Articles of Association PDF - Anglo American

(b)in the case of any other General Meeting by a majority in number of the membershaving a right to attend and vote thereat, being a majority together holding not lessthan 95 per cent in nominal value of the shares giving that right.47 Contents of notice of General Meetings47.1 Every notice calling a General Meeting shall specify the place, date and time of themeeting. There shall appear with reasonable prominence in every such notice a statementthat a member is entitled to appoint another person as his proxy to exercise all or any of hisrights to attend and to speak and vote and that a proxy need not be a member of theCompany.47.2 The notice shall specify the general nature of the business to be transacted at the meetingand if any resolution is to be proposed as a Special Resolution, the notice shall contain astatement to that effect.47.3 In the case of an Annual General Meeting, the notice shall also specify the meeting as such.47.4 For the purposes of determining which persons are entitled to attend or vote at a meetingand how many votes such person may cast, the Company may specify in the notice of themeeting a time, not more than 48 hours before the time fixed for the meeting, by which aperson must be entered on the Register in order to have the right to attend or vote at themeeting.47.5 The accidental omission to give notice of a meeting to, or the non-receipt of notice by, anyperson entitled to receive the notice shall not invalidate the proceedings of that meeting.48 ChairmanPROCEEDINGS AT GENERAL MEETINGSThe Chairman of the Directors, failing whom a Deputy Chairman or Vice-Chairman, shallpreside as chairman at a General Meeting. If there is no such Chairman or DeputyChairman or Vice-Chairman, or if at any meeting neither is present within five minutesafter the time appointed for holding the meeting and willing to act, the Directors presentshall choose one of their number to be chairman of the meeting (or, if no Director ispresent or if all the Directors present decline to take the chair, a member may be elected tobe the chairman by a resolution of the Company passed at the meeting).49 QuorumNo business other than the appointment of a chairman shall be transacted at any GeneralMeeting unless a quorum is present at the time when the meeting proceeds to business.Two members present in person or by proxy and entitled to vote shall be a quorum for allpurposes.50 Lack of quorumIf within five minutes from the time appointed for a General Meeting (or such longerinterval as the chairman of the meeting may think fit to allow) a quorum is not present, orif during the meeting a quorum ceases to be present, the meeting, if convened on therequisition of members, shall be dissolved. In any other case it shall stand adjourned toA09099335/0.6/04 Mar 2008 - 17 -