CONTENTS FINANCIAL STATEMENTS OVERVIEW 1 2 3 4 6 7 14 15 16 20 28 31 Profile Financial highlights Directorate The Primeserv Int
PROFILE Primeserv Group Limited* is an investment holding company which listed on the JSE in 1998. The Group is listed in the I
FINANCIAL HIGHLIGHTS for the year ended 31 December 2009 2009 R’000 FINANCIAL RESULTS Revenue * EBITDA Operating profit Attribu
DIRECTORATE 1 2 3 4 J Michael Judin * Non-Executive Chairman (63) Dip Law Appointed: August 1997 Michael is a director of Johan
THE PRIMESERV IntHRgrate MODEL ™ BACKGROUND AND CONTEXT Primeserv is passionate about the contribution that human capital can a
THE PRIMESERV IntHRgrate MODEL ™ The Primeserv IntHRgrate™ Model differentiates Primeserv HR Services as a specialised operatio
NON-EXECUTIVE CHAIRMAN’S STATEMENT When all is considered, the fillip provided by the infrastructure projects undertaken in ant
CHIEF EXECUTIVE OFFICER’S REVIEW of each individual within the Group to balance their work-life demands. As a South African com
CHIEF EXECUTIVE OFFICER’S REVIEW continued INTHRGRATE™ MODEL The IntHRgrate™ Model is Primeserv’s key market differentiator. De
CHIEF EXECUTIVE OFFICER’S REVIEW continued It is also important to note that some 32% of TES assignees ultimately progress into
CHIEF EXECUTIVE OFFICER’S REVIEW continued The Group’s balance sheet has continued to strengthen with net asset value per share
CHIEF EXECUTIVE OFFICER’S REVIEW continued Strategic Review The South African economy faces the human capital issues common to
CHIEF EXECUTIVE OFFICER’S REVIEW continued 75% and 85% on the generic scorecard indicator, making it a strong B-BBEE contributo
CHIEF EXECUTIVE OFFICER’S REVIEW continued community members and are supported and guided by Noah on a financial, organisationa
GROUP STRUCTURE HUMAN CAPITAL DEVELOPMENT HUMAN CAPITAL OUTSOURCING HR Consulting Corporate Training Technical Training Technol
GRAPHICAL REPRESENTATION OF SEGMENTAL ANALYSIS DIVISIONAL REVENUE 8,7% 7,1% 91,3% 92,9% 12 months 31 Dec 2009 12 months 31 Dec
REVIEW OF OPERATIONS PRIMESERV HUMAN CAPITAL DEVELOPMENT (Incorporating the Primeserv HR Solutions and Primeserv Colleges divis
REVIEW OF OPERATIONS continued The unit’s main focus has been on reintroducing and building the full range of revitalised HR co
REVIEW OF OPERATIONS continued Several colleges performed solidly during the period and the Group invested in additional infras
REVIEW OF OPERATIONS continued Revenue in the division declined by 5% from R501,7 million to R478,1 million with operating prof
CORPORATE GOVERNANCE The Board and its individual directors are committed to the values of transparency, integrity, responsibil
CORPORATE GOVERNANCE continued The Board comprises five independent non-executive directors, a non-executive and three executiv
CORPORATE GOVERNANCE continued • • • • • • • • • maintaining adequate financial reporting systems evaluating and defining the l
CORPORATE GOVERNANCE continued ongoing communication with management, regular management meetings at an operating subsidiary le
CORPORATE GOVERNANCE continued THE REMUNERATION AND NOMINATION COMMITTEE Primeserv’s remuneration philosophy focuses on develop
CORPORATE GOVERNANCE continued retirement, medical and other benefits. In addition, executive directors benefit from long-term
CORPORATE GOVERNANCE continued • • • • the Group has sufficient borrowing capacity in terms of its existing facilities the Grou
CORPORATE GOVERNANCE continued Insurance The operating assets, including various assets owned by lessors, have been insured at
SUSTAINABILITY REPORT Primeserv is committed to face the challenges in meeting the needs of its stakeholders and is well positi
SUSTAINABILITY REPORT continued Employment Equity The Board subscribes to the principles of employment equity and recognises th
SUSTAINABILITY REPORT continued Primeserv has given a long-term commitment to leverage the Group’s resources and stakeholder ne
VALUE ADDED STATEMENTS for the year ended 31 December 2009 Wealth created is the value created by providing the Group’s service
DIRECTORS’ APPROVAL AND RESPONSIBILITY STATEMENT The directors are responsible for the preparation, integrity and fair presenta
INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF PRIMESERV GROUP LIMITED Report on the Financial Statements We have audited the f
DIRECTORS’ REPORT for the year ended 31 December 2009 NATURE OF BUSINESS Primeserv Group Limited is an investment holding compa
DIRECTORS’ REPORT continued for the year ended 31 December 2009 DIRECTORS’ INTERESTS As at 31 December 2009, the aggregate dire
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME for the year ended 31 December 2009 Group Notes Revenue * Sales to customers Op
CONSOLIDATED STATEMENTS OF FINANCIAL POSITION as at 31 December 2009 Group Notes ASSETS Non-current assets Equipment and vehicl
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY for the year ended 31 December 2009 Share capital R’000 GROUP Opening balances at
CONSOLIDATED STATEMENTS OF CASH FLOWS for the year ended 31 December 2009 Group Notes Cash flows from operating activities Prof
NOTES TO THE STATEMENTS OF CASH FLOWS for the year ended 31 December 2009 Group 2009 R’000 A. TAXATION PAID Amount refundable/(
SUMMARY OF ACCOUNTING POLICIES for the year ended 31 December 2009 PRINCIPAL ACCOUNTING POLICIES The financial statements incor
SUMMARY OF ACCOUNTING POLICIES continued for the year ended 31 December 2009 which the goodwill arose. An impairment loss is re
SUMMARY OF ACCOUNTING POLICIES continued for the year ended 31 December 2009 transaction other than a business combination that
