NOTICE OF ANNUAL GENERAL MEETING
CONTINUED
264
BLUE LABEL INTEGRATED ANNUAL REPORT 2014
related to any such company, corporation or member, in the event that the financial assistance is provided for the
purpose of, or in connection with, the subscription of any option, or any securities, issued or to be issued by the
Company or a related or inter-related company, or for the purchase of any securities of the Company or a related
or inter-related company.
Both sections 44 and 45 of the Act provide, inter alia, that the particular financial assistance may only be provided:
•
•
pursuant to a special resolution of shareholders, adopted within the previous 2 (two) years, which approved such
assistance either for the specific recipient, or generally for a category of potential recipients, and the specific
recipient falls within that category; and
•
•
the Board is satisfied that
– immediately after providing the financial assistance, the Company would satisfy the solvency and liquidity test
(as contemplated in the Act); and
– the terms under which the financial assistance is proposed to be given are fair and reasonable to the Company.
Electronic participation at the AGM
(a) Shareholders wishing to participate electronically in the AGM are required to:
(i)
deliver written notice to the Company at 75 Grayston Drive, corner Benmore Road, Morningside
Extension 5, 2196 (marked for the attention of the Group Company Secretary) that they wish to
participate via electronic communication at the AGM; or
(ii)
register on the Company’s website at
www.bluelabeltelecoms.co.za, where a link to the registration
page will be placed, by no later than 10:00 on Wednesday, 26 November 2014 (electronic notice).
(b) In order for the electronic notice to be valid it must contain:
(i)
if the Blue Label shareholder is an individual, a certified copy of his/her identity document and/or driving
licence and/or passport;
(ii)
if the Blue Label shareholder is not an individual, a certified copy of a resolution or letter of
representation by the relevant entity and a certified copy of the identity documents and/or passports of
the persons who passed the relevant resolution or signed the relevant letter of representation. The letter
of representation or resolution must set out from whom the relevant entity is authorised to represent
the entity at the AGM via electronic communication;
(iii) a valid e-mail address and/or facsimile number (contact address/number); and
(iv) if the shareholder wishes to vote via electronic communication, set out that the shareholder wishes to
vote via electronic communication. By no later than 24 (twenty-four) hours before the AGM the
Company shall use its reasonable endeavours to notify a shareholder at its contact address/number who
has delivered a valid electronic notice, of the relevant details through which the shareholder can
participate via electronic communication.
(c)
Should a shareholder wish to participate in the AGM by way of electronic communication as aforesaid, the
shareholder, or his/her/its proxy/ies, will be required to dial in on the date and commencement time of the
AGM. The dial-in facility will be linked to the venue at which the AGM will take place. The dial-in facility will
enable all persons to participate electronically in the AGM in this manner (and as contemplated in section 63(2)
of the Act) and to communicate concurrently with each other without an intermediary, and to participate
reasonably effectively in the AGM. The costs borne by the shareholder or his/her/its proxy/ies in relation to the
dial-in facility will be for his/her/its own account.




