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128

Phuthuma Nathi Investments (RF) Limited

Integrated annual report 2018

Notice of annual general meeting

Shareholder information

(continued)

only in compliance with the

provisions of the memorandum of

incorporation of Phuthuma Nathi

Investments (RF) Limited, a copy of

which is on file with the company

secretary of Phuthuma Nathi

Investments (RF) Limited.

Restrictions also apply to the transfer

of all and any rights in and to the

shares and to the granting of any

encumbrances over the shares; and

2.2.8.2

during the Company Empowerment

Compliance Period, be retained and

held by the Company, or its agent.

Such share certificates shall only be

released, if necessary, for the

purposes of implementing any

transfer permitted in terms of this

MOI on the basis that once such

transfer is implemented, all share

certificates resulting from such

transfer are retained and held by the

Company, or its agent.

2.2.9

The Company shall enter into its

securities register the transfer of any

certificated securities which is

effected in accordance with the

provisions of article 2.3 and shall

include in such entry the information

required by section 51(5).

2.2.10

To the extent that securities of the

Company are issued in uncertificated

form, as contemplated in section

49(2)(b), the following provisions of

articles 2.2.11 – 2.2.14 shall apply.

2.2.11

If, at any time, the Company has any

uncertificated securities in issue, it

shall cause a Central Securities

Depository or a CSDP to administer

and maintain, on behalf of the

Company, an uncertificated

securities register in accordance with

the provisions of the Act and any

other regulations made under the

Act.

2.2.12

The Company shall procure that a

Central Securities Depository or a

CSDP effects, in accordance with

section 53(2) of the Act, in the

uncertificated securities register, the

transfer of any uncertificated

securities, which is effected in

accordance with the provisions of

article 2.2.15.

2.2.13

If and to the extent that, for whatever

reason, any Ordinary Share is at any

time held in uncertificated form and

MIHH and the Company have not

agreed that Ordinary Shares shall be

held in uncertificated form, then such

Ordinary Share shall be converted

into certificated form by the relevant

Ordinary Shareholder within 14 days

of receipt of a written notice from

MIHH to do so and shall be

deposited with the Company, or its

agent.