SAPPI LTD (SAP) 6-K

As at the termination of each annual general meeting of the company, one-third of the directors (excluding an executive chairman, chief executive officer,
managing director and any director referred to in (iii) below) or, if their number is not three or a multiple thereof, then the number nearest to but not less than
one-third of the directors shall retire from office. The directors who retire in terms of the abovementioned shall be those who have been longest in office since
their last election, provided that:
i) if more that one of them were elected directors on the same day, those to retire shall be determined by lot unless those directors agree
otherwise between themselves;
ii)
iii)
iv)
if at any general meeting any director will have held office for three years since his last election, he shall also retire at such annual general
meeting;
any director appointed as such after the conclusion of the company’s preceding annual general meeting shall retire from office at the
conclusion of the annual general meeting held immediately after his appointment;
a retiring director shall be eligible for re-election, and, if re-elected, shall be deemed not to have vacated his office; and
v) no person other than a retiring director shall be eligible for election as a director at any annual general meeting unless the directors
recommend otherwise, or unless not less than six not more than twenty-one days before the date appointed for the annual general meeting
a member who is entitled to attend and vote at such annual general meeting shall have lodged written notice proposing such person as a
director, together with the consent of that person to be elected as a director.
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