Page 115 - Stellar IAR2015

NOTES TOFORM OF PROXYA shareholder entitled to attend and vote at the AGM may appoint one or more persons as his proxy to attend, speak or vote in his stead at the AGM. A proxy need not be a shareholder.On a show of hands, every shareholder shall have one vote (irrespective of the number of Stellar Capital shares held). On a poll, every shareholder shall have, for each share held by him, that proportion of the total votes in Stellar Capital which the aggregate amount of the nominal value of that share held by him bears to the aggregate amount of the nominal value of all the shares issued by Stellar Capital.SUMMARY OF RIGHTS CONTAINED IN SECTION 58 OF THE ACTIn terms of section 58 of the Act:• a shareholder may, at any time and in accordance with the provisions of section 58 of the Act, appoint any individual (including anindividual who is not a shareholder) as a proxy to participate in, and speak and vote at, a general meeting on behalf of suchshareholder;• a proxy may delegate his authority to act on behalf of a shareholder to another person, subject to any restriction set out in theinstrument appointing such proxy;• irrespective of the form of instrument used to appoint a proxy, the appointment of a proxy is suspended at any time and to theextent that the relevant shareholder chooses to act directly and in person in the exercise of any of such shareholder’s rights as ashareholder;• any appointment by a shareholder of a proxy is revocable, unless the form of instrument used to appoint such proxy statesotherwise;• if an appointment of a proxy is revocable, a shareholder may revoke the proxy appointment by: (i) cancelling it in writing, or makinga later inconsistent appointment of a proxy; and (ii) delivering a copy of the revocation instrument to the proxy and to the relevantcompany; and• a proxy appointed by a shareholder is entitled to exercise, or abstain from exercising, any voting right of such shareholder withoutdirection, except to the extent that the MOI, or the instrument appointing the proxy, provides otherwise.Notes:1. A shareholder may insert the name of a proxy or the names of two alternative proxies of his choice in the spaces provided with or without deleting “the chairperson of the AGM”, but any such deletion must be initialled by the shareholder. The person whose name appears rst on the form of proxy and who is present at the AGM will be entitled to act as proxy to the exclusion of those whose names follow.2. Please insert the number of shares in the relevant spaces according to how you wish your votes to be cast. If you wish to cast your votes in respect of a lesser number of Stellar Capital shares exercisable by you, insert the number of Stellar Capital shares held in respect of which you wish to vote. Failure to comply with the above will be deemed to authorise and compel the chairperson, if the chairperson is an authorised proxy, to vote in favour of the resolutions, or to authorise any other proxy to vote for or against the resolutions or abstain from voting as he deems t, in respect of all the shareholder’s votes exercisable thereat. A shareholder or its/his proxy is not obliged to use all the votes exercisable by the shareholder or its/his proxy, but the total of the votes cast and in respect whereof abstention is recorded may not exceed the total of the votes exercisable by the shareholder or its/his proxy.3. Forms of proxy must be lodged with the Transfer Secretaries, 70 Marshall Street, Johannesburg, 2001 (PO Box 61051, Marshalltown, 2107), to be received by no later than 10:00 on Wednesday, 1 June 2016, in order to be e ective.4. Any alteration or correction made to this form of proxy must be initialled by the signatory/(ies).5. Documentary evidence establishing the authority of a person signing this form of proxy in a representative capacity must be attached to this form of proxy unless previously recorded by the Transfer Secretaries or waived by the chairperson of the AGM.6. The completion and lodging of this form of proxy will not preclude the relevant shareholder from attending the AGM and speaking and voting in person thereat to the exclusion of any proxy appointed in terms hereof, should such shareholder wish to do so.STELLAR CAPITAL PARTNERS | 111