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AfroCentric INTEGRATED ANNUAL REPORT 2016
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Shareholder information
5.4 Requirement to deliver proxy instrument to the Company
A copy of the instrument appointing a proxy must be delivered to the registered office of the Company, or to any
other person specified by the Company, not less than 48 (forty eight) hours (or such lesser period as the directors
may determine in relation to a particular meeting)before the time appointed for the holding of the meeting
(including an adjourned meeting) at which the person(s) named in the proxy form proposes to vote and if the
instrument of proxy is not so delivered, the form of proxy shall not be treated as valid.
[Section 58(3)(c)]
5.5 Record date for exercise of shareholder rights
A record date for any action or event shall be determined in accordance with the Act and the Listings Requirements.
[Section 59(1)]
6. SHAREHOLDERS MEETINGS
6.1 Convening of shareholders’ meetings
This Memorandum does not specify any person other than the Board who may call a shareholders’ meeting.
[Sections 61(1) and 61(3)]
6.2 Shareholders’ right to requisition a meeting
This Memorandum does not specify a lower percentage of voting rights than the percentage specified in section
61(3) of the Act required for the requisition by shareholders of a shareholder’s meeting.
[Section 61(3)]
6.3 Location of shareholders meetings
This Memorandum does not limit, restrict or qualify the authority of the Board to determine the location of any
shareholders meeting, which may be in South Africa or in any foreign country.
[Section 61(9)]
6.4 Notice of shareholders meetings
6.4.1 This Memorandum does not provide a different period of notice of shareholders meetings to the period
prescribed by the Act.
[Sections 62(1) and 61(2)]
6.4.2 Notice of shareholder meetings shall be disseminated to each shareholder entitled to vote at such meeting
and who has elected to receive such notice.
6.5 Shareholders meetings conducted by electronic communication
This Memorandum does not authorise the Company to provide for any shareholders meeting generally to be
conducted by electronic communication, or for one or more shareholders, or proxies for shareholders, to participate
in any shareholders meeting by electronic communication, unless the Board authorises it in respect of any particular
meeting.
[Section 63(2)]
6.6 Quorum for shareholders meetings
6.6.1 This Memorandum does not specify a different percentage of voting rights in terms of section 64(1) of the Act
and accordingly at least 25% (twenty five percentum) of all the voting rights that are entitled to be exercised
in respect of:
6.6.1.1 at least one matter to be decided at any shareholders’ meeting must be present for that meeting to
begin; and
6.6.1.2 for the consideration of any matter to be decided at any shareholders’ meeting.
provided that 3 (three) shareholders entitled to attend and vote are present at the referred to in 6.6.1.1 and
6.6.1.2.
[Sections 64(1) and 64(2)]
6.6.2 This Memorandum specifies 30 (thirty) minutes as a different time to the 1 (one) hour provided in sections
64(4) and 64(5) of the Act for a quorum to be established before a shareholders’ meeting may be adjourned.
[Sections 64(4), 64(5) and 64(6)]
6.6.3 This Memorandum does not specify a different period than the period of 1 (one) week provided in section
64(4) for the adjournment of a shareholders meeting.
[Sections 64(4) and 64(6)]
6.6.4 This Memorandum prohibits the continuation of any shareholders’ meeting or the consideration of any matter
to be considered at any shareholders’ meeting after a quorum has been established for commencement of
such meeting if such quorum is not present for that matter to be considered.
[Section 64(9)]
6.7 Adjournment of shareholders meetings
This Memorandum does not provide different maximum periods for adjournment of shareholders’ meetings than
those specified in section 64(12) of the Act.
[Sections 64(12) and 64(13)]
6.8 Shareholders’ resolutions
6.8.1 This Memorandum does not require a higher percentage of voting rights to approve an ordinary resolution
than the percentage voting rights specified in the Act.
[Sections 65(7) and 65(8)]