OKZ.zw | Amended Notice of Annual General Meeting

NOTICE IS HEREBY GIVEN THAT the Thirteenth Annual General Meeting of Members of OK Zimbabwe Limited will be held in the OKmart Functions Room, First Floor, OKmart, 30 Chiremba Road, Hillside, Harare on Thursday 24 July 2014 at 15:00 hours for the following purposes:

ORDINARY BUSINESS

1. STATUTORY FINANCIAL STATEMENTS
   To receive and adopt the Financial Statements for the year ended 31 March 2014, together with the Report of the Directors and Auditors thereon.
2. APPOINTMENT OF DIRECTORS
   In terms of the Company’s Articles of Association Messrs. D.B. Lake and F. T. Kembo retire by rotation at the conclusion of the meeting. Both Directors, being eligible, offer themselves for re-election.
3. AUDITORS’ FEES AND APPOINTMENT OF AUDITORS
   Members will be asked to approve the auditors’ fees for the past financial year and to appoint auditors for the company for the ensuing year.
4. DIRECTORS’ FEES
   To approve Directors’ fees for the past year.
5. DIVIDEND
   To confirm the interim dividend of 0.20 cents per share declared on 14 November 2013 and the final dividend of 0.22 cents per share declared on 5 June 2014.

SPECIAL BUSINESS

6. AMENDMENTS TO THE ARTICLES OF ASSOCIATION OF THE COMPANY
   To consider, and if deemed fit, pass with or without modification, the following resolutions as special resolutions:
   6.1. That a new Article, Article 133 (a) be inserted as follows:

   “Any payment to be made by the company to members may be paid to shareholders by means of an electronic transfer to the member’s bank account or other electronic account using the last furnished banking or other account details or to any other person or address requested by him or in the case of joint holders to the one who is first named in the register in respect of such joint holdings. The company shall not be responsible for the loss in transmission of any electronic transfer. In addition, the Company shall not be responsible for loss or delays of electronic transfer due to incomplete and / or incorrect details furnished by a member.”

   6.2. That a new Article, Article 138 (a) be inserted as follows:
   “Any documents required to be sent to members in terms of paragraph 138 above may be sent by electronic means to the electronic address last furnished by such members. Such documentation shall be forwarded to the members concerned within the time frames prescribed by law. Likewise, any notice required to be given to a member in terms of Section 141 of the Articles may be sent to the electronic address of such member notified to the Company.”

EXPLANATORY NOTES

7. AMENDMENTS TO THE ARTICLES OF ASSOCIATION OF THE COMPANY
   The Board and Management have been motivated to propose these amendments to the Articles in recognition of the developments made in payment and settlement systems as well as advances in recent years made in forms of electronic communication. Electronic payments and electronic communication are both quicker and cheaper than the traditional cheques and postal service respectively. Such electronic payments and / or electronic communication are in addition to the existing payment and postal channels and will only be done at the option, and per written instruction, of a shareholder.

APPOINTMENT OF PROXY
In terms of the Companies Act