| Fri 12 Mar 2004, 8:20 | | Notice Of Annual General Meeting |
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Falcon Investment Holdings Societe Anonyme - Notice Of Annual General Meeting
Falcon Investment Holdings Societe Anonyme
(Incorporated in Luxembourg - R.C. Number B39773)
("the Company")
Share code: FLC ISIN number: LU0042254812
Notice of Meeting
NOTICE is hereby given that the twelfth ANNUAL GENERAL MEETING of Falcon
Investment Holdings Societe Anonyme will be held at the offices of Maitland
Management Services S.A., 6 rue Adolphe Fischer, L-1520, Luxembourg on 26th
March 2004, at 3.00 p.m. for the following purposes:-
1. To receive and adopt the reports of the Directors, Auditors and Commissaire
for the year ended 30th September 2003.
2. To receive and adopt the balance sheet of the Company at 30th September
2003 and the profit and loss account for the year ended on that date.
3. To receive and adopt the consolidated balance sheet of the Group at 30th
September 2003 and the consolidated profit and loss account for the year ended
on that date.
4. To grant discharge to the Directors and Commissaire in respect of the
execution of their mandates to 30th September 2003.
5. To receive and act on the statutory nomination of the Directors, Auditors
and Commissaire for a new term of one year.
Special Business
6. To give, in terms of the Law of 10 August 1915 on commercial companies,
as amended, and the Listings Requirements of the JSE Securities Exchange South
Africa ("JSE"), the Board of Directors of the Company general authority to issue
ordinary shares of Euro1.25 each for cash as and when suitable situations arise,
subject to the following limitations:
- that this authority shall not extend beyond 15 (fifteen) months from the date
of this annual general meeting and is renewable at the next annual general
meeting;
- that issues in the aggregate in any one year may not exceed 10% of the number
of shares of that class of the Company"s issued share capital, including
instruments which are compulsorily convertible into shares of that class,
provided further that such issues shall not in aggregate in any three-year
period exceed 15% of the Company"s issued share capital of that class, including
instruments which are compulsorily convertible into shares of that class; and
- that in determining the price at which an issue of shares will be made in
terms of this authority, the maximum discount permitted will be 10% of the
weighted average traded price of the shares in question, as determined over the
30 days prior to the date that the price of the issue is determined or agreed by
the Directors.
By order of the Board,
CITY GROUP P.L.C.
Group Secretaries
6 rue Adolphe Fischer,
Luxembourg
24th December 2003
Notes:
(i) In terms of Article 24.4 of the Company"s Articles of Incorporation, a
shareholder may appoint a proxy who need not be a shareholder of the Company.
Any company being a shareholder of the Company may execute a form of proxy under
the hand of a duly authorised officer.
(ii) To be effective, the form of proxy, duly completed, must arrive at the
registered office of the Company not less than forty-eight hours before the time
fixed for the meeting. Proxies sent to the office of a transfer agent for
forwarding to the Company, at shareholders" risk, must be received by the
transfer agent not less than seven days before the meeting.
Date: 12/03/2004 08:01:07 AM Produced by the JSE SENS Department
