27
for the Company on that poll or polls. The appointment of the independent assessor must
be made within one week after the requirement to obtain the report has arisen. The
independent assessor appointed by the board in accordance with this paragraph (9) must
not have another role in relation to any poll on which he is to report (including, in
particular, a role in connection with collecting or counting votes or with the appointment of
proxies) and must otherwise be independent in relation to the poll, as determined by the
board.
(10)
The report of the independent assessor appointed under paragraph (9) above must state
the name of the independent assessor and his opinion (including reasons therefor)
whether:
(a)
the procedures adopted in connection with the poll or polls were adequate;
(b)
the votes cast (including proxy votes) were fairly and accurately recorded and
counted;
(c)
the validity of members' appointments of proxies was fairly assessed; and
(d)
whether the relevant requirements of these articles and the Statutes were
complied with.
(11)
Where an independent assessor has been appointed to report on a poll in accordance with
this article, he is entitled to:
(a)
attend the meeting at which the poll may be taken and any subsequent
proceedings in connection with the poll;
(b)
be provided by the Company with a copy of the notice of the relevant meeting and
any other communication provided by the Company in connection with the meeting
to persons who have a right to vote on the matter to which the poll relates; and
(c)
have access to the Company's records relating to any poll on which he is to report
and the meeting at which the poll or polls may be, or were, taken, and to require
anyone who at any material time was a director, secretary, employee, member or
agent of the Company, to provide him with information or explanations for the
purpose of preparing his report.
(12)
Where an independent assessor has been appointed to report on a poll in accordance with
this article, the Company must ensure that the following information is made available on
a website:
(a)
the fact of the independent assessor's appointment;
(b)
his identity;
(c)
the text of the resolution or, as the case may be, a description of the subject
matter of the poll to which his appointment relates; and
(d)
a copy of the independent assessor's report prepared in accordance with paragraph
(10) above.
43.
Chairman's casting vote
In the case of an equality of votes, either on a show of hands or on a poll, the chairman of
the meeting at which the show of hands takes place, or at which the poll is demanded, as
the case may be, shall be entitled to a further or casting vote in addition to any other vote
or votes to which he may be entitled.
