AfroCentric Group Integrated Annual Report 2016

115 / 136

AfroCentric INTEGRATED ANNUAL REPORT 2016 113
Shareholder information
The date on which the amendment of the MOI becomes
effective will be the date that this special resolution approving
the amendment of the MOI is adopted, irrespective of the
date of filing thereof with the Registrar of Companies.
The reason for and effect of this special resolution is to
amend the Company’s MOI to comply with the fractional
entitlement principle in terms of the Listings Requirements
which will result in all allocations of securities being rounded
down to the nearest whole number and a cash payment will
be paid for the fraction at beneficial owner level.
For this resolution to be passed, votes in favour of the
resolution must represent at least 75% of all votes cast and/or
exercised at the meeting.
The full MOI can be accessed on the Company’s website via
the following link:
TO TRANSACT SUCH OTHER BUSINESS AS MAY BE
TRANSACTED AT AN ANNUAL GENERAL MEETING
Identification, voting and proxies
In terms of section 63 (1) of the Act, any person attending
or participating in the Annual General Meeting must
present reasonable satisfactory identification and the person
presiding at the Annual General Meeting must be reasonably
satisfied that the right of any person to participate in and vote
(whether as a shareholder or as a proxy for a shareholder) has
been reasonably verified. Suitable forms of identification will
include the presentation of valid identity documents, driver’s
licences and passports.
The votes of shares held by share trusts classified as schedule
14 trusts in terms of the Listings Requirements will not be
taken into account at the Annual Meeting for approval of any
resolution proposed in terms of the Listings Requirements.
A form of proxy is attached for the convenience of any
certificated or dematerialised AfroCentric shareholders
with own-name registrations who cannot attend the Annual
General Meeting, but who wish to be represented thereat.
To be valid completed forms of proxy must be received by
the transfer secretaries of the Company, Computershare
Proprietary Limited, by no later than 10h00 on Friday,
28 October 2016.
All beneficial owners of AfroCentric shares who have
dematerialised their shares through a CSDP or broker, other
than those with own-name registration, and all beneficial
owners of shares who hold certificated shares through a
nominee, must provide their CSDP, broker or nominee with
their voting instructions, in accordance with the agreement
between the beneficial owner and the CSDP, broker or
nominee as the case may be. Should such beneficial owners
wish to attend the meeting in person they must request
their CSDP, broker or nominee to issue them with the
appropriate letter of authority. If shareholders who have
not dematerialised their shares or who have dematerialised
their shares with own-name registration and who are entitled
to attend and vote at the Annual General Meeting do not
deliver proxy forms to the transfer secretaries timeously,
such shareholders will nevertheless at any time prior to the
commencement of the voting on the resolutions at the
Annual General Meeting be entitled to lodge the form
of proxy in respect of the Annual General Meeting, in
accordance with the instructions therein with the Chairman of
the Annual General Meeting.
Each shareholder is entitled to appoint one or more proxies
(who need not be shareholders of AfroCentric) to attend,
speak and vote in his/her stead. On a show of hands every
shareholder who is present in person or by proxy shall have
one vote, and, on a poll, every shareholder present in person
or by proxy shall have one vote for each share held by
him/her.
AfroCentric does not accept responsibility and will not be
held liable for any failure on the part of a CSDP or broker to
notify such AfroCentric shareholder of the Annual General
Meeting.
By order of the Board
S Lutchan
Group Company Secretary
Roodepoort