UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934

 

For the month of July, 2023

 

Commission File Number: 001-40300

 

KAROOOOO LTD.

(Exact name of registrant as specified in its charter)

 

1 Harbourfront Avenue

Keppel Bay Tower #14-07
Singapore 098632

+65 6255 4151

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:

 

Form 20-F    ☒      Form 40-F    ☐

 

 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  Karooooo Ltd.
   
  By: /s/ Isaias (Zak) Jose Calisto
    Name:  Isaias (Zak) Jose Calisto
    Title: Chief Executive Officer

 

Date: July 12, 2023

 

1

 

 

EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Results of the Annual General Meeting of Karooooo Limited, held on 12 July 2023

 

 

2

 

 

Exhibit 99.1

 

 

SINGAPORE (July 05, 2023) - Karooooo Limited (NASDAQ: KARO) (“Karooooo” or “The Company”) today held its Annual General Meeting of Shareholders.

 

There were 30,951,106 ordinary shares in issue as at the date of the AGM. In accordance with the constitution of the Company, two members present or represented at the AGM, constitutes a quorum. We confirm that a quorum was present at the AGM.

 

Shareholders voted on all the resolutions relating to the ordinary business and all the resolutions relating to the special business as set out in the notice of the AGM, dated June 20, 2023. All resolutions were duly passed.

 

Each ordinary share carries one vote. Details of all votes validly cast at the AGM are set out below:

 

Resolution number and details
Routine Business
  For (1)
Number of
shares
%
  Against(1)
Number of
shares
%
  Abstentions(1)
Number of
shares
%
  Shares
Voted
%(2)
 
1.  To receive and adopt the Directors’ Statement, the Auditors’ Report and the Audited Financial Statements of the Company for the financial year ended February 28, 2023.  24,398,294
99.95
  5,905
0.02
  7,517
0.03
 

 

78.87

 
2.1  To re-appoint Mr IJ Calisto, who retires pursuant to Regulation 89 of the Constitution of the Company, as a Director of the Company.  24,317,319
99.61
  86,985
0.36
  7,412
0.03
 

 

78.87

 
2.2  To re-appoint Ms HS Goy, who retires pursuant to Regulation 89 of the Constitution of the Company, as a Director of the Company.  24,365,357
99.81
  38,930
0.16
  7,429
0.03
 

 

78.87

 
3.  To approve the remuneration of Non-executive Directors of the Company from time to time during the year ending February 29, 2024 in accordance with the following annual fee rates as may be relevant to each Non-executive Director: (i) Chairman’s/Lead Independent Directors’ fee of SGD62,500; (ii) Director’s fee of SGD42,000; (iii) Audit Committee Chairman’s fee of SGD31,000; (iv) Compensation Committee Chairman’s fee of SGD17,000; (v) Audit Committee member’s fee of SGD20,500; and (vi) Compensation Committee member’s fee of SGD11,500.  24,289,027
99.49
  113,850
0.47
  8,839
0.04
  78.87 
4.  To appoint Ernst & Young LLP as the auditors of the Company for the financial year ending February 29, 2024 and to empower the Directors to fix the auditors’ remuneration in their absolute discretion.  24,402,009
99.96
  851
0.00
  8,856
0.04
 

 

78.87

 
                 
Special business             
5.  To authorize the Directors to purchase or otherwise acquire issued ordinary shares in the capital of the Company.  23,765,880
97.35
  638,751
2.62
  7,085
0.03
 

 

78.87

 
6.  To authorize the Directors to issue and allot shares.  23,706,602
97.11
  697,209
2.86
  7,905
0.03
 

 

78.87

 

 

For more information, visit www.karooooo.com.

 

Investor Relations Contact: IR@karooooo.com.

 

 

 

 

 


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