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BLUE LABEL INTEGRATED ANNUAL REPORT 2016
182
Notice of Annual General Meeting
Notice is hereby given to Blue Label
shareholders recorded in the
Company’s securities register on
Friday, 4 November 2016, that the
ninth Annual General Meeting of
shareholders of Blue Label Telecoms
Limited will be held in the boardroom,
Blue Label corporate offices, 75
Grayston Drive, Sandton, on Thursday,
8 December 2016 at 09:00 (South
African time) (AGM), to conduct such
business as may lawfully be dealt with
at the AGM and to consider and, if
deemed fit, pass, with or without
modification, the ordinary and special
resolutions set out hereunder in the
manner required by the Companies
Act, as read with the Listings
Requirements.
In terms of section 63(1) of the Act,
meeting participants (including
proxies) will be required to provide
reasonably satisfactory identification
before being entitled to participate in
or vote at the AGM. Acceptable forms
of identification include original and
valid identity documents, driving
licences and passports.
RECORD DATES, PROXIES AND VOTING
In terms of sections 59(1)(a) and (b) of
the Act, the Board of the Company
has set the record date for the
purpose of determining which
shareholders are entitled to:
•
•
receive notice of the AGM (being
the date on which a shareholder
must be registered in the
Company’s shareholders’ register in
order to receive notice of the AGM)
as Friday, 4 November 2016; and
•
•
participate in and vote at the AGM
(being the date on which a
shareholder must be registered in
the Company’s shareholders’
register in order to participate in
and vote at the AGM) as Friday,
2 December 2016.
Certificated shareholders or own-
name dematerialised shareholders
may attend and vote at the AGM, or
alternatively appoint a proxy to
attend, speak and, in respect of the
applicable resolution(s), vote in their
stead by completing the attached
form of proxy and returning it to the
transfer secretaries at the address
given in the form of proxy by no later
than 09:00 on Tuesday, 6 December
2016.
Shareholders who have dematerialised
their shares, other than those
shareholders who have dematerialised
their shares with own-name
registration, should contact their
CSDP or broker in the manner and
within the time stipulated in the
agreement entered into between
them and their CSDP or broker: to
furnish their voting instructions; or in
the event that they wish to attend the
AGM, to obtain the necessary letter
of representation to do so.
On a show of hands, every
shareholder present in person or
represented by proxy and entitled
to vote shall have only one vote
irrespective of the number of shares
such shareholder holds. On a poll,
every shareholder, present in person
or represented by proxy and entitled
to vote, shall be entitled to that
proportion of the total votes in the
Company which the aggregate
amount of the nominal value of the
shares held by such shareholder bears
to the aggregate amount of the
nominal value of all shares issued by
the Company.
Certificated shareholders or own-
name dematerialised shareholders
who are entitled to attend and vote at
the AGM are entitled to appoint a
proxy to attend, participate in and
vote at the AGM in their stead. A
proxy need not also be a shareholder
of the Company. The completion of a
form of proxy will not preclude a
shareholder from attending the AGM.
ELECTRONIC PARTICIPATION
The Company will provide for
electronic participation in the AGM,
as set out in section 63 of the Act.
Please refer to the notes on page 188
at the end of this notice.
When reading the resolutions below,
please refer to the explanatory notes on
pages 186 and 187.
PRESENTATION OF ANNUAL FINANCIAL
STATEMENTS AND REPORTS
The audited Group and Company
annual financial statements, including
the external auditors’, Audit, Risk and
Compliance Committee’s and
Directors’ reports for the year ended
31 May 2016, have been distributed
as required and will be presented to
shareholders at the AGM.
The complete set of audited Group
and Company annual financial
statements, together with the above
mentioned reports, are set out on
pages 81 to 179 of the integrated
annual report. The Audit, Risk and
Compliance Committee’s report is set
out on pages 58 to 60 of the
integrated annual report.
ORDINARY RESOLUTIONS
In terms of sections 62(3)(c) and 65(7)
of the Act, unless otherwise specified,
in order for each of the following
ordinary resolutions to be passed,
each resolution must be supported by
more than 50% of the voting rights
exercised.
1. Ordinary resolution number 1:
Election of Ms P Mahanyele as a
Director of the Company
Resolved that Ms P Mahanyele,
who was first appointed to the
Board on 1 September 2016, be
and is hereby elected as a Director
of the Company with immediate
effect.
A brief biography of
Ms P Mahanyele is on page 21.