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4SIGHT HOLDINGS LIMITED - Completion of redomicile, change to the board, appointment of new company secretary

Release Date: 16/05/2023 16:07
Code(s): 4SI     PDF:  
Wrap Text
Completion of redomicile, change to the board, appointment of new company secretary

4SIGHT HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2022/852017/06)
JSE share code: 4SI ISIN: MU0557S00001
("4Sight" or "the Company")


ANNOUNCEMENT REGARDING:

-     THE COMPLETION OF THE REDOMICILING TO SOUTH AFRICA;
-     A CHANGE TO THE BOARD OF DIRECTORS AND THE AUDIT AND RISK COMMITTEE;
      AND
-     THE RESIGNATION OF THE COMPANY SECRETARY AND THE APPOINTMENT OF A NEW
      COMPANY SECRETARY.


Completion of the redomiciling of 4Sight to South Africa

Shareholders are referred to previous SENS announcements relating to the redomiciling of 4Sight from Mauritius
to South Africa (the "Redomicile") and the subsequent adoption by 4Sight of a new memorandum of incorporation.

Shareholders are advised that following its application to the Mauritian authorities, 4Sight has been successfully
removed from the Mauritian register of companies and is now solely a South African entity. 4Sight will now apply
to the JSE for a new international securities identification number (ISIN).

Shareholders are referred to the Company's integrated report for the year ended 31 December 2022 as published
on 28 April 2023 (the "Integrated Report") and are reminded that the Integrated Report contains two separate
notices of annual general meeting ("AGM"), each of which is compliant with the requirements of the separate
jurisdictions of Mauritius and South Africa, respectively. Since the Redomicile is now complete, shareholders are
advised that the Company will propose the resolutions contained in the notice of AGM issued in compliance with
the South African Companies Act, 71 of 2008 at the AGM to be held on Friday, 23 June 2023. The resolutions and
salient dates and times included in the notice of AGM all remain unchanged.

Change to the board of directors (the "Board") and the Audit and Risk Committee

Shareholders are advised that following the completion of the Redomicile, Dr Sidharth Sharma ("Dr Sharma"),
an independent non-executive director of the Company and a member of the Audit and Risk Committee, has
tendered his resignation as a director of the Company with immediate effect. A Mauritian company is required to
have at least two ordinarily resident directors on its board, and as a result of the Redomicile, Dr Sharma is no longer
required to take up a position on the Board.

The Board thanks Dr Sharma for his invaluable advice and significant contribution to the Board since his
appointment, during which time he has served the Company in an ethical, constructive and professional manner,
providing sound guidance and wisdom. The Board wishes him all the best in his future endeavours.

As a result of Dr Sharma's resignation, Mr Kamil Patel has been appointed as a member of the Company's Audit
and Risk Committee. The composition of the various Board committees is therefore as follows:

Audit and Risk Committee

-     Andrew Murgatroyd (Chairperson)
-     Johan Nel
-     Kamil Patel

Remuneration and Nominations Committee

-     Christopher Crowe (Chairperson)
-     Marichen Mortimer
-     Johan Nel

Social and Ethics Committee

-     Marichen Mortimer (Chairperson)
-     Christopher Crowe
-     Tertius Zitzke
-     Eric van der Merwe

Resignation of company secretary and appointment of new company secretary

Shareholders are advised that following the completion of the Redomicile, Navitas Management Services Limited
("Navitas") has resigned as company secretary of 4Sight with immediate effect. The Board wishes to thank Navitas
for their services to the Company.

In compliance with paragraph 3.59(a) of the JSE Listings Requirements, shareholders are advised that
Mrs Tracy Short ("Mrs Short"), has been appointed by the Board to fulfil the role of company secretary of 4Sight,
with immediate effect.

Mrs Short is the current Chief Operating Officer at 4Sight. She holds a Company Secretary qualification (FCG)
and CIMA Dip MA and is Fellow member of Chartered Governance Institute of Southern Africa. Mrs Short held
several executive positions at Grindrod as Financial Director, Chief Financial Officer and Divisional Chief
Executive (Shared Services) over a period of 20 years. Prior to joining the Company she served as Chief Risk and
Compliance Officer at Newlyn Investments for 4 years.

Mrs Short has extensive experience in corporate governance matters, including providing efficient and effective
support to the Board and Board sub-committees.

16 May 2023


Designated advisor
Java Capital

Date: 16-05-2023 04:07:00
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