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AFRICAN DAWN ANNUAL REPORT 14

Notice of Annual General Meeting continued • the number of ordinary shares issued for cash shall not in any one financial year in the aggregate exceed 15% (fifteen percent) of the number of issued ordinary shares. The securities which are the subject of a general issue for cash may not exceed 15% (fifteen percent) of the number of listed securities, excluding treasury shares, as at the date of this notice, being 132 040 590 securities. Any securities issued under this authorisation during the period of 15 (fifteen) months from the date that this authorisation will be deducted from the aforementioned 132 040 590 listed securities. In the event of a subdivision or a consolidation during the period contemplated above the authority will be adjusted to represent the same AFRICAN DAWN 8 4 ANNUAL REPORT 2014 allocation ratio; • this general authority will be valid until the earlier of the Company’s next annual general meeting or the expiry of a period of 15 (fifteen) months from the date that this authority is given; • an announcement giving full details, including the number of securities issued, the average discount to the weighted average traded price of the securities over 30 (thirty) business days prior to the date that the issue is agreed in writing between the issuer and the parties subscribing for the securities and the impact on net asset value per share, net tangible asset value per share, earnings per share and headline earnings per share and, if applicable, diluted earnings and headline earnings per share, will be published when the Company has issued securities representing, on a cumulative basis within the earlier of the Company’s next Annual General Meeting or the expiry of a period of 15 (fifteen) months from the date that this authority is given, 5% (five percent) or more of the number of securities in issue prior to the issue; and • in determining the price at which an issue of ordinary shares may be made in terms of this authority, the maximum discount permitted will be 10% (ten percent) of the weighted average traded price on the JSE Limited of the ordinary shares over the 30 (thirty) business days prior to the date that the price of the issue is agreed between the issuer and the party subscribing for the securities; and • whenever the Company wishes to use ordinary shares, held as treasury shares by a subsidiary of the Company, such use must comply with the JSE Listings Requirements as if such use was a fresh issue of ordinary shares. 2.13ORDINARY RESOLUTION NUMBER 13 – SIGNATURE OF DOCUMENTS Resolved that each director of the Company be and is hereby individually authorised to sign all such documents and do all such things as may be necessary for or incidental to the implementation of those resolutions to be proposed at the annual general meeting convened to consider the resolutions which are passed, in the case of ordinary resolutions, or are passed and registered by the Companies and Intellectual Property Commission, in the case of special resolutions. 3. OTHER BUSINESS To transact such other business as may be transacted at an annual general meeting of shareholders. Voting 1 The date on which shareholders must be recorded in the share register for purposes of being entitled to attend and vote at the AGM is Friday, 5 December 2014, with the last day of trade being Friday, 28 November 2014. 2 Meeting participants will be required to provide proof of identification to the reasonable satisfaction of the Chairman of the AGM and must accordingly bring a copy of their ID document or driver’s licence to the AGM.


AFRICAN DAWN ANNUAL REPORT 14
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