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INTEGRATED REPORT 2017
Ordinary resolution number 8 in terms of the JSE Listings Requirements must be approved by 75% of the votes cast by
shareholders present in person or represented by proxy at this Annual General Meeting.
The Plan has been approved by the JSE in terms of Schedule 14.
The reason for and the effect of this ordinary resolution number 8 will be to adopt the Plan in order to provide eligible employees of
the Company or any of its subsidiaries (Group) with the opportunity to acquire equity in the Company, thereby providing such
employees with a further incentive to advance the Company’s interests and promoting an identity of interests between such
employees and the shareholders of the Company.
Copies of the Plan are available for inspection from the date of this notice of annual general meeting until the conclusion of the
annual general meeting convened in terms thereof at the registered office of the Company and at the offices of Sasfin Capital at
29 Scott Street, Waverley, Gauteng.
The Salient Features of the Plan do not purport to be exhaustive of the provisions of the Plan. For a full appreciation of the
provisions thereof, shareholders should refer to the full text thereof which is available for inspection as mentioned above.
The directors, whose names are given on page 85 of this Report collectively and individually accept full responsibility for the
accuracy of the information given in this resolution and the Salient Features and certify that to the best of their knowledge and belief,
there are no facts that have been omitted which would make any statement false or misleading, and that all reasonable enquiries
to ascertain such facts had been made and that the above mentioned resolution contains all information required by law and the
JSE Listings Requirements.”
Reason for and effect
The reason and effect of this ordinary resolution number 8 will be to adopt the Plan in order to provide eligible employees of the
Company or any of its subsidiaries (“Group”) with the opportunity to acquire equity in the Company, thereby providing such
employees with a further incentive to advance the Company’s interests and promoting an identity of interests between such
employees and the shareholders of the Company.
For the above resolutions to be passed, votes in favour must represent at least 75% +1 of all votes cast and/or exercised at
the meeting.
ORDINARY RESOLUTION NUMBER 9
Authorise directors and/or secretary
“
RESOLVED
that any one director and/or the Group Company Secretary or equivalent be and are hereby authorised to do all such
things and to sign all such documents that are deemed necessary to implement the resolutions set out in the notice convening the
Annual General Meeting at which these resolutions will be considered.”
For this resolution to be passed, votes in favour must represent at least 50% +1 of all votes cast and/or exercised at the meeting.
SPECIAL RESOLUTIONS
SPECIAL RESOLUTION NUMBER 1
Approval of Non-executive Directors’ fees
Approval in terms of section 66 of the Act is required to authorise the Company to remunerate Non-executive Directors for their
services as directors. Furthermore, in terms of King Code on Governance for South Africa and as read with the Listings Requirements,
remuneration payable to Non-executive Directors should be approved by shareholders in advance or within the previous two years.