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OBO BETTERMANN HOLDINGS AFRICA ... - O-line Support Systems

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<strong>OBO</strong> <strong>BETTERMANN</strong> <strong>HOLDINGS</strong> <strong>AFRICA</strong> LIMITED<br />

(Incorporated in the Republic of South Africa)<br />

Registration Number 2006/034685/06<br />

(“Company”)<br />

STATEMENT IN TERMS OF SECTION 60(4) OF THE COMPANIES ACT 71 OF 2008,<br />

AS AMENDED, (“Companies Act”) IN RESPECT OF RESOLUTIONS PROPOSED IN<br />

THE NOTICE TO SHAREHOLDERS DATED 03 July 2012<br />

1. In terms of section 60(4) of the Companies Act, shareholders of the Company are<br />

hereby advised that all the resolutions proposed in the notice to shareholders dated 03<br />

July 2012 have been adopted.<br />

2. Reasons for adopting the resolutions<br />

2.1. Special Resolution No. 1 was adopted to substitute the Company’s Memorandum<br />

of Incorporation.<br />

2.2. Ordinary Resolution No. 1 was adopted to confer authority on certain categories<br />

of the Company’s representatives to sign all such documents as may be required<br />

by or incidental to and to take any such actions as may be required by the<br />

Company to give effect to and implement the Special Resolution mentioned<br />

above.<br />

3. Voting results<br />

3.1. In order for a special resolution to be approved by the shareholders, it must be<br />

supported by at least 75% of the voting rights exercised on the resolution.<br />

3.2. In order for an ordinary resolution to be approved by shareholders, it must be<br />

supported by more than 50% of the voting rights exercised on the resolution.<br />

3.3. The shareholders of the Company exercised their voting rights in respect of the<br />

resolutions submitted to them as follows –<br />

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Page 2 of 2<br />

31 Jul 2012 10:25, C:\Users\nataliev.HQ.000\Desktop\Section 60(4) Statement - 26072012.docx<br />

PERCENTAGE NUMBER OF VOTING<br />

RIGHTS<br />

IN FAVOUR<br />

OF<br />

1. SPECIAL RESOLUTION No. 1 100%<br />

2. ORDINARY RESOLUTION No. 1 100%<br />

3.4. Accordingly –<br />

3.4.1. Special Resolution No. 1 was adopted; and<br />

3.4.2. Ordinary Resolution No. 1 was adopted.<br />

CHIEF EXECUTIVE OFFICER<br />

31 July 2012<br />

AGAINST ABSTAINED

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