SENS Announcement | 28 July 2015
RESULTS OF ANNUAL GENERAL MEETING. CHAIRMAN'S STATEMENT AND CHANGES TO THE BOARD
ADvTECH Limited
(Incorporated in the Republic of South Africa)
(Registration number 1990/001119/06)
Share code: ADH ISIN: ZAE000031035
("ADvTECH" or "the Company")
RESULTS OF ANNUAL GENERAL MEETING. CHAIRMAN'S STATEMENT AND CHANGES TO THE BOARD
ADvTECH shareholders are advised that at the annual general meeting ("AGM") of shareholders held on Tuesday, 28 July 2015, all the ordinary and special resolutions as set out in the notice of AGM, with the exception of ordinary resolution number 9 (dealing with the issue of shares for cash), were approved by the requisite majority of shareholders present or represented by proxy.
The meeting was well attended with 382 234 615 ADvTECH shares, representing 84,01% of the total ordinary issued share capital of ADvTECH, voting in person or by proxy.
The resolutions proposed at the AGM, together with the percentage of shares abstained (as a percentage of total issued share capital of the Company), as well as the percentage of votes carried for and against each resolution (as a percentage of shares voted), are as follows:
1. Ordinary resolution number 1: Adoption of annual financial statements
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 380 036 903 | - | 2 197 712 |
| 100% | - | 0.48% |
2. Ordinary resolution number 2: Re-election of Mr. C.H. Boulle as a non executive director
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 220 903 255 | 161 323 826 | 7 544 |
| 57.79% | 42.20% | <0.01% |
3. Ordinary resolution number 3: Re-election of Professor B.M. Gourley as a non-executive director
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 220 891 764 | 159 145 149 | 2 197 712 |
| 58.12% | 41.88% | 0.48% |
4. Ordinary resolution number 4: Re-election of Mr. J.C. Livingstone as a non executive director
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 373 926 059 | - | 8 308 556 |
| 100% | - | 1.83% |
5. Ordinary resolution number 5: Re-election of Mr. C.H. Boulle as a member of the audit committee
| OR | AGAINST | ABSTAIN |
|---|---|---|
| 220 435 055 | 159 601 848 | 2 197 712 |
| 58.00% | 42.00% | 0.48% |
6. Ordinary resolution number 6: Re-election of Professor B.M. Gourley as a member of the audit committee
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 214 342 504 | 165 694 399 | 2 197 712 |
| 56.40% | 43.60% | 0.48% |
7. Ordinary resolution number 7: Re-election of Mr. M. Nyati as a member of the audit committee
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 221 539 493 | 158 497 410 | 2 197 712 |
| 58.29% | 41.71% | 0.48% |
8. Ordinary resolution number 8: Appointment of auditors
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 380 036 903 | - | 2 197 712 |
| 100% | - | 0.48% |
9. Ordinary resolution number 9: Issuing of shares for cash
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 218 518 198 | 161 518 705 | 2 197 712 |
| 57.50% | 42.50% | 0.48% |
10. Ordinary resolution number 10: Non-binding advisory vote – Remuneration policy
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 319 504 423 | 52 131 583 | 10 598 609 |
| 85.97% | 14.03 | 2.33% |
11. Special resolution number 1: Conversion of shares from par value to no par value
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 380 036 903 | - | 2 197 712 |
| 100% | - | 0.48% |
12. Special resolution number 2: Non-executive directors' fees
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 366 729 070 | 7 196 989 | 8 308 556 |
| 98.08% | 1.92% | 1.83% |
13. Special resolution number 3: Loans or financial assistance to subsidiaries and related or inter-related companies
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 380 036 903 | - | 2 197 712 |
| 100% | - | 0.48% |
14. Special resolution number 4: General authority to acquire the Company's own shares
| FOR | AGAINST | ABSTAIN |
|---|---|---|
| 371 125 404 | 8 909 499 | 2 199 712 |
| 97.66% | 2.34% | 0.48% |
In a statement at the meeting, the chair reported that:
- The Tertiary division completed its turnaround last year and continues to perform strongly;
- The Resourcing division maintained market share in challenging economic market conditions;
- Technology and online learning investments are showing good promise;
- The Schools division continues to deliver on its promise of academic excellence;
- The integration of the Maravest and Centurus groups and the Gaborone International School in Botswana into the ADvTECH group are progressing well and according to plan;
- The R3bn capital investment programme will continue to support greenfields development and carefully selected acquisitions in South Africa and elsewhere on the African continent;
- As announced on SENS on 8 July 2015, both basic earnings per share ("EPS") and headline earnings per share ("HEPS") for the six months ended 30 June 2015 will be 20% to 30% higher than the comparative reporting period for the six months ended 30 June 2014. The increased earnings were the result of organic growth delivered by the successful roll out of the Company's growth strategy over the past few years;
- Enrolments were up 71% at the beginning of 2015 and are set to continue increasing at a rapid rate as the Company's growth strategy matures, and is expected to translate into increased earnings and share price growth for the foreseeable future.
