Sasol Form 20-F for the year ended 30 June 2021 - Book - Page 90
Legal proceedings
10.B Memorandum and articles of association
For information regarding our legal
proceedings refer to “Item 4.B—Business overview—
Legal proceedings and other contingencies”.
1. Registration number, and object and purpose of the
Company
The company is registered in South Africa at
the Companies and Intellectual Property Commission
under registration number 1979/003231/06.
8.B Significant changes
Refer to “Item 18—Financial Statements—
Note 39 Subsequent events”.
Refer to “Item 10.B” of our registration
statement pursuant to section 12(b) or 12(g) of the
Securities Exchange Act of 1934, filed with the SEC on
6 March 2003 (the Registration Statement) for the
object and purpose of the company. The objects and
purpose are not specifically contained in the company’s
constitution, its MOI. Instead, the company has been
given the powers and capacity of an individual, that is
to say its powers and capacity, subject to the
Companies Act, are unlimited (clause 4.1) and may do
anything which the Companies Act and the JSE
Listings Requirements empower it to do if so
authorised by its MOI (clause 4.3).
ITEM 9. THE OFFER AND LISTING
9.A Offer and listing details
The principal trading market for our shares is
the JSE. Our ADSs have been listed on the NYSE since
9 April 2003, each representing one common ordinary
share of no par value, under the symbol “SSL”. J.P.
Morgan is acting as the depositary for our ADSs and
issues our ADRs in respect of our ADSs.
9.B Plan of distribution
The company’s MOI was amended on 27
November 2019 by way of a shareholders’ special
resolution at the company’s annual general meeting.
However, none of the amendments effected relate to the
matters disclosed in the sections of Item 10.B below, or
otherwise in connection with this annual report on
Form 20-F. See Exhibit 1.1 for the company’s latest
MOI.
Not applicable.
9.C Markets
Refer to “Item 9.A—Offer and listing details”
above for further information.
9.D Selling shareholders
2. Summary of the MOI with respect to directors
Not applicable.
Director’s power to vote in respect of matters
in which a director has a material interest. In terms of
our MOI and the Companies Act, a director who has a
personal financial interest in respect of a matter to be
considered at a board meeting, or knows that a related
person has a personal financial interest in the matter,
may not vote on the matter and must, after giving
his/her full views on the matter, recuse himself/herself
from the meeting. In terms of our board charter
directors are appointed on the express agreement that
they may be removed by the board if and when they
develop an actual or prospective material, enduring
conflict of interest with the company or another group
company.
9.E Dilution
Not applicable.
9.F Expenses of the issue
Not applicable.
ITEM 10. ADDITIONAL INFORMATION
10.A Share capital
Not applicable.
Directors’ power to vote on remuneration for
themselves. A distinction is drawn between
remuneration of directors as employees (applicable to
executive directors) of the company and remuneration
of directors for their services as directors. With regard
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