NOTICE TO THE MEMBERS OF THE ANNUAL GENERAL MEETING AND CVS OF CANDIDATES STANDING FOR ELECTION The Professional Provident Society Holdings Trust (Registration number: IT312/2011) (the Trust) Notice is hereby given that the thirteenth annual general meeting (the meeting) of the members of the Trust will be held VIRTUALLY on Monday, 8 May 2023 at 18:00, for the purposes set out below. Please refer to the section titled “Action required by members in regard to the 2023 annual general meeting” included in this Integrated Report for particulars regarding participation in the annual general meeting. 1. To adopt, by ordinary resolution, the annual financial statements for the year ended 31 December 2022, including the reports of the trustees and the auditors of the Trust. 2. To appoint, by ordinary resolution, Ernst & Young Incorporated as the auditors of the Trust for the financial year ending 31 December 2023. 3. To pass the following special resolution approving the amendment of the Deed of Trust constituting the Trust: “RESOLVED THAT the Members of the Trust, in terms of clauses 12.3 and 31.1.3 of the existing deed of trust constituting the Trust, being the Second Amended and Restated Trust Deed as further amended by resolution adopted on 22 May 2017 ("Trust Deed"), hereby approve the amendment of the Trust Deed, with effect from the end of the annual general meeting (AGM) at which this resolution is adopted, but subject to the Prudential Authority confirming in terms of clause 31.1.4 of the Trust Deed that it does not object to the amendment, by: (i) the replacement of clause 6.11 with the following new clause 6.11: "6.11 he has reached the Maximum Age applicable to that Trustee (as defined below); provided that: 6.11.1 any Trustee who is already in office when he reaches the Maximum Age shall remain in office until the end of the AGM immediately succeeding his birthday on which he reaches the Maximum Age; 6.11.2 this clause 6.11 shall not apply to an ex officio Trustee referred to in 5.3.5; and 6.11.3 in the light of the fact that clause 7.2 allows each Trustee appointed in terms of 5.3.1, 5.3.2, or 5.3.3 to hold office for a period of three years, no person shall be appointed as a Trustee in terms of 5.3.1, 5.3.2, or 5.3.3 if, at the time of his election or nomination by a Nominating Professional Organisation as such, he has already reached the age of sixty nine years unless the Board, in its discretion, has determined that that person is eligible for election or nomination despite having reached the age of sixty nine years." The "Maximum Age" applicable to each Trustee shall be the age of seventy two years or such greater age as may be determined by the Board, from time to time, in its discretion and in respect of that particular Trustee. The Board shall only be entitled to extend this age limit in respect of a particular Trustee once in every year and by not more than one year at a time. Consequently, in respect of a particular Trustee the Maximum Age may first be extended only to seventy-three years, then may subsequently be extended to seventy-four years and then may subsequently be extended to seventy-five years, etc." (ii) the replacement of clause 7.1.2.2 with the following new clause 7.1.2.2: "clause 6.11, he shall cease to hold office on the date stipulated for this purpose in clause 6.11.1; and" (iii) the replacement of clause 31.1.4 with the following new clause 31.1.4: “the Prudential Authority has confirmed that it does not object to the Proposed Amendment;” 203 Notice to the Members of the Annual General Meeting
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