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08/05/2008
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Annual General Meetings – Mondi Limited and Mondi plc

As part of the dual listed company structure, Mondi Limited and Mondi plc notify both the JSE Limited and the London Stock Exchange of matters required to be disclosed under the JSE Listings Requirements and/or the Disclosure and Transparency and Listing Rules of the United Kingdom Listing Authority.


The Annual General Meetings of Mondi Limited and Mondi plc were both held on 7 May 2008. 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 except resolution 17. The voting results of the Joint Electorate Actions are identical and are given below.

Resolution 17 proposed that the directors be given authority to issue shares in Mondi Limited for cash, up to a limit of 5% of unissued share capital. Through the voting on resolution 17 and certain other resolutions, Mondi has become aware that South African shareholders have concerns about resolutions placing shares under the control of directors and, in particular, authorising the directors to issue shares for cash. We will look into this matter further to understand fully the concerns of South African shareholders, which we believe are not specific to Mondi.

Resolution

Votes

For

%

Votes

Against

%

Votes Withheld

Votes

total

Common Business: Mondi Limited and Mondi plc

 

1. To elect as a director Sir John Parker

272,308,377

99.07

2,547,101

0.93

2,471,558

277,327,036

2. To elect as a director Cyril Ramaphosa

265,042,927

97.41

7,041,975

2.59

5,242,134

277,327,036

3. To elect as a director David Hathorn

274,422,087

99.78

605,855

0.22

2,296,851

277,324,793

4. To elect as a director Paul Hollingworth

274,421,666

99.78

606,528

0.22

2,296,849

277,325,043

5. To elect as a director Colin Matthews

274,699,083

99.87

370,620

0.13

2,255,340

277,325,043

6. To elect as a director Imogen Mkhize

274,271,552

99.71

799,598

0.29

2,255,643

277,326,793

7. To elect as a director Peter Oswald

274,463,474

99.78

605,960

0.22

2,255,359

277,324,793

8. To elect as a director Anne Quinn

274,697,532

99.86

371,688

0.14

2,255,823

277,325,043

9. To elect as a director David Williams

273,296,004

99.36

1,773,699

0.64

2,255,340

277,325,043

Mondi Limited Business

10. To receive and adopt the report and accounts

276,776,287

100.00

602

0.00

550,154

277,327,043

11. To determine, ratify and approve the directors’ remuneration

241,531,373

91.14

23,483,944

8.86

12,309,726

277,325,043

12. To declare a final dividend

272,461,486

100.00

3,669

0.00

4,859,888

277,325,043

13. To reappoint the auditors

267,722,683

99.69

837,547

0.31

8,764,813

277,325,043

14. To authorise the directors to determine the auditors’ remuneration

271,982,039

99.81

523,918

0.19

4,818,836

277,324,793

15. To place 5% of the unissued ordinary shares of Mondi Limited under the control of the directors of Mondi Limited

201,846,523

74.07

70,655,242

25.93

4,825,028

277,326,793

16. To place 5% of the remaining unissued shares (excluding ordinary shares) of Mondi Limited under the control of the directors of Mondi Limited

201,424,955

73.96

70,921,925

26.04

4,977,913

277,324,793

17. To authorise the directors to allot and issue ordinary shares of Mondi Limited for cash

186,102,847

68.33

86,253,421

31.67

4,970,775

277,327,043

18. To authorise Mondi Ltd to purchase its own shares*

269,633,536

98.95

2,873,975

1.05

4,817,532

277,325,043

19. To adopt new Articles of Association of Mondi Limited*

260,630,538

99.81

503,626

0.19

16,190,879

277,325,043

Mondi plc Business

 

20. To receive the report and accounts

271,992,517

100.00

600

0.00

5,331,926

277,325,043

21. To approve the directors’ remuneration report

251,935,828

95.14

12,865,581

4.86

12,525,634

277,327,043

22. To declare a final dividend

276,817,166

100.00

9

0.00

509,618

277,326,793

23. To reappoint the auditors

272,079,672

99.68

860,248

0.32

4,387,123

277,327,043

24. To authorise the directors to determine the auditors’ remuneration

274,320,150

99.81

518,757

0.19

2,486,136

277,325,043

25. To authorise the directors to allot relevant securities

207,969,337

75.12

68,887,660

24.88

468,046

277,325,043

26. To authorise the directors to disapply pre-emption rights*

208,189,627

75.20

68,651,973

24..80

483,443

277,325,043

27. To authorise Mondi plc to purchase its own shares*

276,840,007

99.99

34,902

0.01

450,134

277,325,043

28. To adopt new Articles of Association of Mondi plc*

264,994,148

99.82

488,079

0.18

11,844,816

277,327,043

* Special Resolutions

‡ 75% votes in favour required pursuant to the Listings Requirements of the JSE Limited.

Philip Laubscher
Company Secretary
Mondi Limited
Carol Hunt
Company Secretary
Mondi plc

Last change: 09/05/2008

© 2008 by Mondi
© 2008 by Mondi