Results of AGM, Board and Committee changes
Summary by AI BETAClose X
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Investec Limited Incorporated in the Republic of South Africa Registration number 1925/002833/06 JSE share code: INL JSE hybrid code: INPR JSE debt code: INLV NSX share code: IVD BSE share code: INVESTEC ISIN: ZAE000081949 LEI: 213800CU7SM6O4UWOZ70 |
Investec plc Incorporated in England and Wales Registration number 3633621 LSE share code: INVP JSE share code: INP ISIN: GB00B17BBQ50 LEI: 2138007Z3U5GWDN3MY22 |
Results of Annual General Meetings of Investec Limited and Investec plc
(the AGMs) and confirmation of Board and Committee Changes
As part of the dual listed company structure, Investec plc and Investec Limited (jointly Investec) notify both the London Stock Exchange and the JSE Limited (JSE) of matters which are required to be disclosed under the Disclosure Guidance and Transparency Rules, and Listing Rules of the Financial Conduct Authority (FCA) and/or the JSE Listings Requirements.
All resolutions at both meetings were passed by the required majority. Resolutions 1 to 14, 16 to 22, 28 to 34 and 37 to 38 were passed as ordinary resolutions. Resolutions 23 to 27 and 35 to 36 were passed as special resolutions.
The voting results of the Joint Electorate Actions are identical and are given below:
|
Resolution |
Votes For |
% of Votes Cast |
Votes Against |
% of Votes Cast |
Total Votes Cast |
Total Votes Cast as a % of the Ordinary Shares in Issue |
Votes Withheld |
Votes Withheld as a % of the Ordinary Shares in Issue |
|
|
Common Business: Investec plc and Investec Limited |
|||||||||
|
1 |
Election of Nkululeko Sowazi |
696 450 177 |
94,47% |
40 760 612 |
5,53% |
737 210 789 |
80,19% |
2 090 301 |
0,23% |
|
2 |
Election of Louisa Stephens |
734 462 861 |
99,63% |
2 747 854 |
0,37% |
737 210 715 |
80,19% |
2 090 375 |
0,23% |
|
3 |
Re-election of Vivek Ahuja |
736 917 959 |
99,96% |
294 557 |
0,04% |
737 212 516 |
80,19% |
2 088 574 |
0,23% |
|
4 |
Re-election of Henrietta Baldock |
733 443 254 |
99,49% |
3 769 436 |
0,51% |
737 212 690 |
80,19% |
2 088 400 |
0,23% |
|
5 |
Re-election of Nicky Newton-King |
732 950 648 |
99,42% |
4 262 042 |
0,58% |
737 212 690 |
80,19% |
2 088 400 |
0,23% |
|
6 |
Re-election of Jasandra Nyker |
736 917 219 |
99,96% |
295 522 |
0,04% |
737 212 741 |
80,19% |
2 088 349 |
0,23% |
|
7 |
Re-election of Vanessa Olver |
735 014 677 |
99,70% |
2 198 064 |
0,30% |
737 212 741 |
80,19% |
2 088 349 |
0,23% |
|
8 |
Re-election of Diane Radley |
726 174 762 |
98,50% |
11 037 730 |
1,50% |
737 212 492 |
80,19% |
2 088 598 |
0,23% |
|
9 |
Re-election of Nishlan Samujh |
735 039 812 |
99,71% |
2 172 755 |
0,29% |
737 212 567 |
80,19% |
2 088 523 |
0,23% |
|
10 |
Re-election of Fani Titi |
736 024 809 |
99,84% |
1 188 357 |
0,16% |
737 213 166 |
80,19% |
2 087 924 |
0,23% |
|
11 |
Approval of the DLC directors' remuneration report for the year ended 31 March 2026 |
718 208 812 |
97,42% |
19 001 158 |
2,58% |
737 209 970 |
80,19% |
2 091 120 |
0,23% |
|
12 |
Approval of the DLC directors' remuneration policy |
679 161 103 |
92,13% |
58 049 442 |
7,87% |
737 210 545 |
80,19% |
2 090 545 |
0,23% |
|
Election of members of the Social and Ethics Committee |
|||||||||
|
13.1 |
Elect Nicky Newton- King as member |
732 813 035 |
99,40% |
4 398 651 |
0,60% |
737 211 686 |
80,19% |
2 089 404 |
0,23% |
|
13.2 |
Elect Fani Titi as member |
736 885 179 |
99,96% |
318 291 |
0,04% |
737 203 470 |
80,19% |
2 097 620 |
0,23% |
|
13.3 |
Elect Jasandra Nyker as member |
736 916 102 |
99,96% |
295 584 |
0,04% |
737 211 686 |
80,19% |
2 089 404 |
0,23% |
|
13.4 |