With reference to the speculation about the Conditional Firm Intent to Make an Offer ("the proposal") to the ADvTECH board by Curro, the chair re-iterated that the Board has, with due regard to its fiduciary duties to the Company, reached the unanimous conclusion that the proposal is not in the best interests of the Company or its stakeholders and advised that it will not pursue further discussions with Curro in this regard. The full text of the chair's detailed statement is available on the Company's website – wwww.advtech.co.za.
The retirement of Jeff Livingstone, who did not make himself available for re-election at the meeting, was noted. Jeff joined the Board in 2008 and at various times served as chairman of the audit committee, and as a member of the audit, risk, remuneration and litigation committees. In August 2014 he stepped in as acting chairman. The new chair, Chris Boulle said: "Jeff's wise counsel and guidance will be sorely missed; the Company's loss however will be his family's gain as he is able to spend more time with his family."
Chris Boulle has been appointed as chairman of the Company. He was appointed an alternate director to Hymie Levin in September 2011, as independent non-executive director in March 2013, and has served more recently as lead independent director. In line with sound corporate governance practice, Chris will step down as chairman of the audit committee.
The search for a new Chief Executive Officer ("CEO") is well underway. Frank Thompson, who was appointed interim CEO in March 2015, will remain on in this position until an appointment is made. Boulle said: "We are very grateful to have someone of Frank's calibre and intimate knowledge of all aspects of the business to lead the Company."
The appointment of Keith Warburton as an independent non-executive director of the Company with effect from 28 July 2015 was announced. Keith is a CA and has a background spanning a number of years in commerce. His most recent experience has been as CFO and COO Clicks Holdings Ltd.
Johannesburg
28 July 2015
Sponsor and Corporate Advisor: Bridge Capital Advisors Proprietary Limited
Advtech Updates
Advtech Limited (Incorporated in the Republic of South Africa) (Registration number 1990/001119/06) Share code: ADH ISIN: ZAE000031035 (“Advtech” or “the Company”) DEALINGS IN SECURITIES BY A PRESCRIBED OFFICER OF THE COMPANY In compliance with paragraphs 6.77 to 6.91 of the JSE Limited Listings Requirements the following information is disclosed in respect of dealings in Advtech securities by a prescribed officer of the Company.
Deputy Minister for Higher Education and Training, Dr Mimmy Gondwe, kicked off sector-wide engagements by meeting Advtech’s senior leadership at Emeris’ Sandton campus on Monday, 8 June 2026. This follows her recent address at Advtech’s Rosebank International brand launch. The aim of these engagements is to recognise and collaborate with private institutions that positively contribute to the Post-School Education and Training sector. Advtech’s senior leadership discussed opportunities for public-private partnerships, including leveraging the agility of the private sector to widen access for students to quality education. During the visit, Dr Gondwe spent time with Emeris students and toured the campus’ world-class facilities, including its state-of-the-art sports centre. Said Dr Gondwe prior to the visit, “The conversation can no longer be about whether private higher education institutions have a role to play; that question has long been settled; the focus now is on collaborating more effectively and responsibly to ensure that higher education supports national development and inclusive economic growth.” “Advtech welcomes our positive recent engagements with Dr Gondwe. We look forward to collaborating with her department going forward and appreciate her commitment to finalising the process that will enable Emeris and Rosebank International to finally achieve university status,” said Geoff Whyte, Group CEO of Advtech.
