Durban Roodepoort Deep, Limited
ARBN number: 086 277 616
(“DRD” or “the company”)
This form of notice of direction is to be completed by
registered holders of CDI's
(Australian register only)
I/we
(BLOCK LETTERS PLEASE)
of
Telephone work ( )
Telephone home ( )
I am the holder of
CDI’s of
the company and I direct CHESS
Depositary Nominees (Pty) Ltd to vote for me in respect of all
the CDI's held in my name at the annual general meeting of the
shareholders to be held on Friday November 28, 2003 at 45 Empire
Road, Parktown, Johannesburg, Gauteng, South Africa at 09:00
(South African time) and at any and all adjournments of that
meeting. I direct CHESS Depositary Nominees (Pty) Ltd to vote
as follows:
Ordinary business
For
Against
Abstain
1.
To adopt the audited annual financial
statements for the 12 months ended June 30, 2003
2.
To re-appoint the auditors in accordance
with the company's Articles of Association
3.
A
To re-elect Mr MM Wellesley-Wood as a director of the
company
B
To re-elect Mr IL Murray as a director of the company
C
To re-elect Mr RP Hume as a director of the company
D
To re-elect Mr A Lubbe as an alternate director of the
company
E
To re-elect Mr DT van der Mescht as an alternate director
of the company
Special business
4.
Ordinary Resolution no 1
To place all unissued shares in the capital of the company under
the control of the directors as a general authority
5.
Ordinary Resolution no 2
To authorise the placement of all or some ordinary shares under
the control of the directors, to allot and issue such ordinary
shares for cash
6.
Ordinary Resolution no 3
To approve the allotment and issue of shares to any director
in terms of the Durban Roodepoort Deep (1996) Share Option
Scheme and Section 222(1)(a) of the Companies Act 1973
7.
Ordinary Resolution no 4
To approve the issue of shares to non-executive directors in
terms of the Durban Roodepoort Deep (1996) Share Option Scheme
and the Listing Rules of the Australian Stock Exchange
8.
Special Resolution no 1
To approve and ratify the allotment and issue of employee share
options to non-executive directors in terms of Section 223of
the Companies Act 1973
9.
Special Resolution no 2
To authorise the directors to allot and issue new ordinary shares
in terms of Section 82(1) of he Companies Act, 1973.
10.
Special Resolution no 3
To ratify the allotment and issue of certain ordinary shares
during the preceding year to comply with the requirements of
Section 82(1) of the Companies Act, 1973.
11.
Special Resolution no 4
To authorise the directors to approve the repurchase by the
company or its subsidiaries of its own shares subject to the
provisions of the Companies Act, 1973 and the listing requirements
of the JSE.
And generally to act as my/our proxy at the said
annual general meeting of shareholders. (Tick whichever is applicable.
If no directions are given, CHESS will be entitled to vote or
to abstain from voting, as it deems fit)
Signed at
on
2003
Signature
Assisted by (where applicable)
Notes to direction
1.
An instruction from a holder of CDI’s
in respect of DRD ordinary shares to CHESS must be indicated
in the appropriate box by inserting the number of CDI’s
in respect of which the holder of CDI's
wishes CHESS to cast his/her votes.
2.
Should there be no indication in the appropriate
box as to how the holder of CDI’s wishes his/her votes
to be cast by CHESS they will be deemed to have been authorised
to vote or abstain from voting at the annual general meeting
as CHESS deems fit.
3.
A holder of CDI’s may instruct CHESS
to vote in respect of less than the total number of CDI’s
held by inserting the relevant number of CDI’s in the
appropriate box provided. A holder of CDI’s who gives
no indication as to the number of CDI’s in respect of
which CHESS is entitled to vote will be deemed to have authorised
CHESS to vote or abstain from voting, as the case may be, in
respect of all the CDI’s holders’ votes exercisable
at the general meeting.
4.
A complete notice of direction, to be effective,
must reach Computershare Investor Services, GPO Box D182,
Perth, WA6840, at least
48 hours before the time appointed for the holding of the annual
general meeting (which period excludes Saturdays, Sundays and
public holidays).
5.
Any alteration or correction made to his
notice must be initialled by the signatory/ies.
