinary	4	Appointment of auditors	Re-appointment of external auditor	For		Resolution passed
Ordinary	5	Issuance of shares	General authority to issue shares for cash	For		Resolution passed
Ordinary	6	Remuneration policy	Endorsement of remuneration policy	For		Resolution passed
Ordinary	7	Remuneration policy	Endorsement of remuneration implementation report	For		Resolution passed
Ordinary	8	Other	Signature of documentation	For		Resolution passed
Special	1	Share buy backs	Share repurchases	Against	The proposed limit of 20% is too high. Do not have to buy back so much.	Resolution passed
Special	2	Loan/financial assistance	Financial assistance to related and interrelated parties	For		Resolution passed
Special	3,1	Directors remuneration	Approval of non-executive directors’ fees: Board chairman	For		Resolution passed
Special	3,2	Directors remuneration	Approval of non-executive directors’ fees: Non-executive directors	For		Resolution passed
Special	3,3	Directors remuneration	Approval of non-executive directors’ fees: Audit and Risk committee chairman	For		Resolution passed
Special	3,4	Directors remuneration	Approval of non-executive directors’ fees: Audit and Risk committee member	For		Resolution passed
Special	3,5	Directors remuneration	Approval of non-executive directors’ fees: Audit and Risk committee attendee	For		Resolution passed
Special	3,6	Directors remuneration	Approval of non-executive directors’ fees: Remuneration and Nomination committee chairman	For		Resolution passed
Special	3,7	Directors remuneration	Approval of non-executive directors’ fees: Remuneration and Nomination committee member	For		Resolution passed
Special	3,8	Directors remuneration	Approval of non-executive directors’ fees: Social and Ethics committee chairman	For		Resolution passed
Special	3,9	Directors remuneration	Approval of non-executive directors’ fees: Social and Ethics committee member	For		Resolution passed
Special	3,10	Directors remuneration	Approval of non-executive directors’ fees: Social and Ethics committee attendee	For		Resolution passed
Special	3,11	Directors remuneration	Approval of non-executive directors’ fees: Investment committee chairman	For		Resolution passed
Special	3,12	Directors remuneration	Approval of non-executive directors’ fees: Investment committee member	For		Resolution passed

Resolution	Item Number	Proposal category/Resolution	Details of the Resolution	Vote	Rationale behind vote (against & abstain)	Outcome
Ordinary	1	Accept Financial Statements and Statutory Reports	Approval of Annual Financial Statements	For		Resolution passed
Ordinary	2	Appointment of auditors	Reappointment of auditor	Against	PWC has been the auditor for 53 years.	Resolution passed
Ordinary	3	Election of directors	Election of director – Mr J J Durand	For		Resolution passed
Ordinary	4	Election of directors	Election of director – Mr N P Mageza	Against	Director is not independent.	Resolution passed
Ordinary	5	Election of directors	Election of director – Mr J Malherbe	Against	Director is not independent.	Resolution passed
Ordinary	6	Election of directors	Election of director – Mr F Robertson	Against	Director is not independent.	Resolution passed
Ordinary	7	Election of directors	Election of director – Mr A E Rupert	Against	Director is not independent.	Resolution passed
Ordinary	8	Election of directors	Election of director – Mr K M S Rantloane	For		Resolution passed
Ordinary	9	Other	Election of member of the Audit and Risk Committee – Ms S E N De Bruyn	For		Resolution passed
Ordinary

Responsible Investing

ESG Integration in the investment process

Environmental, social, and governance (ESG) issues, in addition to financial metrics, are taken into account in our investment decision-making process.

ESG integration happens at 3 stages of our investment process:

Research and initial screening

Valuation models

Portfolio construction

How to invest in our funds

Interested in investing?

Meet our experienced professionals

The value of experience

Why invest with us?

Our funds

Quick links

Contact

Interested in
investing?

Meet our experienced
professionals

Why invest
with us?