Shareholder information MultiChoice SA Notice of annual general meeting continued 5. Ordinary resolution number 5: Authorisation of distribution To authorise a distribution of 1 527.78 cents per share, pursuant to article 6.3.2 of the MOI and in accordance with the recommendation of the board. Subject to shareholder approval, the board approved a dividend of ZAR5.5bn payable to its ordinary shareholders on or about 4 September 2023. The board has approved a distribution of 1 527.78 cents per share, after having applied the solvency and liquidity test and reasonably concluded that the company will satisfy the solvency and liquidity test immediately after completing the proposed distribution. 6. Ordinary resolution number 6: Authorisation to implement resolutions Each of the directors of the company is authorised to do all things, perform all acts and sign all documents necessary or desirable to effect the implementation of the ordinary and special resolutions adopted at this AGM. Non-binding advisory resolutions 7. Non-binding advisory resolution number 1: Endorsement of the company’s remuneration policy To endorse the company’s remuneration policy, as set out in the remuneration report on pages 104 to 117 of the integrated annual report. 8. Non-binding advisory resolution number 2: Endorsement of the implementation of the remuneration policy To endorse the company’s implementation report relating to the payment of remuneration for the period which commenced on 1 April 2022 and ended on 31 March 2023 as set out on pages 118 to 130 of the integrated annual report. Special resolutions 9. Special resolution number 1: General authority to repurchase a maximum of 20% shares of the company To authorise the board, by way of a renewable general authority, to approve the acquisition of the company’s shares by the company or any subsidiary of the company, subject to a maximum 20% of the company’s issued share capital of that class in any one nancial year, upon such terms as the board may determine, in each instance in terms of and subject to the MOI and the Companies Act. The reason for and effect of special resolution number 1 is to grant the company and/or a subsidiary of the company a general authority in terms of the Act to acquire the company’s shares. The directors record that, although there is no immediate intention to effect a repurchase of the shares of the company, they will continually review the company’s position, having regard to prevailing circumstances and market conditions, in considering whether to effect any repurchases as contemplated in special resolution number 1. Phuthuma Nathi Investments (RF) Limited Integrated annual report 2023 134
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