Brait : Correction of AGM Results – Market Announcement

Brait SE

(Registered in Malta as a European Company) (Registration No. SE1)

Share code: BAT ISIN: LU0011857645

Bond code: WKN: A1Z6XC ISIN: XS1292954812

LEI: 549300VB8GBX4UO7WG59 ("Brait" or "the Company")

CORRECTION ANNOUNCEMENT: RESULTS OF ANNUAL GENERAL MEETING

Shareholders are referred to the results of the Annual General Meeting ("AGM") announcement released on SENS on 31 July 2019 (the "Initial Announcement"). The Company has today been made aware of inadvertent errors in the process of the Company's transfer secretaries Computershare compiling the voting results based on the voting instructions they received from Strate, the authorised Central Securities Depository ("CSD") for the electronic settlement of all financial instruments in South Africa. In accordance with standard practice, the Company relied on the voting results submitted to it by Computershare at the time of the AGM, which were contained in the Initial Announcement.

In light of the above, details of the revised voting results received by the Company from Computershare for the AGM held on 31 July 2019 are set out below. The revisions do not impact the passing of ordinary resolutions 1 - 3 and 5(a), together with extraordinary resolution 4, which were approved by the requisite majority of votes.

Further, the revised results had no change to the non-passing of extraordinary resolution 5(b) relating to the renewal of the Board's authority to withdraw statutory pre-emption rights, achieving a revised 69.8% vote in favour relative to the required 75%.

The Company confirms the voting statistics based on the revised total number of shares represented and voted at the AGM of 416,161,813 as follows (note 1):

				Shares voted for	Shares voted against
				disclosed as a	disclosed as a
				percentage of the	percentage of the
	Votes carried disclosed in relation to	number of shares	number of shares
	the total number of shares voted at the	represented and	represented and
		meeting		eligible to vote	eligible to vote
Resolutions				(note 2)	(note 2)
	For	Against	Abstained
Ordinary resolution	415,594,948	262,590	304,275	99.9%	0.1%
number 1
Receipt and approval
of audited accounts
for the financial
year ended 31 March
2019 and directors
and auditors reports
thereon

Ordinary resolution
number	2(a)
Re-election of
directors
2.1 Mr	PJ Moleketi	372,790,127	43,266,294	105,392	89.6%	10.4%
2.2 Mr	JC Botts	415,145,656	910,765	105,392	99.8%	0.2%
2.3 Mr	AS Jacobs	412,283,252	3,775,280	103,281	99.1%	0.9%
2.4 Dr	LL Porter	411,654,280	4,404,252	103,281	98.9%	1.1%
2.5 Mr	CS Seabrooke	372,190,561	43,870,531	100,721	89.4%	10.5%
2.6 Mr	HRW Troskie	376,095,415	39,965,677	100,721	90.4%	9.6%
2.7 Dr	CH Wiese	287,916,086	128,145,006	100,721	69.2%	30.8%
Ordinary resolution	404,801,120	11,257,411	103,282	97.3%	2.7%
number	2(b)
Approval of non-
executive director
compensation in
respect of the
financial year
ending	31 March 2020
Ordinary resolution
415,411,619			647,832	102,362	99.8%	0.2%
number	3
Appointment of
auditors
Extraordinary	406,395,372	9,665,650	100,791	97.7%	2.3%
resolution number 4
Renewal of Company's
authority to
purchase its own
shares	subject to
various limitations
Ordinary resolution
338,296,863	77,763,548	101,402	81.3%	18.7%
5(a)
Renewal of the
Board's authority to
issue ordinary
shares

Extraordinary	290,470,271	124,924,219	767,323	69.8%	30.0%
resolution 5(b)
Renewal of the
Board's authority to
withdraw statutory
pre-emption rights
Ordinary resolution
6 - Withdrawn
Approval of the
Equity Ownership
Plan

Note 1:

Brait's total issued share capital is 525,599,215 ordinary shares. The total number of shares legally eligible to vote at the AGM, which excludes the 17,475,070 treasury shares held, is therefore 508,124,145 ordinary shares. This represents the legal base for determining the minimum 51% threshold (259,143,314 ordinary shares) required in order for extraordinary resolutions 4 and 5(b) to be voted on.

Note 2:

Brait Mauritius Limited, a wholly owned subsidiary in the Brait Group, voluntarily elected not to vote the

36,616,189 shares held by it. Therefore, the maximum number of shares that could be represented and eligible to vote at the AGM is 471,507,956.

Malta

14 August 2019

Brait's primary listing is on the Euro MTF market of the Luxembourg Stock Exchange and its secondary listing is on the Johannesburg Stock Exchange.

Sponsor

RAND MERCHANT BANK (A division of FirstRand Bank Limited)