Play should sit naturally in early childhood education, as it reflects how young children come to know themselves, others and the world. Yet too often, play is the very space that requires the most protection. This tension usually arises from a culture that prioritises early academic achievement and holds the belief that accelerating formal learning guarantees future success. When children are rushed or pressured into formalised academic outcomes too early, short-term gains may be visible for some, but the long-term cost can be significant, an education expert says. “Play is not separate from learning, it is the medium through which learning becomes possible,” says Lynda Eagle, Advtech Schools Specialist: Early Years Phase. “Early learning that prioritises performance over understanding risks weakening curiosity, motivation and wellbeing. Strong foundations are built not through acceleration, but through experiences that nurture thinking, communication, collaboration, and joy - conditions that sustain lifelong learning.” Eagle explains that children engage with play in ways that reflect their own pace, interests and needs. “It provides space for difference and diversity while offering opportunities for connection and shared experience. Importantly, play supports emotional regulation and prepares children for future learning by strengthening the foundations required for inquiry, reflection and participation in real-world contexts.” Play and responsiveness are often described as abstract concepts, yet they require intentional commitment from both educators and families, says Eagle. “Responsiveness asks adults to understand the value of play and to reflect on their role within it: how they observe, when they intervene, how they extend thinking and how they remain present without directing or interfering. By engaging in careful observation and thoughtful support, adults come to know children more deeply, including learning about their interests, strengths and emerging identities. “It also plays a big role in building key life skills - things like thinking deeply or critically, solving problems, working with others, communicating effectively and self-management. When children play, they’re constantly exploring new ideas, testing their theories, inventing solutions and figuring out how the world works. Along the way, they learn to take manageable risks and handle challenges. And, very importantly, to stick with things even when they’re difficult, which gradually builds their confidence and a real mindset for growth.” PLAY AND RESPONSIVENESS – IMPORTANCE OF PARTNERSHIPS Partnerships between families and educators are central to this work, Eagle says. “Together, they can create learning experiences that balance freedom and structure, offering both flexibility and clear boundaries. This balance provides children with emotional safety while teaching respect for themselves, for others and for the environment. Such stability supports the development of empathy, resilience and perseverance.” Within these conditions, children form relationships, make connections, and gradually become independent learners. They develop conceptual understanding and learn to reason, transfer knowledge, and apply ideas in new contexts, moving from concrete experience toward more abstract thinking. “Any tension between our aspirations for children and our understanding of play and responsiveness deserves careful reflection,” Eagle warns. “When adults deepen their understanding of why play matters and how responsiveness supports learning, they are better positioned to guide children with intention and trust. Ultimately, early learning is not only about what children know, but about how they think, how they relate to others, and how they come to see themselves in the world, a world full of possibility.”
Advtech Limited (Incorporated in the Republic of South Africa) (Registration number 1990/001119/06) Share code: ADH ISIN: ZAE000031035 (“Advtech” or “the Company”) DEALINGS IN SECURITIES BY PRESCRIBED OFFICERS, DIRECTOR OF A MAJOR SUBSIDIARY AND THE COMPANY SECRETARY OF THE COMPANY In compliance with paragraphs 6.77 to 6.91 of the JSE Limited Listings Requirements the following information is disclosed in respect of dealings in Advtech securities by prescribed officers, director of a major subsidiary and company secretary of the Company.
ADvTECH Limited (Incorporated in the Republic of South Africa) (Registration number 1990/001119/06) Share code: ADH ISIN: ZAE000031035 (“ADvTECH” or “the Company”) RESULTS OF THE ANNUAL GENERAL MEETING In terms of section 6.63 of the JSE Listings Requirements, shareholders are hereby advised that at the annual general meeting (“AGM”) of shareholders of the Company held today, Wednesday 27 May 2026 all the proposed ordinary and special resolutions, as set out in the notice of annual general meeting contained in the Integrated Annual Report, were approved by the requisite majority of shareholders present or represented by proxy. Details of the results of voting at the annual general meeting are as follows:
Dr Wendy Mahoney has made history as the first PhD graduate of The Vega School at Emeris and as the first recipient of the school’s Black Pencil Award for Excellence. She was recently conferred the qualification IIE Doctor of Philosophy in Brand Leadership at The Vega School at Emeris Umhlanga’s Class of 2025 graduation ceremony. Reflecting on receiving her PhD after a three year part-time journey, Dr Mahoney described the moment as deeply emotional and meaningful. “This is the most incredible feeling. I am deeply honoured, blessed and grateful to every single person who cheered me on,” she said. “It was such a profound moment for me because The Vega School at Emeris has been such an intricate part of my personal journey. What made the occasion even more meaningful was the immense pride I felt in the room for this achievement. It was not just my achievement - it was our achievement”. Dr Carla Enslin (Dean of the Postgraduate & Research Centre at Emeris) said the launch of the IIE Doctor of Philosophy in Brand Leadership in 2021 was a significant moment for The Independent Institute of Education (IIE) and for The Vega School at Emeris. “It’s a first of its kind qualification and breaks new ground both locally and internationally,” she said. “The PhD purposefully produces original frameworks, original models, creative insights to innovative and meaningful brand building. We expect our PhD graduates to be the individuals advancing the values-based leadership that grows an organisational culture and the practises that transform communities, businesses, environments,” continued Dr Enslin.