SUMMARY OF ACCOUNTING POLICIES continued for the year ended 31 December 2009 Each lease payment is allocated between the liabil
SUMMARY OF ACCOUNTING POLICIES continued for the year ended 31 December 2009 Asset lives and residual values Equipment and vehi
NOTES TO THE ANNUAL FINANCIAL STATEMENTS for the year ended 31 December 2009 Group 2009 R’000 1. INTEREST RECEIVED Using the ef
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 4. TAXATION SA normal t
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 5. EARNINGS PER SHARE (
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 6. EQUIPMENT AND VEHICL
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 9. INVESTMENT IN SUBSID
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 11. INVESTMENT AND LOAN
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 13. ADVANCE TO THE SHAR
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 16. LOANS TO AND FROM S
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 21. INTEREST-BEARING FI
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 23. BANK BORROWINGS Inv
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Company 2009 R’000 24. DIRECTORS’ REMUNE
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 No of options as at 31 Dec 2007 25. SHAR
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 26. CONTINGENT LIABILIT
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 28. RETIREMENT BENEFITS
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Group 2009 R’000 32. OPERATING LEASE COM
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 34. BUSINESS COMBINATIONS Denverdraft Pr
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Loans and receivables R’000 35. ANALYSIS
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Loans and receivables R’000 35. ANALYSIS
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Loans and receivables R’000 35. ANALYSIS
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 36. SENSITIVITY ANALYSIS Interest rate r
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Contractual undiscounted cash flows from
NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year ended 31 December 2009 Contractual undiscounted cash flows from
DETAILS OF SUBSIDIARY COMPANIES AND ASSOCIATE COMPANY for the year ended 31 December 2009 Country of incorporation African Recr
ANALYSIS OF SHAREHOLDING as at 31 December 2009 Number of shareholders PORTFOLIO SIZE 1 – 50 000 shares 50 001 – 500 000 shares
NOTICE OF ANNUAL GENERAL MEETING THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION If you are in any doubt as to
NOTICE OF ANNUAL GENERAL MEETING continued 7. That the authorised but unissued share capital of the Company be placed at the di
NOTICE OF ANNUAL GENERAL MEETING continued AS SPECIAL RESOLUTION 11. SPECIAL RESOLUTION NUMBER 1 Resolved that, as a general ap
NOTICE OF ANNUAL GENERAL MEETING continued Other disclosures in terms of Section 11.26 of the JSE Listings Requirements The JSE
ANNEXURE A SUMMARY OF THE PROPOSED AMENDMENTS AND REVISED TERMS OF THE PRIMESERV GROUP LIMITED SHARE TRUST (“THE TRUST”) Amendm
ANNEXURE A continued • • The provisions relating to amendments to the Trust and the Scheme have been expanded to accord with th
SHAREHOLDERS’ DIARY FINANCIAL YEAR-END REPORTS ON PROFIT STATEMENTS AND MEETINGS Audited results published Annual report publis
ADMINISTRATION PRIMESERV GROUP LIMITED Incorporated in the Republic of South Africa Registration number 1997/013448/06 Share co
GLOSSARY ABET AIDS ASGISA B-BBEE BUSA CAPES CEA CEALBD CETA COIDA CSI DoL EBITDA EME ETDP FET FIFA GDP HR HIV IAS IFRS ILO IR J
FORM OF PROXY PRIMESERV GROUP LIMITED (Incorporated in the Republic of South Africa) • (Registration number 1997/013448/06) Sha
NOTES TO THE PROXY FORM 1. A shareholder may insert the names of a proxy or the names of two alternative proxies of the member’
GROUP OPERATIONAL TRADE NAMES AND TRADEMARKS • ABC International • ABC Recruitment • African Recruitment Manpower (ARM) • Busin
www.primeserv.co.za
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PRIMESERV GROUP LIMIT
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CONTENTS FINANCIAL STATEMENTS OVERVIEW 1 2 3 4 6 7 14 15 16 20
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PROFILE Primeserv Group Limited* is an investment holding compa
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FINANCIAL HIGHLIGHTS for the year ended 31 December 2009 2009 R
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DIRECTORATE 1 2 3 4 J Michael Judin * Non-Executive Chairman (6
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THE PRIMESERV IntHRgrate MODEL ™ BACKGROUND AND CONTEXT Primese
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THE PRIMESERV IntHRgrate MODEL ™ The Primeserv IntHRgrate™ Mode
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NON-EXECUTIVE CHAIRMAN’S STATEMENT When all is considered, the
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CHIEF EXECUTIVE OFFICER’S REVIEW of each individual within the
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CHIEF EXECUTIVE OFFICER’S REVIEW continued INTHRGRATE™ MODEL Th
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CHIEF EXECUTIVE OFFICER’S REVIEW continued It is also important
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CHIEF EXECUTIVE OFFICER’S REVIEW continued The Group’s balance
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CHIEF EXECUTIVE OFFICER’S REVIEW continued Strategic Review The
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CHIEF EXECUTIVE OFFICER’S REVIEW continued 75% and 85% on the g
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CHIEF EXECUTIVE OFFICER’S REVIEW continued community members an
