1. RESULTS OF EXTRAORDINARY GENERAL MEETING (“EGM”)
1.1 The EGM of the Company was held on Thursday, 26 February 2026 at 10:00 CAT. Shareholders representing 94.723% of the register were present at the meeting in person and by proxy.
1.2 All resolutions set out in the Notice of EGM were duly approved by the requisite majority of shareholders present and voting, in person or by proxy.
1.3 In accordance with the Zimbabwe Stock Exchange Listings Requirements, the votes of Econet Global Limited, Econet Life (Private) Limited and Econet Insurance (Private) Limited, totalling 1,291,428,555 ordinary shares and representing approximately 43.160% of the Company’s issued ordinary share capital, were excluded from voting on Special Resolution 1.
1.4 The voting results for each resolution are set out in the table below.
| RESOLUTION | VOTES FOR # of Shares (%) |
VOTES AGAINST # of Shares (%) |
SHARES ABSTAINED # of Shares (%) |
TOTAL VOTES CAST # of Shares (%) |
RESULTS |
|---|---|---|---|---|---|
| SPECIAL RESOLUTION 1 Voluntary Delisting |
1,464,891,950 (94.949%) | 77,931,324 (5.051%) | 300 (0.000%) | 1,542,823,574 (100.000%) | PASSED |
| SPECIAL RESOLUTION 2 Exit Offer |
2,737,663,030 (96.592%) | 96,550,807 (3.407%) | 38,292 (0.001%) | 2,834,252,129 (100.000%) | PASSED |
| SPECIAL RESOLUTION 3 Amendment of Articles of Association |
2,756,856,374 (97.269%) | 76,019,434 (2.682%) | 1,376,321 (0.049%) | 2,834,252,129 (100.000%) | PASSED |
| ORDINARY RESOLUTION 4 General Authority |
2,757,210,074 (97.282%) | 75,664,641 (2.670%) | 1,377,414 (0.049%) | 2,834,252,129 (100.000%) | PASSED |
Note:
The percentages disclosed in this report are rounded to three decimal places. Consequently, small discrepancies may occur when recomputing totals or aggregating individual figures due to the effects of rounding.
2. EXIT OFFER
2.1 Following approval of the resolutions, the conditions relating to the Exit Offer have been fulfilled.
- Exit Offer opens: Friday, 27 February 2026 at 08:00 CAT
- Exit Offer closes: Monday, 09 March 2026 at 16:00 CAT
2.2 The Exit Offer consideration is US$0.50 per share, comprising US$0.17 in cash and one (1) Econet InfraCo share valued at US$0.33.
2.3 Shareholders are advised to submit their election instructions in accordance with the procedures and timelines set out in the Circular. Shareholders who do not make a valid election by the deadline will be deemed to have elected to remain invested in the Company following its voluntary delisting.
3. QUERIES
For further information, please contact:
The Group Company Secretary:
Tatenda Alice Ngowe
Tel: +263 8677195906
Email: [email protected]
Transfer Secretaries:
First Transfer Secretaries (Private) Limited
Tel:+263 8688007319
Email: [email protected]
By Order of the Board
Tatenda Alice Ngowe
Group Company Secretary
26 February 2026
