Announcement 65th Annual General Meeting 2017

TO ALL SHAREHOLDERS

NOTICE is hereby given that the Sixty-fifth (65th) Annual General Meeting of Sasini Limited will be held at the Kamundu Estate, Kiambu, on Friday 24th March 2016, at 11.30 AM,to conduct the following business:

1. CONSTITUTION OF THE MEETING

The secretary to read the notice constituting the meeting and confirm if quorum is present.

2. REPORT OF THE AUDITORS AND CONSOLIDATED FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED 30TH SEPTEMBER 2016. To receive, consider and adopt the audited Financial Statements for the year ended 30th September 2016 together with the Chairman’s, Directors’ and Auditor’s reports thereon.

3. DIVIDEND

To confirm the first interim dividend of 25% paid on 4th July 2016 to shareholders on the register of members as at close of business on 20th June 2016 and the second interim dividend of 125% paid on 31st January 2017 to shareholders on the register of members as at close of business on 12th January 2017.

4. DIRECTORS

a) To re-appoint Mr. Sameer Merali who retires at this meeting in accordance with the provisions of Articles 94 and 95 of the Company’s Articles of Association, and, being eligible, offers himself for re-election.

b)To re-appoint Dr. Steve Mainda who retires at this meeting in accordance with the provisions of Articles 94 and 95 of the Company’s Articles of Association and also Clause 2.5 of the Code of Corporate Governance Practices for Issuers of Securities to the Public 2015. Special notice is hereby given pursuant to Section 287 of the Companies Act 2015, that notice has been received of the intention to propose the following Resolution as an Ordinary Resolution at the 2017 Annual General Meeting: ‘That Dr Steve Mainda who has attained the age of 70 years, be and is hereby reelected a Director of the Company.’

5. APPOINTMENT AND REMUNERATION OF AUDITORS

To note that Messrs KPMG Kenya continues in office as Auditors by virtue of Section 721 (2) of the Companies Act, 2015 and to authorize the Directors to fix the Auditor’s remuneration for the ensuing financial year.

6. SPECIAL BUSINESS

To consider and if found fit, to pass the following resolutions as ordinary resolutions:

i) Approvals under Regulation G.06 of the Fifth Schedule of the Capital Markets (Securities) (Public Off ers, Listing and Disclosures) Regulations 2002. For the purposes of the Regulation G.06 of the Fifth Schedule of the Capital Markets (Securities) Public Offers, Listing and

Disclosures) Regulations 2002 to consider, and if thought fi t, to pass the following resolutions as Ordinary resolutions in regard to the business of the Company, and in the interests of the Company:

a) THAT allotment of shares to the Company in Sasini Avocado Limited (previously known as Sasini Marketing Services Limited) to make it a wholly owned subsidiary of the Company be and is hereby ratified.

b) THAT the incorporation of Sasini Seed Limited incorporated in Kenya as a wholly owned subsidiary of the Company be and is hereby ratified.

c) THAT the incorporation of Sasini EPZ Park Limited incorporated in Kenya as a wholly owned subsidiary of the Company be and is hereby ratified.

d) THAT the incorporation of Sasini Nuts EPZ Kenya Limited incorporated in Kenya as a wholly owned subsidiary of the Company be and is hereby ratified.

e) THAT the disposal of the entire 60% shareholding in Savanna Coffee House Limited (previously known as Sasini Coffee House Limited) a subsidiary of the Company to Sheb Investments Limited, be and is hereby approved subject to regulatory approval.

Special Resolution

To consider and if found fit, to pass the following resolutions as special resolutions :-

i) “THAT the name of the Company be and is hereby changed from “Sasini Limited” to “ Sasini PLC” with eff ect from the date set out in the Certificate of Change of Name issued in that regard by the Registrar of Companies.

7. Any other business of which due notice has been given.

BY ORDER OF THE BOARD

LAWRENCE KIBET
COMPANY SECRETARY
21ST FEBRUARY 2017

Notes.

•A member entitled to attend and vote at this meeting may appoint a proxy to attend and vote on his/her behalf, and such a proxy need not be a member of the Company.

•The form of proxy can also be downloaded below:

Announcement 65th Annual General Meeting 2017


PROXY FORM (English)

Announcement 65th Annual General Meeting 2017


PROXY FORM (Kiswahili)

 

 

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