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UNITED STATES SECURITIES AND EXCHANGE ... - Vodafone

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About the glossary<br />

Glossary<br />

This glossary is to help readers understand the Company’s Articles of Association. Words are<br />

explained as they are used in the Articles - they might mean different things in other documents.<br />

The glossary is not legally part of the Articles, and it does not affect their meaning. The definitions<br />

are intended to be a general guide - they are not precise.<br />

abrogate If the special rights of a share are abrogated, they are cancelled or withdrawn.<br />

accrue If interest is accruing, it is running or mounting up, day by day.<br />

adjourned In relation to a shareholders’ meeting, means that the meeting has come to an end<br />

for the time being, to be continued at a later time or day, at the same or a different place and<br />

adjourned and adjourn shall be construed accordingly.<br />

agent A person who has been appointed to act for another person.<br />

allot When new shares are allotted, they are set aside for the person they are intended for. This<br />

will normally be after the person has agreed to pay for a new share, or has become entitled to a<br />

new share for any other reason. As soon as a share is allotted, that person gets the right to have<br />

his name put on the register of shareholders. When he has been registered, the share has also<br />

been issued.<br />

allottee A person to whom a share is allotted (see renunciation).<br />

asset Any property of any description which is of any value to its owner.<br />

attorney An attorney is a person who has been appointed to act for another person in a particular<br />

way. The person is appointed by a formal document, called a power of attorney.<br />

automatically entitled to a share by law In some situations, a person will be entitled to have<br />

shares which are registered in somebody else’s name registered in his own name. Or he can<br />

require the shares to be transferred to another person. When a shareholder dies, or the sole<br />

survivor of joint shareholders dies, his personal representatives have this right. If a shareholder<br />

is made bankrupt, his trustee in bankruptcy has the right.<br />

beneficial interest A person on whose behalf or for whose benefit a trustee holds shares has a<br />

beneficial interest in those shares.<br />

brokerage Commission which is paid to a broker by a company issuing shares, where the<br />

broker’s clients have applied for shares.<br />

call A call to pay money which is due on shares which has not yet been paid. This happens if the<br />

Company issues shares which are partly paid, where money remains to be paid to the Company<br />

for the shares. The money which has not been paid can be “called” for. If all the money to be paid<br />

on a share has been paid, the share is called a fully paid share.<br />

capitalise To convert some or all of the reserves of a company into capital (such as shares).<br />

capital redemption reserve A reserve of funds which a company may have to set up to ensure<br />

that the Company’s capital base remains the same when shares are redeemed or bought back. It<br />

is equivalent to the amount by which the Company’s issued share capital is reduced by the<br />

redemption or purchase.<br />

- 83 -<br />

Exhibit 1.2

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