Notice of general meeting

Shareholders are referred to the SENS announcement on 22 October 2014 in which they were advised that Northam had concluded a fully funded R6.6 billion ten year secured Broad Based Black Economic Empowerment transaction, incorporating a fully funded R4.6 billion equity capital raising (collectively, the “Transaction”). The Transaction will secure a sustainable 35.4% Historically Disadvantaged South African (“HDSA”) interest in Northam and simultaneously secure funding for the company’s expansion and growth plans.

Notice is hereby given that a general meeting of Northam shareholders (“general meeting”) will be held at Glen Hove Conferencing, 52 Glenhove Road, Melrose Estate, Johannesburg, South Africa on Thursday, 19 March 2015 at 10:00 for shareholders to consider and, if deemed fit, pass the special and ordinary resolutions, with or without modification.

A circular, incorporating the full terms and conditions pertaining to the Transaction and the notice of general meeting containing the proposed resolutions to give effect to the Transaction (the “circular”), was posted to shareholders today, Tuesday, 17 February 2015. The circular is available on the company’s website  and copies available at the company’s registered office until the date of the general meeting.


The salient dates for the general meeting are:


Record date to determine which shareholders are entitled to receive the circular on

Friday, 6 February

Last day to trade in shares in order to be recorded in the register in order to vote at the general meeting on

Friday, 6 March

Record date to determine which shareholders are entitled to vote at the general meeting on

Friday, 13 March

Forms of proxy to be received by the transfer secretaries by 10:00 on

Wednesday, 18 March

General meeting to be held at 10:00 on

Thursday, 19 March

Results of the general meeting released on SENS on

Friday, 20 March


  1. The above dates and times are subject to change. Any such change will be released on SENS once approved by the JSE, if required.
  2. Dematerialised shareholders, other than those with “own name” registration, must provide their CSDP or broker with their instructions for voting at the general meeting by the cut-off time and date stipulated by their CSDP or broker in terms of their respective custody agreements.
  3. Any form of proxy not delivered to the transfer secretaries by the stipulated time may be handed to the chairman of the general meeting (or any adjournment or postponement of the general meeting) before such shareholder’s voting rights are exercised at the general meeting (or any adjournment or postponement of the general meeting).
  4. If the general meeting is adjourned or postponed, the forms of proxy submitted for the initial general meeting will remain valid in respect of any adjournment or postponement of the general meeting.
  5. All times referred to in this announcement are references to South African standard time.

17 February 2015

Sole corporate advisor, sole bookrunner, JSE transaction sponsor and JSE equity and debt sponsor to Northam

One Capital