Elect Morris Mthombeni as member |
697 961 517 |
94,68% |
39 249 995 |
5,32% |
737 211 512 |
80,19% |
2 089 578 |
0,23% |
|
13.5 |
Elect Kevin McKenna as member |
697 964 641 |
94,68% |
39 247 045 |
5,32% |
737 211 686 |
80,19% |
2 089 404 |
0,23% |
|
Ordinary business: Investec Limited |
|||||||||
|
14 |
Authority to take action in respect of the resolutions |
737 207 448 |
100,00% |
6 165 |
0,00% |
737 213 613 |
80,19% |
2 087 477 |
0,23% |
|
15 |
Presentation of the audited financial statements for the year ended 31 March 2026 |
Non-voting |
|||||||
|
16 |
Sanction of the interim dividend paid on the ordinary shares |
737 214 220 |
100,00% |
1 311 |
0,00% |
737 215 531 |
80,19% |
2 085 559 |
0,23% |
|
17 |
Sanction of the interim dividend paid on the SA DAS share |
737 210 066 |
100,00% |
1 795 |
0,00% |
737 211 861 |
80,19% |
2 089 229 |
0,23% |
|
18 |
Approval of the final dividend on the ordinary shares and the SA DAS share |
736 989 601 |
99,97% |
221 528 |
0,03% |
737 211 129 |
80,19% |
2 089 961 |
0,23% |
|
19 |
Re-appointment of PWC Inc. as joint auditors |
736 891 422 |
99,96% |
323 827 |
0,04% |
737 215 249 |
80,19% |
2 085 841 |
0,23% |
|
20 |
Re-appointment of Deloitte Inc. as joint auditors |
734 726 649 |
99,66% |
2 488 829 |
0,34% |
737 215 478 |
80,19% |
2 085 612 |
0,23% |
|
Special business: Investec Limited |
|||||||||
|
21 |
Authority to issue the unissued variable rate, redeemable, cumulative preference shares; the unissued non-redeemable, non-cumulative, non- participating preference shares (perpetual preference shares); the unissued non- redeemable, non-cumulative, non-participating preference shares (non-redeemable programme preference shares); and the redeemable, non-participating preference shares (redeemable programme preference shares) |
718 564 095 |
99,42% |
4 158 298 |
0,58% |
722 722 393 |
78,61% |
16 578 697 |
1,80% |
|
22 |
Authority to issue the unissued special convertible redeemable preference shares |
732 572 627 |
99,37% |
4 637 253 |
0,63% |
737 209 880 |
80,19% |
2 091 210 |
0,23% |
|
23 |
Authority to acquire ordinary shares |
701 033 408 |
97,07% |
21 154 499 |
2,93% |
722 187 907 |
78,55% |
17 113 183 |
1,86% |
|
24 |
Authority to acquire any redeemable, non-participating preference shares and non-redeemable, non-cumulative, non-participating preference shares |
714 248 813 |
98,89% |
8 010 612 |
1,11% |
722 259 425 |
78,56% |
17 041 665 |
1,85% |
|
25 |
Financial assistance |
729 622 348 |
98,97% |
7 574 273 |
1,03% |
737 196 621 |
80,19% |
2 103 026 |
0,23% |
|
26 |
Approval of the non-executive directors' remuneration |
732 685 435 |
99,39% |
4 512 904 |
0,61% |
737 198 339 |
80,19% |
2 101 308 |
0,23% |
|
27 |
Approval of changes to the Memorandum of Incorporation |
722 388 270 |
100,00% |
22 444 |
0,00% |
722 410 714 |
78,58% |
16 888 933 |
1,84% |
|
Ordinary Business: Investec plc |
|||||||||
|
28 |
Receive the audited financial statements for the year ended 31 March 2026 |
735 522 910 |
99,85% |
1 095 402 |
0,15% |
736 618 312 |
80,12% |
2 682 778 |
0,29% |
|
29 |
Sanction of the interim dividend paid on the ordinary shares |
737 209 455 |
100,00% |
1 242 |
0,00% |
737 210 697 |
80,19% |
2 090 393 |
0,23% |
|
30 |
Approval of the final dividend on the ordinary shares |
736 954 465 |
100,00% |
256 250 |
0,00% |
737 210 715 |
80,19% |
2 090 375 |
0,23% |
|
31 |
Re-appointment of Deloitte LLP as auditor |
735 201 227 |
99,73% |
2 013 253 |
0,27% |
737 214 480 |
80,19% |
2 086 610 |
0,23% |
|
32 |
Authority for the Investec plc Audit Committee to set the remuneration of the company's auditors |
736 175 291 |
99,86% |
1 038 354 |
0,14% |
737 213 645 |
80,19% |
