South African Reserve Bank Act, 1989 (Act No. 90 of 1989)RegulationsSouth African Reserve Bank Regulations, 2010Chapter III : General Meetings9. Proceedings at general meetings |
| 9.1 | The quorum for a general meeting shall be twelve shareholders permitted to vote, who are not associates, present or represented by proxy at the meeting, and the same applies when an adjourned meeting is reconvened. |
| 9.2 | If a quorum is not reached within 30 minutes of the time a meeting was due to start— |
| (a) | the meeting shall be dissolved if the meeting was convened in terms of Regulation 8; |
| (b) | the meeting shall be postponed and reconvened within 14 days in the case of an ordinary general meeting. |
| 9.3 | A resolution shall be adopted by a simple majority of shareholders permitted to vote, counted on a show of hands, unless before or immediately after the result is declared I a poll is demanded by— |
| (a) | the Chairperson; or |
| (b) | a majority of shareholders permitted to vote, present at the meeting. |
| 9.4 | In a vote by show of hands— |
| (a) | every shareholder permitted to vote, who is present in person or represented by proxy at the meeting, shall be counted as a single vote; |
| (b) | the number of votes for or against a motion, and the margin by which a motion was carried or defeated, need not be recorded; |
| (c) | the Chairperson's declaration of the outcome, as recorded in the minutes, shall be conclusive proof of the outcome of the vote. |
| 9.5 | In the case of a poll (which may, at the direction of the Chairperson, be conducted by electronic means), all the votes attached to the voted shares, which may be exercised in terms of the Act, shall be counted. |
| 9.6 | A poll— |
| (a) | if demanded on the adjournment of a meeting, shall be taken immediately in a manner that the meeting agrees; |
| (b) | if demanded on any other matter, may be taken at any time during that meeting in a manner directed by the Chairperson. |
| 9.7 | A demand for a poll— |
| (a) | does not prevent the meeting from transacting other business; |
| (b) | may be withdrawn by the proponents at any time prior to the poll. |
| 9.8 | Subject to Regulation 9.9, if the same number of votes are cast for and against a motion, the Chairperson shall have a casting vote. |
| 9.9 | If, in respect of the election of a director into a specific vacancy the same number of votes are cast in support of two or more nominees, then the election in the vacancy in question and in respect of the nominees who receive the same number of votes, shall immediately (and at the same meeting) be put to the vote again, save that if the vote was not previously by poll, the retaken vote shall be by poll. Should, after the second vote, there still be the same number of votes cast for the nominees in question, the Chairperson shall have a casting vote. |
| 9.10 | If the meeting agrees, the Chairperson may adjourn a meeting from place to place or from time to time, provided that only the business left unfinished at the adjourned meeting shall be considered once the meeting is reconvened. |
| 9.11 | If a dispute arises between associates over voting rights restricted in terms of section 23 of the Act, the Secretary shall allocate to each shareholder within that group of associates a percentage of the votes that corresponds to his or her share of their aggregate holding: Provided that any shareholder holding 200 or more shares shall be allocated at least one vote. |