Source - PRN

Mondi Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1967/013038/06)
JSE share code: MND ISIN: ZAE000156550

Mondi plc
(Incorporated in England and Wales)
(Registered number: 6209386)
LEI: 213800LOZA69QFDC9N34
JSE share code: MNP ISIN: GB00B1CRLC47
LSE share code: MNDI

17 May 2018

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 Listings Requirements of the JSE Limited and/or the Disclosure Guidance 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 16 May 2018. 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. The voting results of the Joint Electorate Actions are identical and are given below. Overall in excess of 68% of the total Group shares were voted.

Resolution Votes
For
% Votes
Against
% Votes
Total
Votes Withheld
Common Business:
Mondi Limited and Mondi plc
1. To elect Stephen Young as a director                                        335,580,284 99.60 1,343,341 0.40 336,923,625 546,853
2. To re-elect Tanya Fratto as a director 334,684,426 99.34 2,233,730 0.66 336,918,156 552,322
3. To re-elect Stephen Harris as a director 335,710,478 99.64 1,213,647 0.36 336,924,125 546,853
4. To re-elect Andrew King as a director 333,232,079 98.90 3,690,946 1.10 336,923,025 547,453
5. To re-elect Peter Oswald as a director 335,067,680 99.45 1,856,345 0.55 336,924,025 546,953
6. To re-elect Fred Phaswana as a director 333,740,232 99.20 2,706,680 0.80 336,446,912 1,023,566
7. To re-elect Dominique Reiniche as a director 335,829,410 99.68 1,094,214 0.32 336,923,624 546,853
8. To re-elect David Williams as a director 324,056,713 96.32 12,389,447 3.68 336,446,160 1,024,816
9. To elect Tanya Fratto as a member of the DLC audit committee 335,712,517 99.64 1,205,751 0.36 336,918,268 552,210
10. To elect Stephen Harris as a member of the DLC audit committee 335,841,662 99.68 1,081,963 0.32 336,923,625 547,353
11. To elect Stephen Young as a member of the DLC audit committee 335,705,910 99.64 1,217,215 0.36 336,923,125 547,353
Mondi Limited Business
12. To receive the audited financial statements 336,145,649 100.00 253 0.00 336,145,902 1,324,576
13. To endorse the remuneration policy 328,740,064 98.29 5,714,924 1.71 334,454,988 3,015,489
14. To endorse the remuneration report (other than the policy)          315,849,371 94.88 17,027,679 5.12 332,877,050 4,594,427
15. To authorise a maximum increase of 2.5% in non-executive director fees* 336,730,379 99.95 182,015 0.05 336,912,394 558,084
16. To rationalise the non-executive director fee structure* 336,715,280 99.97 108,793 0.03 336,824,073 646,405
17. To declare a final dividend 334,947,332 99.41 1,976,510 0.59 336,923,842 546,636
18. To declare a special
dividend
334,942,443 99.41 1,976,542 0.59 336,918,985 551,493
19. To appoint the auditors 336,909,535 100.00 6,797 0.00 336,916,332 554,146
20. To authorise the DLC audit committee to determine the auditors’ remuneration 336,909,990 100.00 5,866 0.00 336,915,856 554,622
21. To authorise the directors to provide direct or indirect financial assistance* 335,144,157 99.94 212,702 0.06 335,356,859 2,113,619
22. To place 5% of the issued ordinary shares of Mondi Limited under the control of the directors of Mondi Limited 307,113,863 91.72 27,739,329 8.28 334,853,192 2,617,286
23. To place 5% of the issued special converting shares of Mondi Limited under the control of the directors of Mondi Limited 307,110,656 91.75 27,618,843 8.25 334,729,499 2,740,979
24. To authorise the directors to allot and issue ordinary shares of Mondi Limited for cash‡ 309,215,981 92.17 26,257,861 7.83 335,473,842 1,996,636
25. To authorise Mondi Limited to purchase its own shares* 329,736,770 97.94 6,926,772 2.06 336,663,542 806,935
Mondi plc Business
26. To receive the report and accounts 335,414,183 99.97 100,555 0.03 335,514,738 1,955,740
27. To approve the remuneration report (other than the policy) 319,396,446 95.49 15,080,136 4.51 334,476,582 2,993,895
28. To declare a final dividend 334,233,154 99.38 2,076,395 0.62 336,309,549 1,160,929
29. To declare a special
dividend
334,232,451 99.38 2,077,098 0.62 336,309,549 1,160,929
30. To appoint the auditors 336,196,066 99.97 106,802 0.03 336,302,868 1,167,610
31. To authorise the DLC audit committee to determine the auditors’ remuneration 336,116,130 99.94 186,643 0.06 336,302,773 1,167,705
32. To authorise the directors to allot relevant securities 311,768,526 92.71 24,529,298 7.29 336,297,824 1,172,654
33. To authorise the directors to disapply pre-emption rights* 309,660,479 92.08 26,641,182 7.92 336,301,661 1,169,317
34. To authorise Mondi plc to purchase its own shares* 328,081,402 97.63 7,970,426 2.37 336,051,828 1,419,149

* Special Resolutions

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

Philip Laubscher                                                                     Jenny Hampshire

Company Secretary                                                               Company Secretary  

Mondi Limited                                                                         Mondi plc

Sponsor in South Africa: UBS South Africa (Pty) Ltd