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VODACOM GROUP LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1993/005461/06)
(ISIN: ZAE000132577 Share code: VOD)
ISIN: US92858D2009 ADR code: VDMCY)
(“Vodacom” or “the Company”)
For use by certified and dematerialised shareholders who have “own name” registration of securities at the annual general meeting
to be held at 10:00 at Vodacom World, 082 Vodacom Boulevard, Midrand, Johannesburg, South Africa on Tuesday 17 July 2018.
I/We (Please print full names)
being the holders of
shares in the Company, hereby appoint (see Note 1)
1.
or failing him/her,
2.
or failing him/her,
the Chairman of the annual general meeting as my/our proxy to attend and speak and vote for me/us on my/our behalf at the
annual general meeting which will be held for the purpose of considering and, if deemed fit, passing the ordinary and special
resolutions to be proposed and at each adjournment of the meeting and to vote for or against the ordinary and special resolutions or
to abstain from voting in respect of the shares in the issued capital of the Company registered in my/our name/s, in accordance with
the following instructions (see Note 2).
Insert an “X” or the number of shares (see Note 2)
Number of ordinary shares
For
Against
Abstain
1.
Ordinary resolution number 1
Adoption of the audited consolidated annual financial statements
2.
Ordinary resolution number 2
Election of Mr SJ Macozoma as a director
3.
Ordinary resolution number 3
Re-election of Ms BP Mabelane as a director
4.
Ordinary resolution number 4
Re-election of Mr DH Brown as a director
5.
Ordinary resolution number 5
Re-election of Mr M Joseph as a director
6.
Ordinary resolution number 6
Appointment of PricewaterhouseCoopers Inc. as auditors of the Company
7.
Ordinary resolution number 7
Approval of the remuneration policy
8.
Ordinary resolution number 8
Approval for the implementation of the remuneration policy
9.
Ordinary resolution number 9
Re-election of Mr DH Brown as a member of the Audit, Risk and Compliance
Committee of the Company
10.
Ordinary resolution number 10
Election of Mr SJ Macozoma as a member of the Audit, Risk and Compliance
Committee of the Company
11.
Ordinary resolution number 11
Re-election of Ms BP Mabelane as a member of the Audit, Risk and Compliance
Committee of the Company
12.
Special resolution number 1
General authority to repurchase shares in the Company
13.
Special resolution number 2
Increase in non-executive directors’ fees
(Indicate with an “X” or the relevant number of shares, in the applicable space, how you wish your votes to cast). Unless otherwise
directed the proxy will vote as he/she thinks fit.
Signed at
on
2018
Signature
assisted by me (where applicable)
It is recommended that completed forms of proxy be lodged with Computershare Investor Services (Proprietary) Limited
by no later than 10:00 on Monday 16 July 2018.
Please read the notes on the reverse side of this proxy form.
Formof proxy
89
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