2 087 445 |
0,23% |
|
Special Business: Investec plc |
|||||||||
|
33 |
Authority to allot shares and other securities |
727 991 285 |
98,75% |
9 209 766 |
1,25% |
737 201 051 |
80,19% |
2 098 596 |
0,23% |
|
34 |
Amendments to the Share Incentive Plan |
682 282 179 |
97,92% |
14 485 597 |
2,08% |
696 767 776 |
75,79% |
42 533 314 |
4,63% |
|
35 |
Authority to purchase ordinary shares |
736 608 794 |
99,99% |
65 681 |
0,01% |
736 674 475 |
80,13% |
2 626 615 |
0,29% |
|
36 |
Authority to purchase preference shares |
727 398 748 |
98,73% |
9 347 702 |
1,27% |
736 746 450 |
80,14% |
2 554 640 |
0,28% |
|
Supplementary Resolutions: Election of Directors |
|||||||||
|
37 |
Election of Ingrid Johnson |
704 720 131 |
100,00% |
24 655 |
0,00% |
704 744 786 |
76,66% |
798 996 |
0,09% |
|
38 |
Election of David Duffy |
704 741 248 |
100,00% |
3 338 |
0,00% |
704 744 586 |
76,66% |
799 196 |
0,09% |
Other information
As at the date of the AGMs, Investec plc's issued capital consists of 696 082 618 ordinary shares of GBP0.0002 each (PLC Ordinary Shares). Of these, 65 541 154 PLC Ordinary Shares are held by Investec Limited exclusive of voting rights at the date of this announcement. The total number of voting rights in Investec plc is 630 541 464. Investec Limited's issued capital consists of 290 464 999 ordinary shares of ZAR0.0002 each (LTD Ordinary Shares). Of these, 35 214 034 LTD Ordinary Shares are held in Treasury by the Investec Share Trusts which are precluded from voting on certain of the resolutions.
In accordance with the dual listed companies' structure, the aggregate minimum number of voting rights which therefore may be exercised at the AGMs was 885 792 429.
Votes withheld are not votes in law and have not been counted in the calculation of the proportion of votes 'for' or 'against' a resolution. Proxy appointments which gave discretion to the Chair have been included in the 'for' total.
Submission of Resolutions passed at the AGMs
Copies of all resolutions passed as special business at the AGMs held on 06 August 2026, pursuant to Listing Rule 9.6.2, will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism
Board and Committee Changes
In accordance with paragraph 6.71 of the JSE Listings Requirements and paragraph 6.42 of the Debt and Specialist Securities Listings Requirements, and as previously announced on 21 May 2026, Investec confirms that Philip Hourquebie retired as Group Chair and as a non-executive director of Investec Limited and Investec plc, and that Stephen Koseff retired as a non-executive director of Investec Limited and Investec plc, in each case at the close of the AGMs. Henrietta Baldock was appointed Group Chair with effect from the close of the AGMs.
Following Henrietta Baldock's appointment as Group Chair, Vivek Ahuja was appointed as Senior Independent Director of Investec Limited and Investec plc with effect from the close of the AGMs. In this role, Vivek Ahuja will act as a sounding board for the Group Chair, serve as an intermediary for the other directors where necessary and be available to shareholders where concerns have not been resolved through the normal channels.
Vivek Ahuja was also appointed as acting Chair of the DLC Remuneration Committee with effect from the same date, pending the appointment of a permanent Committee Chair. The acting appointment ensures continuity of leadership and oversight of the Committee during the transition period.
David Miller Niki van Wyk
Company Secretary Company Secretary
Investec plc Investec Limited
Johannesburg and London
Date: 06 August 2026
Sponsor: Investec Bank Limited
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