Notice of Meeting to Shareholders
Notice is hereby given that the Annual Meeting of Shareholders of MUA Ltd (‘the Company’) will be held at the Registered Office of the Company, 4 Léoville L’Homme Street, Port Louis, Mauritius, on Tuesday 20 June 2023 at 10h00, to transact on the following business:
1. To consider the annual report and the report of the auditors, and to adopt the audited financial statements of
the Company and of its subsidiaries for the year ended 31 December 2022.
2. To re-appoint under separate resolution the following persons as directors of the Company:
a) Bruno de FROBERVILLE
b) Olivier de GRIVEL
c) Mélanie FAUGIER
d) Catherine MCILRAITH
e) Mushtaq OOSMAN.
3. To appoint Joerg WEBER as director of the Company (please refer to note (g) below).
4. To appoint Brian AH-CHUEN as director of the Company (please refer to note (h) below).
5. In accordance with Section 138(6) of the Companies Act 2001 to re-appoint Alfred BOUCKAERT as director of the Company.
6. In accordance with Section 138(6) of the Companies Act 2001 to re-appoint Dominique GALEA as director of the Company.
7. To take note of the automatic reappointment of PricewaterhouseCoopers (‘PwC’) as external auditors of the Company in compliance with Section 200 of the Companies Act 2001 and to authorize the Board of Directors to fix their remuneration.
8. Shareholders’ question time.
By order of the Board
ECS Secretaries Ltd
per Marie-Anne Adam, ACIS
12 May 2023
(a) A member of the Company, entitled to attend and vote at this Meeting, may appoint a proxy (whether a shareholder or not) to attend and vote on his behalf, or may cast his vote by post. If no specific direction as to voting is given, the proxy will exercise his/her discretion as to how he/she votes.
(b) Any power of attorney appointing a proxy shall be deposited with the share registry, SBM Fund Services Ltd, Level 10, Hennessy Tower, Pope Hennessy Street, Port Louis, Mauritius at latest on Monday 19 June 2023 at 10h00 and in default, the instrument of proxy shall not be treated as valid.
(c) The notice for casting a postal vote must be made in writing on the attached form and sent to the attention of the Company Secretary, the person authorized by the board of directors of the Company to receive and count the postal votes at the Annual Meeting. The document should reach the registered office of MUA Ltd, 4 Léoville L’Homme Street, Port Louis, Mauritius at latest on Friday 16 June 2023 at 10h00, and in default, the notice of postal vote shall not be treated as valid.
(d) For the purpose of this Meeting, the Directors have resolved, in compliance with section 120 of the Companies Act 2001, that the shareholders who are entitled to receive notice and attend the Meeting, shall be those shareholders whose names are registered in the share register of the Company as at 22 May 2023.
(e) Profiles of the Directors are set out in the Corporate Governance section of the annual report.
(f) The minutes of proceedings of the Annual Meeting of MUA Ltd held on 30 July 2022 are available to its shareholders for inspection at the Registered Office during normal trading office hours.
(g) The board of directors appointed Joerg Weber as executive director of the Company on the 1 October 2022 until the forthcoming annual meeting to be held on 20 June 2023 where, as recommended by the Corporate Governance, Nomination and Remuneration Committee and by the Board of Directors, his appointment will be proposed to the shareholders of the Company. Profile of Joerg Weber is found in the Corporate Governance section of the Annual Report.
(h) The board of directors appointed Brian Ah-Chuen as non-executive director of the Company on the 28 December 2022 until the forthcoming annual meeting to be held on 20 June 2023 where, as recommended by the Corporate Governance, Nomination and Remuneration Committee and by the Board of Directors, his appointment will be proposed to the shareholders of the Company. Profile of Brian Ah-Chuen is found in the Corporate Governance section of the Annual Report.
(i) In accordance with the provisions of Practice Direction No 2 of 2022 issued by the Registrar of Companies pursuant to section 128 (8) of the Companies Act 2001, and as an environment-friendly initiative, the Company has elected not to send a copy of the annual report to the shareholders until such time that the shareholder makes a request to receive a copy.
i. The annual report of MUA Ltd and its subsidiaries for the year ended 31 December 2022 is available here .
ii. A shareholder shall retain his/her rights to receive a copy of the annual report at any time upon request and can do so by emailing firstname.lastname@example.org or calling 207 5500.