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GROUP STRUCTURE HUMAN CAPITAL DEVELOPMENT HUMAN CAPITAL OUTSOUR
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GRAPHICAL REPRESENTATION OF SEGMENTAL ANALYSIS DIVISIONAL REVEN
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REVIEW OF OPERATIONS PRIMESERV HUMAN CAPITAL DEVELOPMENT (Incor
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REVIEW OF OPERATIONS continued The unit’s main focus has been o
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REVIEW OF OPERATIONS continued Several colleges performed solid
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REVIEW OF OPERATIONS continued Revenue in the division declined
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CORPORATE GOVERNANCE The Board and its individual directors are
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CORPORATE GOVERNANCE continued The Board comprises five indepen
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CORPORATE GOVERNANCE continued • • • • • • • • • maintaining ad
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CORPORATE GOVERNANCE continued ongoing communication with manag
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CORPORATE GOVERNANCE continued THE REMUNERATION AND NOMINATION
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CORPORATE GOVERNANCE continued retirement, medical and other be
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CORPORATE GOVERNANCE continued • • • • the Group has sufficient
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CORPORATE GOVERNANCE continued Insurance The operating assets,
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SUSTAINABILITY REPORT Primeserv is committed to face the challe
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SUSTAINABILITY REPORT continued Employment Equity The Board sub
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SUSTAINABILITY REPORT continued Primeserv has given a long-term
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VALUE ADDED STATEMENTS for the year ended 31 December 2009 Weal
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DIRECTORS’ APPROVAL AND RESPONSIBILITY STATEMENT The directors
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INDEPENDENT AUDITORS’ REPORT TO THE MEMBERS OF PRIMESERV GROUP
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DIRECTORS’ REPORT for the year ended 31 December 2009 NATURE OF
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DIRECTORS’ REPORT continued for the year ended 31 December 2009
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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME for the year en
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CONSOLIDATED STATEMENTS OF FINANCIAL POSITION as at 31 December
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CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY for the year ended
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CONSOLIDATED STATEMENTS OF CASH FLOWS for the year ended 31 Dec
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NOTES TO THE STATEMENTS OF CASH FLOWS for the year ended 31 Dec
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SUMMARY OF ACCOUNTING POLICIES for the year ended 31 December 2
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SUMMARY OF ACCOUNTING POLICIES continued for the year ended 31
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SUMMARY OF ACCOUNTING POLICIES continued for the year ended 31
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SUMMARY OF ACCOUNTING POLICIES continued for the year ended 31
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SUMMARY OF ACCOUNTING POLICIES continued for the year ended 31
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS for the year ended 31
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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NOTES TO THE ANNUAL FINANCIAL STATEMENTS continued for the year
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DETAILS OF SUBSIDIARY COMPANIES AND ASSOCIATE COMPANY for the y
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ANALYSIS OF SHAREHOLDING as at 31 December 2009 Number of share
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NOTICE OF ANNUAL GENERAL MEETING THIS DOCUMENT IS IMPORTANT AND
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NOTICE OF ANNUAL GENERAL MEETING continued 7. That the authoris
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NOTICE OF ANNUAL GENERAL MEETING continued AS SPECIAL RESOLUTIO
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NOTICE OF ANNUAL GENERAL MEETING continued Other disclosures in
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ANNEXURE A SUMMARY OF THE PROPOSED AMENDMENTS AND REVISED TERMS
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ANNEXURE A continued • • The provisions relating to amendments
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SHAREHOLDERS’ DIARY FINANCIAL YEAR-END REPORTS ON PROFIT STATEM
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ADMINISTRATION PRIMESERV GROUP LIMITED Incorporated in the Repu
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GLOSSARY ABET AIDS ASGISA B-BBEE BUSA CAPES CEA CEALBD CETA COI
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FORM OF PROXY PRIMESERV GROUP LIMITED (Incorporated in the Repu
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NOTES TO THE PROXY FORM 1. A shareholder may insert the names o
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GROUP OPERATIONAL TRADE NAMES AND TRADEMARKS • ABC Internationa
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www.prime
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