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Phuthuma Nathi Investments (RF) Limited
Integrated annual report 2018
131
Notice of annual general meeting
continued
Shareholder information
(continued)
6.8.2.4 notwithstanding the implementation
of the Bulk Dematerialisation, an
Ordinary Shareholder will, subject to
article 6.8.3, be entitled to request the
Company to convert his/her/its
uncertificated Ordinary Shares into
certificated Ordinary Shares at no
cost in accordance with section 49(6)
read with section 54 of the
Companies Act, whereupon such
Ordinary Shares will be held in
certificated form subject to the
principles recorded in this MOI;
6.8.2.5 in the absence of any notification by
an Ordinary Shareholder as
contemplated in article 6.8.2.3, this
article 6.8 constitutes an irrevocable
instruction by each of the Ordinary
Shareholders to the Company to
convert his/her/its certificated
Ordinary Shares into dematerialised
form pursuant to the Bulk
Dematerialisation;
6.8.2.6 each of the Ordinary Shareholders
hereby irrevocably and unconditionally
authorises:
6.8.2.6.1 the Company to release the certificates
in respect of his/her certificated
Ordinary Shares to give effect to the
Bulk Dematerialisation; and
6.8.2.6.2 the Company (or its nominee,
delegate or agent) as his/her/its duly
authorised agent to sign any
documents as may be necessary to
give effect to the Bulk
Dematerialisation;
6.8.3
Subject to article 6.8.2, for as long
as the Ordinary Shares remain listed
on a stock exchange pursuant to
the provisions of article 6.8.1, the
Ordinary Shares may be held as
certificated or uncertificated
Ordinary Shares; provided that:
6.8.3.1 if an Ordinary Share is held as a
certificated Ordinary Share, the share
certificate in respect thereof shall be
deposited with and retained by the
Company for as long as it is held in
such form; and
6.8.3.2 if an Ordinary Share is held as an
uncertificated Ordinary Share, the
provisions of articles 2.2.11 – 2.2.15
shall apply in respect thereof
(including in respect of any broker,
nominee or other market participant in
relation to such Ordinary Shares).
6.8.4
Should the listing of the Company’s
Ordinary Shares be terminated for
whatsoever reason at any time
during the Company Empowerment
Compliance Period, the provisions
of articles 6.8.2 and 6.8.3 shall
cease to apply, and the remaining
principles as regards certificated
Ordinary Shares in this MOI shall
continue to apply.”
The reason for and effect of special resolution
number 7 is to provide for matters incidental
to securities in certificated and uncertificated
form.