Sasol Form 20-F for the year ended 30 June 2021 - Book - Page 42
as the depositary. For example, ADR holders will not
receive notice of a meeting directly from us. Rather, we
will provide notice of a shareholders meeting to
J.P. Morgan in accordance with the deposit agreement.
J.P. Morgan has undertaken in turn, as soon as
practicable after receipt of our notice, to mail voting
materials to holders of ADRs. These voting materials
include information on the matters to be voted on as
contained in our notice of the shareholders meeting and
a statement that the holders of ADRs on a specified
date will be entitled, subject to any applicable provision
of the laws of South Africa and our MOI, to instruct
J.P. Morgan as to the exercise of the voting rights
pertaining to the shares underlying their respective
ADSs.
significant external threats. However, we recognise that
if there is a breach of information security we could
experience disruptions of critical services or be exposed
to ransomware attacks. In the worst case scenario, this
could result in financial loss, have a material adverse
effect on our business, operating results, cash flows,
financial condition and our disclosure of control
processes.
Risk related to our people
We may not be successful in attracting, developing
and retaining sufficiently or appropriately skilled
employees
In order for Sasol to deliver on its strategic
objectives, sustainably grow into the future, and
effectively operate and continuously improve existing
and future assets and technologies, we are highly
dependent on our human capital.
Upon the written instruction of an ADR
holder, J.P. Morgan will endeavour, in so far as
practicable, to vote or cause to be voted the shares
underlying the ADSs in accordance with the
instructions received. If instructions from an ADR
holder are not received by J.P. Morgan by the date
specified in the voting materials, J.P. Morgan will not
request a proxy on behalf of such holder. J.P. Morgan
will not vote or attempt to exercise the right to vote
other than in accordance with the instructions received
from ADR holders.
We maintain a focus on attracting, developing
and retaining sufficiently diverse, skilled and
experienced employees, including critical or scarce
skills like qualified scientists, engineers, project
execution managers, artisans and operators and highly
skilled employees in business and functional roles.
However, there still exist various risks that may impact
our ability to attract and retain required skills.
We cannot assure you that you will receive the
voting materials in time to ensure that you can instruct
J.P. Morgan to vote the shares underlying your ADSs.
In addition, J.P. Morgan and its agents are not
responsible for failing to carry out voting instructions
or for the manner of carrying out voting instructions.
This means that you may not be able to exercise your
right to vote and there may be no recourse if your
voting rights are not exercised as you directed.
There is constant competition in global labour
markets for critical or scarce skills. The quality and
availability of skills in certain labour markets may also
be impacted by the challenges within the education and
training systems. Localisation, diversity and other
similar legislation in countries in which we operate are
also key considerations in the attraction and retention of
sufficiently skilled employees. The increasing use of
digital technologies across our industry is placing
increasing demand on data and digital technology
skills. The availability and supply of these new skill
sets are limited due to demand outweighing supply. The
transition to cleaner technologies will also impact the
current skills demand and supply.
Holders of Sasol’s ordinary shares or ADSs may be
subject to dilution as a result of any non-preemptive share issuance, and shareholders outside
South Africa or ADS holders may not be able to
participate in future offerings of securities
(including Sasol’s ordinary shares) carried out by or
on behalf of Sasol
Risks related to our ADSs
Future share issuances by Sasol, with or
without subscription rights, could (depending on how
the share issuance is structured) dilute the interests of
existing shareholders or require them to invest further
funds to avoid such dilution.
The exercise of voting rights by holders of ADRs is
limited in some circumstances
Holders of ADRs may exercise voting rights
with respect to the ordinary shares underlying their
ADSs only in accordance with the provisions of our
deposit agreement with J.P. Morgan Chase Bank N.A.,
In the case of an equity offering with
subscription rights, holders of Sasol’s shares in certain
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