Unifreight Africa : Notice of Annual General Meeting

AFRICA LTD

NOTICE TO SHAREHOLDERS

NOTICE OF THE ANNUAL GENERAL MEETING OF THE MEMBERS OF UNIFREIGHT AFRICA LIMITED

Incorporated in the Republic of Zimbabwe ("Unifreight" or "Company") Registration number: 304/1970

Notice is hereby given that the 53rd Annual General Meeting of members will be held in the History Boardroom of the Royal Harare Golf Club, 5th Street Extension & Josiah Tongogara Avenue, Harare on 28 July 2023 at 10.00am to conduct the following business.

ORDINARY BUSINESS

1. CONSTITUTION OF MEETING 1.1 To table forms of proxy.
   1.2 To declare the meeting constituted.
2. FINANCIAL STATEMENTS AND THE REPORTS OF THE DIRECTORS AND AUDITORS
   To consider and adopt the Financial Statements for the year ended

1. December 2022 together with the reports of the Directors and Auditors.

1. DIRECTORATE

1. To note that in terms of article 99 of the Articles of Association, one-third of the Directors shall retire from office and be eligible for re- election. Messrs Belmont Njabulo Ndebele and Mark Andrew Kalweit retire by rotation and, both being eligible, offer themselves for re- election. The re-election will be done under separate resolutions.
2. To note the resignation of Mr. Mosi Sibanda from his role as Chief Financial Officer with effect from 31 May 2022 and the appointment of Mr. Jackson Nyakupfawa Fambawaputa as Chief Financial Officer with effect from 1 June 2022.
3. To note the resignation of Mr. Robert Edward Kuipers from his role as Chief Executive Officer with effect from 31 December 2022 and the appointment of Mr. Richard Peter Alan Clarke as Chief Executive Officer with effect from 1 January 2023.

4. DIRECTORS' FEES

To approve Directors fees for the year ended 31 December 2022.

5. AUDITORS

1. To approve the remuneration of the Auditors, Grant Thornton Chartered Accountants for the year ended 31 December 2022.
2. To reappoint Grant Thornton as Auditors for the ensuing year, being their second year as Auditors of the Company.

6. DIVIDEND

To note that no Dividend was declared by the Directors in 2022.

7. ANY OTHER BUSINESS

Any other business that may be transacted at an Annual General Meeting.

FORM OF PROXY

A form of proxy, in which are set out the relevant instructions for its completion, is available on request from the Company transfer secretaries or the registerd offices of the Company, for use by such shareholder of the Company who is unable to attend the AGM but who wishes to be represented thereat. Completion of a form of proxy will not preclude such shareholder of the Company from attending and voting (in preference to the appointed proxy) at the AGM.

The instrument appointing a proxy and the authority (if any) under which it is signed must be received by the Company's transfer secretaries or at the Company's registered offices (Attention: The Company Secretary) at the addresses given below no later than 48 (forty-eight hours) before the time appointed for the holding of the AGM.

For and on behalf of the Board

M. T. J. Mnemo

Company Secretary

7 July 2023

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