Advtech Limited (Incorporated in the Republic of South Africa) (Registration number 1990/001119/06) Share code: ADH ISIN: ZAE000031035 (“Advtech”) DEALINGS IN SECURITIES BY PRESCRIBED OFFICERS, A DIRECTOR OF A MAJOR SUBSIDIARY, AND COMPANY SECRETARY: SHARE VESTING In compliance with paragraphs 6.77 to 6.91 of the JSE Limited Listings Requirements, the following transactions relating to prescribed officers, director of a major subsidiary and company secretary dealings are hereby disclosed, in terms of the provisions of the Advtech Management Share Incentive Scheme (MSI), regarding performance and retention shares that have vested after 3 years.
Access to higher education remains one of South Africa’s most powerful tools for social mobility, economic growth, and national development. For many young people - especially first-generation students - it represents the chance to break cycles of poverty and build better futures for themselves and their families. While it is estimated that between 30-40% of qualifying students can’t access higher education for various reasons annually, simply opening the doors of higher learning to more young people is not enough, an education expert says. Peter Kriel, Executive: Operations at Advtech and The IIE ’s Academic Centre of Excellence, says access and quality must go hand in hand: “True access means creating opportunities for students to enter higher education, thrive within it, graduate with the skills and confidence needed to build meaningful careers.” He says there are five practical ways for South African higher education institutions to expand access while supporting student success: 1) Develop multiple entry pathways Traditional admission routes exclude many talented students whose school backgrounds may not fully reflect their potential. Institutions can widen participation by offering foundation programmes including higher certificates, extended curriculum streams, bridging courses and alternative admission pathways. These flexible entry points acknowledge that academic readiness is not equally available across all communities. By providing targeted academic preparation, institutions can identify and nurture talent that might otherwise be left behind, without lowering standards. “Widening participation is not about lowering academic standards, but rather about creating appropriate pathways that enable students to reach those standards,” says Kriel. 2) Strengthen transition support programmes The jump from school to higher education is often daunting. Students face new academic demands, greater independence, and the need for advanced analytical skills. Strong orientation programmes, first-year experience initiatives and structured academic skills workshops help ease this transition. Proactive support in the critical first year significantly improves retention and builds the foundation for long-term success, notes Kriel. 3) Invest in academic development initiatives Ongoing support is essential. Tutoring services, writing centres, peer-assisted learning programmes, dedicated academic development resources help students bridge knowledge gaps and build confidence. These initiatives are particularly valuable for students navigating higher education for the first time in their families, turning potential struggles into opportunities for growth. 4) Use data to identify at-risk students early Institutions should harness student success analytics to spot challenges before they become crises. Early warning systems allow for timely interventions - whether through additional tutoring, counselling, or personalised support. “Proactive data-driven approaches dramatically improve completion rates and ensure that expanded access translates into actual graduate outcomes,” says Kriel. 5) Create inclusive and adaptive learning environments Students succeed best when they feel they belong. Inclusive campuses that respect diversity, foster connection, and value different backgrounds help students engage fully with their studies. AI and adaptive technologies further enhance this by enabling personalised learning pathways - adjusting content, pace, support in real time to match each student’s unique needs, learning style and progress. Feeling respected and supported by lecturers and peers, ensures increased persistence and chances for success. BROADER IMPACT AND SHARED RESPONSIBILITY When students complete their qualifications, the benefits multiply, says Kriel. “Graduates access better employment, develop critical thinking and professional skills, and often become role models who inspire the next generation. This creates a powerful ripple effect: stronger families, more skilled communities and broader economic growth.” Students also have a key role to play. Actively using available support services, building good study habits, managing time effectively, engaging with lecturers, staying curious can make a significant difference, he advises. At the same time, institutions must recognise that many students enter higher education while dealing with financial pressure, family responsibilities, or personal challenges. Support systems therefore need to be visible, accessible and proactive - reaching students before they have to ask for help. “Expanding access to quality higher education is one of South Africa’s greatest opportunities for meaningful change. This means not simply increasing enrolment numbers, but an active strategy to unlock human potential, enabling individuals to contribute meaningfully to their communities and the broader economy.”
