Notice of annual general meeting 2023

DRIVING PERFORMANCE TO SUSTAIN OUR PURPOSE

CONTENTS

  1. Notice of annual general meeting
  1. Electronic participation in the AGM
  1. Form of proxy
  1. Summary of the rights of a shareholder
  2. Curricula Vitarum
  1. Notice to Zimbabwean shareholders
  2. Summarised audited annual financial statements 2023

IBC Administration

IBC Forward looking statements

NOTICE OF

ANNUAL GENERAL MEETING

PPC LTD

Incorporated in the Republic of South Africa (Registration No: 1892/000667/06)

JSE / ZSE share code: PPC

ISIN: ZAE000170049

(PPC) or (the company) or (the group)

Notice is hereby given that the 131st annual general meeting (AGM) of the company will be held at 12:00 on Wednesday, 6 September 2023; physically, in person at the company's offices,

First Floor, 5 Parks Boulevard, Oxford Parks, Dunkeld, Johannesburg, 2196, South Africa; and virtually through electronic participation, as provided for by the Johannesburg Stock Exchange Limited (JSE), the Companies Act 71 of 2008, as amended (Companies Act), and the company's memorandum of incorporation (MoI), to consider the following business and, if deemed fit, to approve, with or without modification, the ordinary and special resolutions set out herein.

Should any shareholder (or a representative or proxy for a shareholder) wish to participate in and/or vote at the AGM by way of electronic participation, such shareholder must either:

  1. register online using the online registration portal at https://meetnow.global/za, prior to the commencement of the AGM; or
  2. make a written application (the form of which is attached to this notice of the company's AGM (notice)) to so participate, by delivering the application form to the transfer secretaries, being Computershare Investor Services Proprietary Limited (Computershare), at First Floor, Rosebank Towers, 15 Biermann Avenue, Rosebank, 2196, or posting it to Private Bag X9000, Saxonwold, 2132 (at the risk of the shareholder), or sending it by email to proxy@computershare.co.za, so as to be received by the transfer secretaries by no later than 12:00 on Monday, 4 September 2023, in order for the transfer secretaries to arrange such participation for the shareholder and for the transfer secretaries to provide the shareholder with the details as to how to access the AGM by means of electronic participation. Shareholders may still register/apply to participate in and/or vote electronically at the AGM after this date, provided, however, that those shareholders are verified (as required in terms of section 63(1) of the Companies Act) and are registered at the commencement of the AGM.

For the avoidance of doubt, dematerialised shareholders without "own name" registration would still need to submit their voting instructions via their Central Securities Depository Participants (CSDP) or broker or obtain a letter of representation from their CSDP or broker to participate in and/or vote at the AGM electronically.

PPC NOTICE OF ANNUAL GENERAL MEETING 2023

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NOTICE OF

ANNUAL GENERAL MEETING continued

In terms of section 63(1) of the Companies Act, any person participating in the AGM must present reasonably satisfactory identification and the person presiding at the AGM must be reasonably satisfied that the right of any person to participate in and vote (whether as a shareholder or as a representative or proxy for a shareholder) has been reasonably verified. Shareholders of the company who wish to participate in the AGM electronically should provide such identification when making a written application to so participate.

Shareholders will be liable for their own network charges and it will not be for the expense of PPC or Computershare. Neither PPC nor Computershare can be held accountable in the case of loss

of network connectivity or network failure including, but not limited to, insufficient airtime, internet connectivity, and power outages, which would prevent you from voting or participating in the virtual AGM.

SALIENT DATES AND TIMES

The salient dates and times applicable to the 131st AGM, are set out below:

2023

Announce and post the notice to attend PPC's AGM on

Friday, 28 July

Record the date to receive the notice of AGM

Friday, 21 July

Last day to trade to be recorded in the register to vote

at the AGM

Tuesday, 29 August

Record date to be eligible to vote at the AGM (voting record date)

Friday, 1 September

Last day to lodge forms of proxy for the AGM by 12:00

Monday, 4 September

AGM to be held at 12:00

Wednesday, 6 September

Results of AGM released via stock exchange news service (SENS)

on

Wednesday, 6 September

Notes:

  1. The above dates and times are subject to amendment. Any such amendment will be released via SENS.
  2. All times given are local times in South Africa.
  3. Any forms of proxy not delivered to the meeting secretaries by 12:00 on Monday,
    4 September 2023 may be emailed to proxy@computershare.co.zaand will be handed to the chair of the AGM immediately before the appointed proxy exercises any of the shareholder's rights at the AGM.

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PPC NOTICE OF ANNUAL GENERAL MEETING 2023

Reports available online

The following documents are available online at www.ppc.africa:

  • Notice of AGM 2023, including the summarised audited annual financial statements of the company and its subsidiaries for the year ended 31 March 2023, which have been distributed to all the registered shareholders of the company;
  • Integrated annual report 2023 (IAR), which includes;
    • The governance report 2023;
    • The social and ethics committee report 2023, as required in terms of Regulation 43(5)(c) of the Companies Regulations, 2011;
    • The remuneration policy and remuneration implementation report 2023;
    • The PPC BBBEE certificate, and BBBEE compliance certificate; and
    • Audited Annual Financial Statements for the year ended 31 March 2023

ORDINARY BUSINESS

The percentage of voting rights that will be required for the adoption of each ordinary resolution is more than 50% (fifty percent) of the voting rights exercised on the resolution.

SOCIAL AND ETHICS COMMITTEE REPORT

In accordance with Regulation 43(5)(c) of the Companies Regulations, 2011 promulgated under the Companies Act, a member of the social and ethics committee (the committee) is required to report to shareholders on the matters within the mandate of the committee. The committee's report is contained on pages 101 to 105 of the 2023 IAR.

PRESENTATION OF ANNUAL FINANCIAL STATEMENTS

The consolidated audited annual financial statements (AFS) of the company and its subsidiaries, incorporating the reports of the independent auditor and the audit, risk and compliance committee (ARCC) and the directors, for the year ended 31 March 2023, as approved by the board of directors of the company (board) on 25 June 2023 and published on PPC's website on 26 June 2023, a summary of which is attached to this AGM notice, are hereby presented to the shareholders as required in terms of section 30(3)(d), read with section 61(8)(a), of the Companies Act.

PPC NOTICE OF ANNUAL GENERAL MEETING 2023

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Disclaimer

PPC Ltd. published this content on 28 July 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 July 2023 05:36:24 UTC.