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Notice of virtual Annual General Meeting PDF Print E-mail
Tuesday, 30 June 2020 06:25

 

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PRESS CORPORATION PLC

REG. NO. 2395

NOTICE IS HEREBY GIVEN THAT THE THIRTY-SIXTH ANNUAL GENERAL MEETING OF THE COMPANY WILL BE HELD VIRTUALLY ON FRIDAY, 24TH JULY 2020 AND COORDINATED FROM PCL HOUSE, BLANTYRE STARTING FROM 14:00 HOURS.

After considering the continuing health impacts of COVID-19, the Guideline from Malawi Stock Exchange, related governmental orders and guidance, and the well-being of its shareholders, employees, and communities, the Board has determined to hold the 2020 Annual General Meeting virtually, through a link that will be provided to all shareholders and in accordance with the procedures set out below. An in-person meeting at a physical location will not be held.

PROCEDURES FOR HOLDING THE MEETING:

1. The AGM Pack consisting of the Notice, Agenda, Minutes, a Proxy Form and Annual Report will be made available on the PCL website (www.presscorp.com) from 3rd July 2020 onwards.

2. Shareholders who wish to attend the meeting or to have copies of the AGM Pack sent to them by email or WhatssApp must provide their contact details and indicate their preference by contacting the Company Secretary as follows:
By email: This e-mail address is being protected from spambots. You need JavaScript enabled to view it
By WhatsApp: +265 888 557 888

3. Shareholders can raise any questions on any agenda item by addressing them to the Company Secretary (through the contacts listed above) by email or WhatsApp starting from 6th July to 17th July 2020.

4. The Company will collate all questions (and their answers) and publish these anonymously on its website on 20th July 2020.

5. Selected questions and answers will be commented upon by the Chairperson during the online meeting.

6. To facilitate the process, the Company requests shareholders who may wish to attend the meeting to register their email addresses or WhatsApp numbers by 10th July, 2020. Further, is important that you read the proxy materials that will be distributed, and we strongly encourage you to vote in advance of the Annual General Meeting, even if you are planning to log-in and attend virtually.

BUSINESS TO BE TRANSACTED AT THE VIRTUAL MEETING:

1. MINUTES OF LAST ANNUAL GENERAL MEETING
To note the minutes of the last Annual General Meeting held on 18th July 2019.
2. FINANCIAL STATEMENTS
To receive the audited Financial Statements of the Company for the year ended 31st December 2019, together with the reports of the Directors and Auditors thereon.
3. DIVIDEND
To declare a final dividend of MK2.403 billion representing MK20.00 per share in respect of 2019 profits as recommended by the Directors. An interim dividend amounting to MK721.20 million representing MK6.00 per share was paid on 25th October 2019 bringing the total dividend for the year to MK3.122 billion representing MK26.00 per share.
4. APPOINTMENT OF AUDITORS
To re-appoint Deloitte, Certified Public Accountants, as auditors for the ensuing year and to authorise the Directors to determine their remuneration.
5. DIRECTOR’S RE-ELECTION
To re-elect Mr Stewart Malata who retires by rotation and, being eligible, offers himself for re-election.
6. EXECUTIVE DIRECTORS’ REMUNERATION
To authorise Directors to determine the remuneration of Executive Directors.
7. NON-EXECUTIVE DIRECTORS FEES AND SITTING ALLOWANCES
To fix the Fees and Sitting Allowances of the Chairman and other Non-Executive Directors with effect from 1st January 2020 as follows:

Directors Fees:

    • Chairman                                  - MK12,296,928.00 per annum payable quarterly in arrears (up from MK10,979,400.00)
    • Non-Executive Directors             - MK10, 281,600.00 per annum payable quarterly in arrears (up from MK9,180,000.00)

Sitting Allowances:

    • Board Chairman - MK550,000.00 per sitting (up from MK450,000.00 per sitting)
    • Committee Chairperson - MK500,000.00 per sitting (up from MK420,000.00 per sitting)
    • Non-Executive Directors - MK470,000.00 per sitting (up from MK420,000.00 per sitting)

Dated the 15th day of June 2020
BY ORDER OF THE BOARD
BENARD M W NDAU
COMPANY SECRETARY
Registered Office
Press Corporation plc
3rd Floor, PCL House, Top Mandala
Kaohsiung Road
P O Box 1227
BLANTYRE

NOTES
1. A member entitled to attend and vote at the meeting is entitled to appoint a proxy (or proxies) to attend and vote on its/his/her behalf. A proxy need not be a member of the Company.


2. The instrument appointing a proxy and the power of attorney or other authority, if any, under which it is signed or notarially certified copy of that power of attorney or authority shall be deposited at the Company Secretary’s office not less than forty-eight (48) hours before the time appointed for holding the meeting and in default the instrument of proxy shall not be treated as valid. The instrument appointing a proxy shall be in the form attached hereto or forms as near thereto as circumstances admit.


3. At the above meeting it will be proposed that a final dividend amounting to MK2.403 billion (2018:MK2.403 billion) representing MK20.00 per share (2018: MK20.00 per share), be paid on Friday, 28th August 2020 to members whose names appear on the register as at the close of business on 21st August 2020.

4. No other business shall be transacted at the above meeting unless the Company Secretary shall have been notified of the same not less than 21 days before the date of the meeting.

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