New name and visual identity prepare the way for university status and further rapid growth
The body content of your post goes here. To edit this text, click on it and delete this default text and start typing your own or paste your own from a different source. One of the most important expectations placed on higher education today is that it prepares students for successful careers. While intellectual development remains central to the mission of universities, students increasingly seek - rightly so - educational experiences that provide clear pathways into professional life. Career-focused education, therefore, plays a vital role in connecting academic learning with the practical realities of the workplace. Peter Kriel, Executive: Operations at The Independent Institute of Education , says for this reason, it is incumbent on universities to actively strengthen the link between learning and employability. “Students enter higher education with the hope that their qualifications will enable them to build meaningful careers,” he explains. “Institutions therefore have a responsibility to ensure that academic programmes provide both theoretical depth and opportunities for practical application.” Career-focused education does not diminish the intellectual value of higher education. Rather, it enhances it by ensuring that academic knowledge can be applied to real-world contexts. “In today’s economy, employers seek graduates who can demonstrate both subject knowledge and practical capabilities. Skills such as teamwork, communication, critical thinking, and problem-solving are highly valued across industries. “Universities must help students develop these competencies by integrating practical life skills opportunities into academic programmes. Work-integrated learning, internships, project-based learning, and industry collaborations also provide students with valuable opportunities to apply what they have learned in real-world settings.” These experiences help students build confidence while also developing the professional skills that employers seek, says Kriel. Institutions seeking to strengthen career-focused education can consider the following approaches. 5 WAYS UNIVERSITIES CAN STRENGTHEN THE FOCUS ON CAREER-READINESS 1. Expand work-integrated learning opportunities Internships, practical placements, and industry projects allow students to gain direct exposure to professional environments. This means that students graduate with practical experience that enhances employability. 2. Strengthen career guidance and development services Career counselling, CV workshops, and interview preparation help students transition successfully into the workplace. Students, therefore, gain clarity about career pathways and develop stronger job-search skills. 3. Develop strong employer partnerships Collaboration with industry partners can provide insights into emerging skills requirements and new employment opportunities. Institutions must strengthen their alignment with labour market needs. 4. Embed professional skills - including AI skills - within curricula Communication, teamwork, leadership, and problem-solving skills should be integrated into academic programmes rather than treated as separate activities. This would allow graduates to become well-rounded professionals capable of contributing effectively in the workplace. In addition, universities should explicitly teach students how to responsibly and effectively use AI tools, given the rapidly changing nature of the workplace. This includes developing critical AI literacy skills such as prompt engineering, ethical AI use, evaluating AI-generated outputs, and integrating AI to augment human capabilities rather than replace them. 5. Encourage entrepreneurship and innovation Not all graduates will follow traditional employment pathways. Institutions that promote entrepreneurial thinking help students identify opportunities to create their own ventures. It is also a fact that entrepreneurship contributes to job creation and economic development. Given all this, it is clear that career-focused education delivers benefits that extend beyond individual graduates. For students , it increases confidence and preparedness as they transition from study to employment. Exposure to professional environments helps students better understand industry expectations and workplace dynamics. For institutions , strong employability outcomes enhance reputation and strengthen relationships with industry partners. For society , career-focused education contributes to economic growth by ensuring that graduates possess the skills required to support innovation and productivity. “Higher education institutions have a unique opportunity to shape the future workforce by designing programmes that combine academic excellence with practical relevance. Institutions that embrace career-focused education ultimately strengthen their contribution to society,” says Kriel. “When higher education institutions actively connect learning with professional opportunity, they empower graduates to build careers that are both personally fulfilling and economically productive. As economies evolve and industries continue to transform, the ability of higher education to bridge the gap between learning and the workplace is essential.”
