MEIKLES
LIMITED
NOTICE OF
MEETING
Notice is hereby given that the eighty-second ANNUAL GENERAL
MEETING of the shareholders of Meikles Limited in respect of the
year ended 31 March 2019 will be held
at Parklands, 26 Greenhithe Lane, Borrowdale, Harare on Friday, 13
December 2019 at 09.00 am to
conduct the following business:
ORDINARY BUSINESS
1. To receive
and adopt the Group Financial Statements for the year ended
31 March 2019 and the reports of the
Directors and Auditors.
2. To consider
the re-appointment of the following Director who retires by
rotation and being eligible offers himself for re-election:
3.To consider the re-appointment of the following Director who
retires by rotation and being eligible offers himself for
re-election:
4. To confirm
Directors’ fees amounting to ZWL$65 784 for the year ended
31 March 2019.
5. To approve
the auditors’ fees of ZWL$214 898 for the year ended 31 March 2019.
6. To appoint
auditors for the year ending 31 March
2020. Messrs Deloitte & Touche, auditors for the
year ended 31 March 2019, have
indicated their willingness to continue in office.
SPECIAL BUSINESS
1.Redenomination of the Company’s
share capital to comply with the requirements of the Registrar of
Companies and in recognition of the currency reforms gazetted
through Statutory Instrument 142/2019 on 24
June 2019
1.1As a special resolution
That the Company be and is hereby
authorised to alter or otherwise restructure its share capital such
that the nominal value per share shall be redenominated from
US$0.01 (One United States cent), to
ZWL$0.01 (One Zimbabwe Cent) following the promulgation of
Statutory Instrument 142/2019 abolishing the multi-currency and
introducing the Zimbabwe Dollar as mono currency.
1.2 As a special
resolution
That, the Memorandum and Articles of Association, to the extent
necessary, be and are hereby amended accordingly, such that any and
all reference to “nominal value” of shares shall mean and read “
ZWL$0.01”per share.
2. Developments in
electronic communication have reduced the cost associated with the
delivery of notices, annual reports and other documents, while at
the same time shortening delivery time. The Company would therefore
want to send documents and notices in an electronic form.
2.1 As a special
resolution
That, the
Memorandum and Articles of Association, be amended by inserting the
following under section 64:-
“Notwithstanding any other provisions of these Articles of
Association, notice given in terms of section 64 of these Articles
of Association may be given either in writing or through electronic
mode via electronic mail to the electronic address last provided by
such member, or posted on the Company’s official website. Should a
member request a hard copy of such document then the Company shall
ensure that a hard copy is availed to the member.”
By order of the Board
22 November
2019
FORM OF PROXY
I/We
___________________________________________________________________________
(Name/s in block letters)
being a member of Meikles
Limited
and entitled to
________________________________________________________________votes
hereby appoint _________________________ of
________________________________________
or failing him/her _________________________ of
______________________________________
or failing him/her the Chairman of the meeting as my/our proxy
to attend and speak for me/us and on my/our behalf at the eighty
second annual general meeting of the Company to be held at
Parklands, 26 Greenhithe Lane, Borrowdale, Harare on Friday, 13
December 2019, at 09.00 am and
at any adjournment thereof and to vote or abstain from voting.
Any member of the Company entitled to attend and vote at the
meeting may appoint a proxy or proxies to attend, speak and vote in
his stead. A proxy need not be a member of the Company.
Every person present and entitled to vote at a general meeting
shall, on a show of hands, have one vote only, but in the event of
a poll, every share shall have one vote.
Please read the notes appearing on the reverse hereof.
Signed at
_____________________________________ on
____________________________2019
Signature(s)
________________________________________________________________________________
Assisted by me
____________________________________________________________________
Full name(s) of signatory/ies if signing in a representative
capacity (see note 2) (please use block letters)
INSTRUCTIONS FOR SIGNING AND LODGING
THIS FORM OF PROXY
1. A deletion of any printed matter and the completion of
any blank spaces need not be signed or initialled. Any
alteration or correction must be initialled by the
signatory/ies.
2. The Chairman shall be entitled to decline to accept the
authority of a person signing the proxy form:
(a) under a power of attorney
(b) on behalf of a
company
unless that person’s power of attorney or authority is deposited
at the offices of the Company’s Zimbabwe transfer secretaries or the
London transfer secretaries not
less than 48 hours before the meeting.
3. If two or more proxies attend the meeting then that
person attending the meeting whose name appears first on the proxy
form and whose name is not deleted, shall be regarded as the
validly appointed proxy.
4. When there are joint holders of shares, any one holder
may sign the form of proxy. In the case of joint holders, the
senior who tenders a vote will be accepted to the exclusion of
other joint holders. Seniority will be determined by the
order in which names stand in the register of members.
5. The completion and lodging of this form of proxy will
not preclude the member who grants this proxy form from attending
the meeting and speaking and voting in person thereat to the
exclusion of any proxy appointed in terms hereof should such member
wish to do so.
6. In order to be effective, completed proxy forms must
reach the Company’s Zimbabwe or
London transfer secretaries not
less than 48 hours before the time appointed for the holding of the
meeting.
7. Please ensure that the name(s) of the member(s) on the
form of proxy and the voting form are exactly the same as those on
the share register.
8. Please be advised that the number of votes to which a
member is entitled is determined by the number of shares recorded
in the share register 48 hours before the time appointed for the
holding of the meeting.
OFFICE OF THE
ZIMBABWE
TRANSFER SECRETARIES |
OFFICE OF THE
LONDON
TRANSFER SECRETARIES |
|
Link Asset Services |
ZB Transfer Secretaries |
6th Floor, 65 Gresham
Street |
21 Natal Road |
London |
Belgravia |
EC2V 7NQ |
P.O Box 2540 |
Telephone +44 20 7954 9752 |
Harare |
|
Zimbabwe |
|
Telephone 263 242 759660/9 |
|