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Articles of Association PDF - Anglo American

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64.1 A member is entitled to appoint a proxy or (subject to Article 64A) proxies to exercise allor any rights to attend and to speak and vote at a meeting <strong>of</strong> the Company.64.2 A proxy need not be a member <strong>of</strong> the Company.64AMultiple ProxiesA member may appoint more than one proxy in relation to a meeting provided that eachproxy is appointed to exercise the rights attached to a different share or shares held by himor (as the case may be) a different £10, or multiple <strong>of</strong> £10, <strong>of</strong> stock held by him.65 Form <strong>of</strong> proxyThe appointment <strong>of</strong> a proxy must be in writing in any usual or common form or in anyother form which the Directors may approve and:(a)(b)in the case <strong>of</strong> an individual must either be signed by the appointor or his attorney orauthenticated in accordance with Article 134; andin the case <strong>of</strong> a corporation must be either given under its common seal or besigned on its behalf by an attorney or a duly authorised <strong>of</strong>ficer <strong>of</strong> the corporation orauthenticated in accordance with Article 134.Any signature on or authentication <strong>of</strong> such appointment need not be witnessed. Whereappointment <strong>of</strong> a proxy is signed or authenticated in accordance with Article 134 on behalf<strong>of</strong> the appointor by an attorney, the power <strong>of</strong> attorney or a copy there<strong>of</strong> certified notariallyor in some other way approved by the Directors must (failing previous registration with theCompany) be submitted to the Company, failing which the appointment may be treated asinvalid.66 Deposit <strong>of</strong> appointment <strong>of</strong> proxy66.1 The appointment <strong>of</strong> a proxy (together with any supporting documentation required underArticle 65) must be received at the address or one <strong>of</strong> the addresses (if any) specified forthat purpose in, or by way <strong>of</strong> note to, or in any document accompanying, the noticeconvening the meeting (or if no address is so specified, at the Transfer Office):(a)(b)(c)in the case <strong>of</strong> a meeting or adjourned meeting, not less than 48 hours before thecommencement <strong>of</strong> the meeting or adjourned meeting to which it relates;in the case <strong>of</strong> a poll taken following the conclusion <strong>of</strong> a meeting or adjournedmeeting, but not more than 48 hours after the poll was demanded, not less than 48hours before the commencement <strong>of</strong> the meeting or adjourned meeting at which thepoll was demanded; andin the case <strong>of</strong> a poll taken more than 48 hours after it was demanded, not less than24 hours before the time appointed for the taking <strong>of</strong> the poll;and in default shall not be treated as valid.66.2 The Directors may at their discretion determine that, in calculating the periods mentionedin Article 66.1, no account shall be taken <strong>of</strong> any part <strong>of</strong> any day that is not a working day(within the meaning <strong>of</strong> Section 1173 <strong>of</strong> the Companies Act 2006).A09099335/0.6/04 Mar 2008 - 23 -

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