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AFROCENTRIC GROUP
120
SHAREHOLDER INFORMATION
NOTICE OF ANNUAL GENERAL MEETING CONTINUED
Ordinary Resolution Number 1.2
Election of Ms HG Motau as an Independent Non-executive Director
“
RESOLVED
that Ms HG Motau, being a new appointment to the Board, be and is hereby elected as an Independent
Non-executive Director of the Company.”
For the above resolution to be passed, votes in favour must represent at least 50% +1 of all votes cast and/or exercised at
the meeting.
Brief résumés for these directors appear on page 85 of the 2017 Integrated Annual Report.
ORDINARY RESOLUTION NUMBER 2
Retirement and re-election of directors
In terms of the Company’s MOI, one-third of the Non-executive Directors of the Company must retire by rotation every year at
the Company’s Annual General Meeting. Accordingly, the following directors retire by rotation at the Annual General Meeting:
• Dr ND Munisi
• Mr MI Sacks
• Mr JM Kahn
Ordinary Resolution Number 2.1
Re-election of Dr ND Munisi as a Non-executive Director
“
RESOLVED
that Dr ND Munisi, who retires by rotation in terms of the MOI of the Company, being eligible and offering himself for
re-election, be and is hereby re-elected as a Non-executive Director of the Company.”
Ordinary Resolution Number 2.2
Re-election of Mr MI Sacks as an Independent Non-executive Director
“
RESOLVED
that Mr MI Sacks, who retires by rotation in terms of the MOI of the Company, being eligible and offering himself for
re-election, be and is hereby re-elected as an Independent Non-executive Director of the Company.”
Ordinary Resolution Number 2.3
Re-election of Mr JM Kahn as an Independent Non-executive Director
“
RESOLVED
that Mr JM Kahn, who retires by rotation in terms of the MOI of the Company, being eligible and offering himself for
re-election, be and is hereby re-elected as an Independent Non-executive Director of the Company.”
Brief résumés for these directors appear on page 85 of the 2017 Annual Financial Statements.
For the above resolutions to be passed, votes in favour must represent at least 50% +1 of all votes cast and/or exercised at
the meeting.
ORDINARY RESOLUTION NUMBER 3
Appointment of Group Audit and Risk Committee members
“
RESOLVED
that an Audit and Risk Committee comprising Independent Non-executive Directors, as provided in Section 94(4) of
the Act, set out below, be and is hereby appointed in terms of Section 94(2) of the Act to hold office until the next Annual General
Meeting and to perform the duties and responsibilities stipulated in section 94(7) of the Act and King Code on Governance for
South Africa.
The Board has assessed the performance of the Group Audit and Risk Committee members standing for election and has found
them suitable for appointment. Brief résumés for these directors appear on page 85 of the 2017 Annual Financial Statements.”
Ordinary Resolution 3.1
“
RESOLVED
that, Ms LL Dhlamini, is elected as a member and chairman of the Audit and Risk Committee.”
Ordinary Resolution 3.2
“
RESOLVED
that, subject to the passing of Ordinary Resolution Number 1.1, Mr SE Mmakau, is elected as a member of the
Audit and Risk Committee.”